Canadian Corporate Law Treatise

Bruce Welling always wrote the most stimulating heresies in Canadian Corporate LawAs well as having the funniest index references footnotes in Canadian legal writing:
the constitutional significance of drunks
The Exploding Mountbattens

Since Bruce’s writings are replete with references to his surf buddies, and he can be found at dawn in the lineup at the Alley, off Currumbin Point, it’s not surprising that he has taken himself off to legal publishers in more surf-friendly climes.

His new edition of Corporate Law in Canada (3rd edition) is published by Scribblers Publishing Queensland Australia.

Copies of Corporate Law in Canada (3rd edition) are available from Scribblers Publishing, email:

Alternatively, orders can be faxed to Scribblers at 0061 7 55 252528. Price: Canadian $129; Australian $155: (plus postage per order $10).”

So what’s new. A few tidbits:

new developments in preincorporation transactions.
new developments in managers’ fiduciary obligations (owed to the corporate person, not to shareholders and others)
Canadian statute-based minority remedies are being embraced by many Commonwealth countries (including Australia and New Zealand).

Finally, take that – the McGill Guide
He used Australian citation style throughout the book. Thus, the style familiar to Canadian readers, A.D.G.A. Systems International Ltd. v. Valcom Ltd. (1999), 168 D.L.R. 4th 351 (Ont. C.A.) becomes ADGA Systems International Ltd v Valcom Ltd (1999) 168 DLR 4th 351 (Ont CA). It dispenses with messy punctuation and presents the critical information cleanly.

Now for a bonus question: what is the significance of the woman on the cover? Corporate law anyone?

Welling on Corporate Law


  1. I find it interesting that he has switched to an Australian publisher.

    I have confirmed with Scribblers that they have a Canadian distributor, so emailing them at the address you indicate is the best way to place an order from Canada.

    The riddle about the woman on the cover has me stymied. Wish I could figure out *where* she is standing. Then again, I have not studied corporate law. Anyone else?

  2. She looks like a performer, in a Fosse stance – maybe this is a shot of a scene from something like Chicago… know any musicals based on the tenets of corporate law? The room looks a bit like a factory, maybe train station, hangar?

  3. Looks like a miner’s cap on her head. And I imagine I see words in the background to the left and right, though I can’t make them out and lack the CSI magic that lets them magnify a license plate seen from a mile off and read the tag. I suppose we could ask the author and publisher what’s with the woman… but that would spoil the speculation.

  4. I have this book now sitting on my desk and someone (not surprisingly) was commenting about the woman on the front cover.

    A closer look shows she is in some sort of industrial setting (perhaps a shipping dock?), standing on top of a boardroom table, I think. There are briefcases in front of her. Behind her are the words “corporate personality”, “appraisal remedy”, “majority rule”, “minority protection”, “insider trading” and “managerial power”. It is either a top hat or a fedora she has on her head.

    Um, this still doesn’t help me figure out who she is. So, Simon, will you now reveal all???