The taxpayer was not personally liable as a director of a corporation for unremitted HST and source deductions. She had signed the articles of the relevant corporation. But she had not signed an incorporation agreement, as required by BC law, and she had never consented to being a director or signed any other document indicating that she was a director. She had signed a “partnership” agreement that had contemplated the incorporation of a corporation, but the Court found that this did not constitute an incorporation agreement.
She was not liable as a de facto director either. She had never held herself out to be a director, and she had never performed any management functions.
Le v R, 2018 TCC 65 (informal procedure)
