This page is provided by Stephen R. Biss, Barrister & Solicitor for public information. I no longer practice business law. Please consult a Brampton business lawyer face-to-face. If you are a Brampton Business Law lawyer and you believe you have a web site to which this page should link please write to me. 

 

| Brampton Lawyer, Business Law Lawyer |

Brampton business law lawyers practice business law, corporations law, and commercial law in Brampton, Ontario, Canada. Many also practice property law and creditors' rights law. Brampton business law lawyers are members of the Law Society of Upper Canada. 

The  Law Society Referral Service is a very good way to find a Brampton lawyer who practices business law in Brampton and the surrounding region. T

Brampton business law lawyers act as Brampton solicitors when they incorporate new companies under the Ontario Business Corporations Act or the Canada Business Corporations Act, establish partnerships under the Ontario Partnerships Act or the Limited Partnerships Act, or simply advise a client on a sole proprietorship.

Brampton business law lawyers advise Brampton creditors and debtors respecting the rights and remedies available to both secured and unsecured creditors in Brampton where business and other debts are in danger of not being paid. Brampton business law lawyers can advise their business clients respecting the registration of a security interest in either real property or personal property. Brampton business law lawyers can advise their business and other clients respecting bankruptcy and insolvency. 

 

Many Brampton business lawyers are members of the Peel Law Association. The PLA membership list is a good way to find a Brampton business lawyer.

If you are a Brampton business law lawyer or articling student and you find an error on this page and help us to correct it, we will be happy to post a link to your Brampton or Mississauga law firm here.

Business Law Legislation Applicable to Brampton Lawyers

Brampton lawyers who practice business law (Brampton business law lawyers) use federal legislation enacted by the Parliament of Canada and provincial legislation enacted by the Legislature of Ontario respecting business law, corporations law, partnerships law, commercial law, and property issues. Here are some examples of business law statutes used by Brampton business law lawyers when they help establish and maintain Ontario businesses.

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Voting rights

Business Corporations Act

Section or Rule No.: 102

Unless the articles otherwise provide, each share of a corporation entitles the holder thereof to one vote at a meeting of shareholders. R.S.O. 1990, c. B.16, s. 102 (1).

Where a body corporate or association is a shareholder of a corporation, the corporation shall recognize any individual authorized by a resolution of the directors or governing body of the body corporate or association to represent it at meetings of shareholders of the corporation. R.S.O. 1990, c. B.16, s. 102 (2).

An individual authorized as set out in subsection (2) may exercise on behalf of the body corporate or association he or she represents all the powers it could exercise if it were an individual shareholder. R.S.O. 1990, c. B.16, s. 102 (3).

Unless the by-laws otherwise provide, where two or more persons hold shares jointly, one of those holders present at a meeting of shareholders may in the absence of the others vote the shares, but if two or more of those persons are present, in person or by proxy, they shall vote as one on the shares jointly held by them. R.S.O. 1990, c. B.16, s. 102 (4).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Requisition for shareholders meeting

Business Corporations Act

Section or Rule No.: 105(1)

he holders of not less than 5 per cent of the issued shares of a corporation that carry the right to vote at a meeting sought to be held may requisition the directors to call a meeting of shareholders for the purposes stated in the requisition. R.S.O. 1990, c. B.16, s. 105 (1).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Failure to perform undertaking

Business Corporations Act

Section or Rule No.: 12(2)

Where an undertaking to dissolve or change its name is given by a corporation and the undertaking is not carried out within the time specified, the Director may, after giving the corporation an opportunity to be heard, issue a certificate of amendment to the articles changing the name of the corporation to a name specified in the certificate and, upon the issuance of a certificate of amendment, the articles are amended accordingly. R.S.O. 1990, c. B.16, s. 12 (2).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Capacity to act outside Ontario

Business Corporations Act

Section or Rule No.: 16

A corporation has the capacity to carry on its business, conduct its affairs and exercise its powers in any jurisdiction outside Ontario to the extent that the laws of such jurisdiction permit. R.S.O. 1990, c. B.16, s. 16.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Restrictions on corporate name

Business Corporations Act

Section or Rule No.: 10(1)

The word “Limited”, “Limitée”, “Incorporated”, “Incorporée” or “Corporation” or the corresponding abbreviations “Ltd.”, “Ltée”, “Inc.” or “Corp.” shall be part, in addition to any use in a figurative or descriptive sense, of the name of every corporation, but a corporation may be legally designated by either the full or the abbreviated form. R.S.O. 1990, c. B.16, s. 10 (1).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Restrictions on corporate name

Business Corporations Act

Section or Rule No.: 10(2)

Subject to this Act and the regulations, a corporation may have a name that is in,

(a) an English form only; (b) a French form only; (c) a French and English form, where the French and English are used together in a combined form; (d) a French form and an English form, where the French and English forms are equivalent but are used separately. 1994, c. 27, s. 71 (3).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Representative

Business Corporations Act

Section or Rule No.: 102(2)

Where a body corporate or association is a shareholder of a corporation, the corporation shall recognize any individual authorized by a resolution of the directors or governing body of the body corporate or association to represent it at meetings of shareholders of the corporation. R.S.O. 1990, c. B.16, s. 102 (2).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Unauthorized use of “Limited”

Business Corporations Act

Section or Rule No.: 11(2)

No person, while not incorporated, shall trade or carry on a business or undertaking under a name in which “Limited”, “Incorporated” or “Corporation” or any abbreviation thereof, or any version thereof in another language, is used. R.S.O. 1990, c. B.16, s. 11 (1).

Where a corporation carries on business or identifies itself to the public by a name or style other than as provided in the articles, that name or style shall not include the word “Limited”, “Incorporated” or “Corporation” or any abbreviation thereof or any version thereof in another language. R.S.O. 1990, c. B.16, s. 11 (2).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Information circular

Business Corporations Act

Section or Rule No.: 112(1)

No person shall solicit proxies in respect of an offering corporation unless,

(a) in the case of solicitation by or on behalf of the management of the corporation, a management information circular in prescribed form, either as an appendix to or as a separate document accompanying the notice of the meeting; or

(b) in the case of any other solicitation, a dissident’s information circular in prescribed form,is sent to the auditor of the corporation, to each shareholder whose proxy is solicited and, if clause (b) applies, to the corporation. R.S.O. 1990, c. B.16, s. 112 (1).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Directors

Business Corporations Act

Section or Rule No.: 115

Subject to any unanimous shareholder agreement, the directors shall manage or supervise the management of the business and affairs of a corporation. R.S.O. 1990, c. B.16, s. 115 (1).

(2) A corporation shall have a board of directors which shall consist of, (a) in the case of a corporation that is not an offering corporation, at least one individual; and (b) in the case of a corporation that is an offering corporation, not fewer than three individuals. R.S.O. 1990, c. B.16, s. 115 (2); 1994, c. 27, s. 71 (11).

(3) At least one-third of the directors of an offering corporation shall not be officers or employees of the corporation or any of its affiliates. R.S.O. 1990, c. B.16, s. 115 (3).

(4) Where all of the directors have resigned or have been removed by the shareholders without replacement, any person who manages or supervises the management of the business and affairs of the corporation shall be deemed to be a director for the purposes of this Act. 1994, c. 27, s. 71 (12).

(5) Subsection (4) does not apply to, (a) an officer who manages the business of the corporation under the direction or control of a shareholder or other person; (b) a lawyer, accountant or other professional who participates in the management of the corporation solely for the purposes of providing professional services; or (c) a trustee in bankruptcy, receiver, receiver-manager or secured creditor who participates in the management of the corporation or exercises control over its property solely for the purposes of enforcement of a security agreement or administration of a bankrupt’s estate, in the case of a trustee in bankruptcy. 1994, c. 27, s. 71 (12).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Board of directors

Business Corporations Act

Section or Rule No.: 115(2)

A corporation shall have a board of directors which shall consist of, (a) in the case of a corporation that is not an offering corporation, at least one individual; and (b) in the case of a corporation that is an offering corporation, not fewer than three individuals. R.S.O. 1990, c. B.16, s. 115 (2); 1994, c. 27, s. 71 (11).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Board of directors

Business Corporations Act

Section or Rule No.: 115(3)

At least one-third of the directors of an offering corporation shall not be officers or employees of the corporation or any of its affiliates. R.S.O. 1990, c. B.16, s. 115 (3).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Confirmation by shareholders

Business Corporations Act

Section or Rule No.: 116(2)

Where the directors make, amend or repeal a by-law under subsection (1), they shall submit the by-law, amendment or repeal to the shareholders at the next meeting of shareholders, and the shareholders may confirm, reject or amend the by-law, amendment or repeal. R.S.O. 1990, c. B.16, s. 116 (2).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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First directors meeting

Business Corporations Act

Section or Rule No.: 117(1)

After incorporation, a meeting of the directors of a corporation shall be held at which the directors may,

(a) make by-laws;

(b) adopt forms of security certificates and corporate records;

(c) authorize the issue of securities;

(d) appoint officers;

(e) appoint one or more auditors to hold office until the first annual or special meeting of shareholders;

(f) make banking arrangements; and

(g) transact any other business. R.S.O. 1990, c. B.16, s. 117 (1).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Qualifications of directors

Business Corporations Act

Section or Rule No.: 118(1)

The following persons are disqualified from being a director of a corporation: 1. A person who is less than eighteen years of age. 2. A person who is of unsound mind and has been so found by a court in Canada or elsewhere. 3. A person who is not an individual. 4. A person who has the status of bankrupt. R.S.O. 1990, c. B.16, s. 118 (1).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Directors to be resident Canadians

Business Corporations Act

Section or Rule No.: 118(3)

A majority of the directors of every corporation other than a non-resident corporation shall be resident Canadians but where a corporation has only one or two directors, that director or one of the two directors, as the case may be, shall be a resident Canadian. R.S.O. 1990, c. B.16, s. 118 (3).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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First directors

Business Corporations Act

Section or Rule No.: 119

Each director named in the articles shall hold office from the date of endorsement of the certificate of incorporation until the first meeting of shareholders. R.S.O. 1990, c. B.16, s. 119 (1).

Until the first meeting of shareholders, the resignation of a director named in the articles shall not be effective unless at the time the resignation is to become effective a successor has been elected or appointed. 1994, c. 27, s. 71 (13).

The first directors of a corporation named in the articles have all the powers and duties and are subject to all the liabilities of directors. R.S.O. 1990, c. B.16, s. 119 (3).

Subject to clause 120 (a), shareholders of a corporation shall elect, at the first meeting of shareholders and at each succeeding annual meeting at which an election of directors is required, directors to hold office for a term expiring not later than the close of the third annual meeting of shareholders following the election. R.S.O. 1990, c. B.16, s. 119 (4).

It is not necessary that all directors elected at a meeting of shareholders hold office for the same term. R.S.O. 1990, c. B.16, s. 119 (5).

A director not elected for an expressly stated term ceases to hold office at the close of the first annual meeting of shareholders following his or her election. R.S.O. 1990, c. B.16, s. 119 (6).

Despite this section, if directors are not elected at a meeting of shareholders the incumbent directors continue in office until their successors are elected. R.S.O. 1990, c. B.16, s. 119 (7).

If a meeting of shareholders fails to elect the number of directors required by the articles or by section 125 by reason of the disqualification, incapacity or death of one or more candidates, the directors elected at that meeting, if they constitute a quorum, may exercise all the powers of the directors of the corporation pending the holding of a meeting of shareholders in accordance with subsection 124 (3). R.S.O. 1990, c. B.16, s. 119 (8).

Subject to subsection (10), the election or appointment of a director under this Act is not effective unless the person elected or appointed consents in writing before or within 10 days after the date of the election or appointment. 1999, c. 12, Sched. F, s. 8.

If the person elected or appointed consents in writing after the time period mentioned in subsection (9), the election or appointment is valid. 1999, c. 12, Sched. F, s. 8.

Subsection (9) does not apply to a director who is re-elected or re-appointed where there is no break in the director’s term of office. 1999, c. 12, Sched. F, s. 8.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Change of name if objectionable

Business Corporations Act

Section or Rule No.: 12(1)

If a corporation, through inadvertence or otherwise, has acquired a name contrary to section 9 or 10, the Director may, after giving the corporation an opportunity to be heard, issue a certificate of amendment to the articles changing the name of the corporation to a name specified in the certificate and, upon the issuance of the certificate of amendment, the articles are amended accordingly. R.S.O. 1990, c. B.16, s. 12 (1); 2004, c. 19, s. 3 (2).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Exceptions

Business Corporations Act

Section or Rule No.: 126(2)

Where the by-laws of the corporation so provide, a meeting of the board of directors may be held at any place within or outside Ontario, but, except where the corporation is a non-resident corporation or the articles or the by-laws otherwise provide, in any financial year of the corporation a majority of the meetings of the board of directors shall be held at a place within Canada. R.S.O. 1990, c. B.16, s. 126 (2).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Resolutions in writing

Business Corporations Act

Section or Rule No.: 129(1)

A resolution in writing, signed by all the directors entitled to vote on that resolution at a meeting of directors or a committee of directors, is as valid as if it had been passed at a meeting of directors or a committee of directors. R.S.O. 1990, c. B.16, s. 129 (1).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Liability of directors

Business Corporations Act

Section or Rule No.: 130

Directors of a corporation who vote for or consent to a resolution authorizing the issue of a share for a consideration other than money contrary to section 23 are jointly and severally liable to the corporation to make good any amount by which the consideration received is less than the fair equivalent of the money that the corporation would have received if the share had been issued for money on the date of the resolution. R.S.O. 1990, c. B.16, s. 130 (1).

(2) Directors of a corporation who vote for or consent to a resolution authorizing, (a) any financial assistance contrary to section 20;

(b) a purchase, redemption or other acquisition of shares contrary to section 30, 31 or 32; (c) a commission contrary to section 37; (d) a payment of a dividend contrary to section 38; (e) a payment of an indemnity contrary to section 136; or (f) a payment to a shareholder contrary to section 185 or 248, are jointly and severally liable to restore to the corporation any amounts so distributed or paid and not otherwise recovered by the corporation. R.S.O. 1990, c. B.16, s. 130 (2).

director who has satisfied a judgment rendered under this section is entitled to contribution from the other directors who voted for or consented to the unlawful act upon which the judgment was founded. R.S.O. 1990, c. B.16, s. 130 (3).

A director liable under subsection (2) is entitled to apply to the court for an order compelling a shareholder or other recipient to pay or deliver to the director any money or property that was paid or distributed to the shareholder or other recipient contrary to section 20, 30, 31, 32, 37, 38, 136, 185 or 248. R.S.O. 1990, c. B.16, s. 130 (4).

In connection with an application under subsection (4), the court may, if it is satisfied that it is equitable to do so, (a) order a shareholder or other recipient to pay or deliver to a director any money or property that was paid or distributed to the shareholder or other recipient contrary to section 20, 30, 31, 32, 37, 38, 136, 185 or 248;

(b) order a corporation to return or issue shares to a person from whom the corporation has purchased, redeemed or otherwise acquired shares; or (c) make any further order it thinks fit. R.S.O. 1990, c. B.16, s. 130 (5).

A director is not liable under subsection (1) if the director proves that he or she did not know and could not reasonably have known that the share was issued for a consideration less than the fair equivalent of the money that the corporation would have received if the share had been issued for money. R.S.O. 1990, c. B.16, s. 130 (6).

Repealed: 2002, c. 24, Sched. B, s. 25.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Directors’ liability to employees for wages

Business Corporations Act

Section or Rule No.: 131

The directors of a corporation are jointly and severally liable to the employees of the corporation for all debts not exceeding six months’ wages that become payable while they are directors for services performed for the corporation and for the vacation pay accrued while they are directors for not more than twelve months under the Employment Standards Act, and the regulations thereunder, or under any collective agreement made by the corporation. R.S.O. 1990, c. B.16, s. 131 (1).

A director is liable under subsection (1) only if, (a) the corporation is sued in the action against the director and execution against the corporation is returned unsatisfied in whole or in part; or (b) before or after the action is commenced, the corporation goes into liquidation, is ordered to be wound up or makes an authorized assignment under the Bankruptcy and Insolvency Act (Canada), or a receiving order under that Act is made against it, and, in any such case, the claim for the debt has been proved. 2002, c. 24, Sched. B, s. 27 (1).

(3) Where execution referred to in clause (2) (b) has issued, the amount recoverable from a director is the amount remaining unsatisfied after execution. R.S.O. 1990, c. B.16, s. 131 (3).

(4) Where a director pays a debt under subsection (1) that is proved in liquidation and dissolution or bankruptcy proceedings, the director is entitled to any preference that the employee would have been entitled to, and where a judgment has been obtained the director is entitled to an assignment of the judgment. R.S.O. 1990, c. B.16, s. 131 (4).

(5) A director who has satisfied a claim under this section is entitled to contribution from the other directors who were liable for the claim. R.S.O. 1990, c. B.16, s. 131 (5

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Standards of care

Business Corporations Act

Section or Rule No.: 134

Every director and officer of a corporation in exercising his or her powers and discharging his or her duties shall,a) act honestly and in good faith with a view to the best interests of the corporation; and

(b) exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances. R.S.O. 1990, c. B.16, s. 134 (1).

Every director and officer of a corporation shall comply with this Act, the regulations, articles, by-laws and any unanimous shareholder agreement. R.S.O. 1990, c. B.16, s. 134 (2).

Subject to subsection 108 (5), no provision in a contract, the articles, the by-laws or a resolution relieves a director or officer from the duty to act in accordance with this Act and the regulations or relieves him or her from liability for a breach thereof. R.S.O. 1990, c. B.16, s. 134 (3).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Registered office

Business Corporations Act

Section or Rule No.: 14(1)

A corporation shall at all times have a registered office in Ontario at the location specified in its articles, in a resolution made under subsection (3) or in a special resolution made under subsection (4). 1994, c. 27, s. 71 (4); 2000, c. 26, Sched. B, s. 3 (3).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Change of location

Business Corporations Act

Section or Rule No.: 14(3)

A corporation may by resolution of its directors change the location of its registered office within a municipality or geographic township. 1994, c. 27, s. 71 (5).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Change of municipality

Business Corporations Act

Section or Rule No.: 14(4)

corporation may by special resolution change the municipality or geographic township in which its registered office is located to another place in Ontario. 1994, c. 27, s. 71 (5).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Corporate powers

Business Corporations Act

Section or Rule No.: 15

A corporation has the capacity and the rights, powers and privileges of a natural person. R.S.O. 1990, c. B.16, s. 15.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Amendments

Business Corporations Act

Section or Rule No.: 168(1) (M)

subject to sections 120 and 125, increase or decrease the number, or minimum or maximum number, of directors; and

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Amendments

Business Corporations Act

Section or Rule No.: 168(11)(a)

Subject to sections 170 and 171, a corporation may from time to time amend its articles to add, change or remove any provision that is permitted by this Act to be, or that is, set out in its articles, including without limiting the generality of the foregoing, to, (a) change its name;

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Change of number name

Business Corporations Act

Section or Rule No.: 168(4)

Despite subsection (1), where a corporation has a number name, the directors may amend its articles to change that name to a name that is not a number name. R.S.O. 1990, c. B.16, s. 168 (4).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Power limited by articles

Business Corporations Act

Section or Rule No.: 17(2)

A corporation shall not carry on any business or exercise any power that it is restricted by its articles from carrying on or exercising, nor shall the corporation exercise any of its powers in a manner contrary to its articles. R.S.O. 1990, c. B.16, s. 17 (2).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Restated articles of incorporation

Business Corporations Act

Section or Rule No.: 173(1)(a)

The directors may at any time restate the articles of incorporation as amended. R.S.O. 1990, c. B.16, s. 173 (1).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Restated certificate of incorporation

Business Corporations Act

Section or Rule No.: 173(3)

Upon receipt of restated articles of incorporation, the Director shall endorse thereon in accordance with section 273 a certificate which shall constitute the restated certificate of incorporation. R.S.O. 1990, c. B.16, s. 173 (3).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Rights of shareholders

Business Corporations Act

Section or Rule No.: 22(3)

Where a corporation has only one class of shares, the rights of the holders thereof are equal in all respects and include the rights, (a) to vote at all meetings of shareholders; and (b) to receive the remaining property of the corporation upon dissolution. R.S.O. 1990, c. B.16, s. 22 (3).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Exception to subs. (2)

Business Corporations Act

Section or Rule No.: 24(3)

Despite subsection (2) and subsection 23 (3), where a corporation issues shares,

(a) in exchange for,

(i) property of a person who immediately before the exchange does not deal with the corporation at arm’s length within the meaning of that term in the Income Tax Act (Canada), or

(ii) shares of a body corporate that immediately before the exchange or that, because of the exchange, does not deal with the corporation at arm’s length within the meaning of that term in the Income Tax Act (Canada); or

(b) under an agreement referred to in subsection 175 (1) or an arrangement referred to in clause 182 (1) (c) or (d) or to shareholders of an amalgamating corporation who receive the shares in addition to or instead of securities of the amalgamated corporation,

the corporation may, subject to subsection (4), add all or any portion of the consideration it received for the shares to the appropriate stated capital account. R.S.O. 1990, c. B.16, s. 24 (3).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Assignment of number

Business Corporations Act

Section or Rule No.: 5

Every corporation shall be assigned a number by the Director and such number shall be specified as the corporation number in the certificate of incorporation and in any other certificate relating to the corporation endorsed or issued by the Director. R.S.O. 1990, c. B.16, s. 8 (1).

(2) Where no name is specified in the articles that are delivered to the Director, the corporation shall be assigned a number name. R.S.O. 1990, c. B.16, s. 8 (2).

(3) Where, through inadvertence or otherwise, the Director has assigned to a corporation a corporation number or number name that is the same as the number or name of any other corporation previously assigned, the Director may, without holding a hearing, issue a certificate of amendment to the articles of the corporation changing the number or name assigned to the corporation and, upon the issuance of the certificate of amendment, the articles are amended accordingly. R.S.O. 1990, c. B.16, s. 8 (3).

(4) Where for any reason the Director has endorsed a certificate on articles that sets out the corporation number incorrectly, the Director may substitute a corrected certificate that bears the date of the certificate it replaces. R.S.O. 1990, c. B.16, s. 8 (4).

(5) The file number that was assigned to each corporation by the Minister prior to the 29th day of July, 1983 shall be deemed to be that corporation’s number. R.S.O. 1990, c. B.16, s. 8 (5).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

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Certificate of incorporation

Business Corporations Act

Section or Rule No.: 7

certificate of incorporation is conclusive proof that the corporation has been incorporated under this Act on the date set out in the certificate, except in a proceeding under section 240 to cancel the certificate for cause. R.S.O. 1990, c. B.16, s. 7.

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Name prohibition

Business Corporations Act

Section or Rule No.: 9

Subject to subsection (2), a corporation shall not have a name, (a) that contains a word or expression prohibited by the regulations; (b) that is the same as or, except where a number name is proposed, similar to,

(i) the name of a known, (A) body corporate, (B) trust, (C) association, (D) partnership, (E) sole proprietorship, or (F) individual,

whether in existence or not, or (ii) the known name under which any body corporate, trust, association, partnership, sole proprietorship, or individual, carries on business or identifies himself, herself or itself,

if the use of that name would be likely to deceive; or

(c) that does not meet the requirements prescribed by the regulations. R.S.O. 1990, c. B.16, s. 9 (1).

Exception to subs. (1) (2) A corporation may have a name described in clause (1) (b) upon complying with conditions prescribed by the regulations. R.S.O. 1990, c. B.16, s. 9 (2).

(3) There shall be filed with the Director such documents relating to the name of the corporation as may be prescribed by the regulations. R.S.O. 1990, c. B.16, s. 9 (3).

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Registering name

Business Names Act

Section or Rule No.: 2

No corporation shall carry on business or identify itself to the public under a name other than its corporate name unless the name is registered by that corporation. R.S.O. 1990, c. B.17, s. 2 (1).

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Service of notices to quit, for seizure of exempt goods, to set off rent

Commercial Tenancies Act

Section or Rule No.: 36

Service of notices under sections 28, 34 and 35 shall be made either personally or by leaving the same with a grown-up person in and apparently residing on the premises occupied by the person to be served. R.S.O. 1990, c. L.7, s. 36 (1).

If the tenant cannot be found and the tenant’s place of abode is not known, or admission thereto cannot be obtained, the posting up of the notice on some conspicuous part of the premises is good service. R.S.O. 1990, c. L.7, s. 36 (2).

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Formal defects not to invalidate steps

Commerical Tenancies Act

Section or Rule No.: 37

Formal defects not to invalidate steps under ss. 33 to 36

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Initial return, extra-provincial corporation

Corporations Information Act

Section or Rule No.: 3

Every extra-provincial corporation, other than a corporation of a class exempted by the regulations, that begins to carry on business in Ontario shall file with the Minister an initial return setting out the prescribed information as of the date of filing. R.S.O. 1990, c. C.39, s. 3 (1); 1994, c. 17, s. 34.

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Time of delivery

Corporations Information Act

Section or Rule No.: 4

A corporation that is not required to deliver a tax return under section 75 of the Corporations Tax Act shall deliver the return mentioned in subsection (1) within six months of its financial year end. 1995, c. 3, s. 1 (2); 2004, c. 16, Sched. D, Table.

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Right to vacation

Employment Standards Act

Section or Rule No.: 33(1)

An employer shall give an employee a vacation of at least two weeks after each vacation entitlement year that he or she completes. 2002, c. 18, Sched. J, s. 3 (18).

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Timing of vacation, alternative vacation entitlement year

Employment Standards Act

Section or Rule No.: 33.2

The employer shall determine when the employee shall take his or her vacation for the stub period, subject to the following rules:

1. The vacation shall be completed no later than 10 months after the start of the first alternative vacation entitlement year.

2. Subject to paragraphs 3 and 4, if the vacation entitlement is equal to two or more days, the vacation shall be taken in a period of consecutive days.

3. Subject to paragraph 4, if the vacation entitlement is equal to more than five days, at least five vacation days shall be taken in a period of consecutive days and the remaining vacation days may be taken in a separate period of consecutive days.

4. Paragraphs 2 and 3 do not apply if the employee requests in writing that the vacation be taken in shorter periods and the employer agrees to that request. 2002, c. 18, Sched. J, s. 3 (18).

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Employer notice period

Employment Standards Act

Section or Rule No.: 57

The notice of termination under section 54 shall be given,

(a) at least one week before the termination, if the employee’s period of employment is less than one year;

(b) at least two weeks before the termination, if the employee’s period of employment is one year or more and fewer than three years;

(c) at least three weeks before the termination, if the employee’s period of employment is three years or more and fewer than four years;

(d) at least four weeks before the termination, if the employee’s period of employment is four years or more and fewer than five years;

(e) at least five weeks before the termination, if the employee’s period of employment is five years or more and fewer than six years;

(f) at least six weeks before the termination, if the employee’s period of employment is six years or more and fewer than seven years;

(g) at least seven weeks before the termination, if the employee’s period of employment is seven years or more and fewer than eight years; or

(h) at least eight weeks before the termination, if the employee’s period of employment is eight years or more. 2000, c. 41, s. 57

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Requirements during notice period

Employment Standards Act

Section or Rule No.: 61

During a notice period under section 57 or 58, the employer,

(a) shall not reduce the employee’s wage rate or alter any other term or condition of employment;

(b) shall in each week pay the employee the wages the employee is entitled to receive, which in no case shall be less than his or her regular wages for a regular work week; and

(c) shall continue to make whatever benefit plan contributions would be required to be made in order to maintain the employee’s benefits under the plan until the end of the notice period. 2000, c. 41, s. 60 (1).

For the purposes of clause (1) (b), if the employee does not have a regular work week or if the employee is paid on a basis other than time, the employer shall pay the employee an amount equal to the average amount of regular wages earned by the employee per week for the weeks in which the employee worked in the period of 12 weeks immediately preceding the day on which notice was given. 2001, c. 9, Sched. I, s. 1 (13).

If an employer fails to contribute to a benefit plan contrary to clause (1) (c), an amount equal to the amount the employer should have contributed shall be deemed to be unpaid wages for the purpose of section 103. 2000, c. 41, s. 60 (3).

Nothing in subsection (3) precludes the employee from an entitlement that he or she may have under a benefit plan. 2000, c. 41, s. 60 (4).

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Rights of limited partner

Limited Partnership Act

Section or Rule No.: 10

A limited partner has the same right as a general partner,

(a) to inspect and make copies of or take extracts from the limited partnership books at all times;

(b) to be given, on demand, true and full information concerning all matters affecting the limited partnership, and to be given a complete and formal account of the partnership affairs; and

(c) to obtain dissolution of the limited partnership by court order. R.S.O. 1990, c. L.16, s. 10.

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Limited partner’s liability to partnership

Limited Partnership Act

Section or Rule No.: 16

A limited partner is liable to the limited partnership for the difference, if any, between the value of money or other property actually contributed by the limited partner to the limited partnership and the value of money or other property stated in the record of limited partners as being contributed or to be contributed by the limited partner to the limited partnership. R.S.O. 1990, c. L.16, s. 16 (1).

A limited partner holds as trustee for the limited partnership,

(a) specific property stated in the partnership agreement as contributed by the limited partner, but which has not in fact been contributed or which has been returned contrary to this Act; and

(b) money or other property paid or conveyed to the limited partner on account of the limited partner’s contribution contrary to this Act. R.S.O. 1990, c. L.16, s. 16 (2).

Where a limited partner has received the return of all or part of the limited partner’s contribution, the limited partner is nevertheless liable to the limited partnership or, where the limited partnership is dissolved, to its creditors for any amount, not in excess of the amount returned with interest, necessary to discharge the liabilities of the limited partnership to all creditors who extended credit or whose claims otherwise arose before the return of the contribution. R.S.O. 1990, c. L.16, s. 16 (3).

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When profit may not be paid

Limited Partnerships Act

Section or Rule No.: 11(2)

No payment of a share of the profits or other compensation by way of income shall be made to a limited partner from the assets of the limited partnership or of a general partner if the payment would reduce the assets of the limited partnership to an amount insufficient to discharge the liabilities of the limited partnership to persons who are not general or limited partners. R.S.O. 1990, c. L.16, s. 11 (2).

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Business dealings by limited partner with partnership

Limited Partnerships Act

Section or Rule No.: 12(1)

A limited partner may loan money to and transact other business with the limited partnership and, unless the limited partner is also a general partner, may receive on account of resulting claims against the limited partnership with general creditors a prorated share of the assets, but no limited partner shall, in respect of any such claim, (a) receive or hold as collateral security any of the limited partnership property; or (b) receive from a general partner or the limited partnership any payment, conveyance or release from liability if at the time the assets of the partnership are not sufficient to discharge partnership liabilities to persons who are not general or limited partners. R.S.O. 1990, c. L.16, s. 12 (1).

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Limited partners’ rights as between themselves

Limited Partnerships Act

Section or Rule No.: 14

Subject to subsection (2), limited partners, in relation to one another, share in the limited partnership assets,

(a) for the return of contributions; and

(b) for profits or other compensation by way of income on account of their contributions,

in proportion to the respective amounts of money and other property actually contributed by the limited partners to the limited partnership. R.S.O. 1990, c. L.16, s. 14 (1).

Where there are several limited partners, the partners may agree that one or more of the limited partners is to have priority over other limited partners,

(a) as to the return of contributions;

(b) as to profits or other compensation by way of income; or

(c) as to any other matter,

but the terms of this agreement shall be set out in the partnership agreement. R.S.O. 1990, c. L.16, s. 14 (2).

Where the partnership agreement does not contain an agreement referred to in subsection (2), the shares of the limited partners in the partnership assets shall be determined in accordance with subsection (1). R.S.O. 1990, c. L.16, s. 14 (3).

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Return of limited partner’s contribution

Limited Partnerships Act

Section or Rule No.: 15(3)

A limited partner has, irrespective of the nature of the limited partner’s contribution, only the right to demand and receive money in return therefor, unless,

(a) the partnership agreement provides otherwise; or

(b) all the partners consent to some other manner of returning the contribution. R.S.O. 1990, c. L.16, s. 15 (3).

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Whom to consist

Limited Partnerships Act

Section or Rule No.: 2(2)

A limited partnership shall consist of one or more persons who are general partners and one or more persons who are limited partners. R.S.O. 1990, c. L.16, s. 2 (2).

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Expiry of declaration

Limited Partnerships Act

Section or Rule No.: 3(3)

Every declaration filed under subsection (1), including a declaration filed by an extra-provincial limited partnership, expires five years after its date of filing unless the declaration is cancelled by filing a declaration of dissolution or the declaration is replaced by filing a new declaration before the expiry date. R.S.O. 1990, c. L.16, s. 3 (3).

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Registrar may require copy of record

Limited Partnerships Act

Section or Rule No.: 4

The Registrar may at any time by written notice require any general partner to provide to the Registrar or any other person a copy of the record of limited partners. R.S.O. 1990, c. L.16, s. 4 (4).

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General and limited partners

Limited Partnerships Act

Section or Rule No.: 5

person may be a general partner and a limited partner at the same time in the same limited partnership. R.S.O. 1990, c. L.16, s. 5 (1).

A person who is at the same time a general partner and a limited partner in the same limited partnership has the rights and powers and is subject to the restrictions and liabilities of a general partner except that in respect of the person’s contribution as a limited partner the person has the same rights against the other partners as a limited partner. R.S.O. 1990, c. L.16, s. 5 (2).

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Contribution of limited partner

Limited Partnerships Act

Section or Rule No.: 7(1)

A limited partner may contribute money and other property to the limited partnership, but not services. R.S.O. 1990, c. L.16, s. 7 (1).

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Liability of limited partner

Limited Partnerships Act

Section or Rule No.: 9

Subject to this Act, a limited partner is not liable for the obligations of the limited partnership except in respect of the value of money and other property the limited partner contributes or agrees to contribute to the limited partnership, as stated in the record of limited partners. R.S.O. 1990, c. L.16, s. 9.

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Refusal to work

Occupational Health and Safety Act

Section or Rule No.: 43

This section does not apply to a worker described in subsection (2),

(a) when a circumstance described in clause (3) (a), (b) or (c) is inherent in the worker’s work or is a normal condition of the worker’s employment; or

(b) when the worker’s refusal to work would directly endanger the life, health or safety of another person. R.S.O. 1990, c. O.1, s. 43 (1).

The worker referred to in subsection (1) is,

(a) a person employed in, or a member of, a police force to which the Police Services Act applies;

(b) a firefighter as defined in subsection 1 (1) of the Fire Protection and Prevention Act, 1997;

(c) a person employed in the operation of,

(i) a correctional institution or facility,

(ii) a place of secure custody designated under section 24.1 of the Young Offenders Act (Canada), whether in accordance with section 88 of the Youth Criminal Justice Act (Canada) or otherwise,

(iii) a place of temporary detention under the Youth Criminal Justice Act (Canada), or

(iv) a similar institution, facility or place;

(d) a person employed in the operation of,

(i) a hospital, sanatorium, nursing home, home for the aged, psychiatric institution, mental health centre or rehabilitation facility,

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Accountability for private profits

Partnerships Act

Section or Rule No.: 29

Every partner must account to the firm for any benefit derived by the partner without the consent of the other partners from any transaction concerning the partnership or from any use by the partner of the partnership property, name or business connection. R.S.O. 1990, c. P.5, s. 29 (1).

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Duty of partner not to compete with firm

Partnerships Act

Section or Rule No.: 30

If a partner, without the consent of the other partners, carries on a business of the same nature as and competing with that of the firm, the partner must account for and pay over to the firm all profits made by the partner in that business. R.S.O. 1990, c. P.5, s. 30.

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Liability of partners

Partnerships Act

Section or Rule No.: 10

Except as provided in subsection (2), every partner in a firm is liable jointly with the other partners for all debts and obligations of the firm incurred while the person is a partner, and after the partner’s death the partner’s estate is also severally liable in a due course of administration for such debts and obligations so far as they remain unsatisfied, but subject to the prior payment of his or her separate debts. R.S.O. 1990, c. P.5, s. 10; 1998, c. 2, s. 2 (1).

Subject to subsection (3), a partner in a limited liability partnership is not liable, by means of indemnification, contribution, assessment or otherwise, for debts, obligations and liabilities of the partnership or any partner arising from negligent acts or omissions that another partner or an employee, agent or representative of the partnership commits in the course of the partnership business while the partnership is a limited liability partnership. 1998, c. 2, s. 2 (2).

Subsection (2) does not affect the liability of a partner in a limited liability partnership for the partner’s own negligence or the negligence of a person under the partner’s direct supervision or control. 1998, c. 2, s. 2 (2).

A partner in a limited liability partnership is not a proper party to a proceeding by or against the limited liability partnership for the purpose of recovering damages or enforcing obligations arising out of the negligent acts or omissions described in subsection (2). 1998, c. 2, s. 2 (2).

This section does not apply to an extra-provincial limited liability partnership. 1998, c. 2, s. 2 (2).

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Liability of partners

Partnerships Act

Section or Rule No.: 10

Except as provided in subsection (2), every partner in a firm is liable jointly with the other partners for all debts and obligations of the firm incurred while the person is a partner, and after the partner’s death the partner’s estate is also severally liable in a due course of administration for such debts and obligations so far as they remain unsatisfied, but subject to the prior payment of his or her separate debts. R.S.O. 1990, c. P.5, s. 10; 1998, c. 2, s. 2 (1).

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Liability of firm for wrongs

Partnerships Act

Section or Rule No.: 11

Where by any wrongful act or omission of a partner acting in the ordinary course of the business of the firm, or with the authority of the co-partners, loss or injury is caused to a person not being a partner of the firm, or any penalty is incurred, the firm is liable therefor to the same extent as the partner so acting or omitting to act. R.S.O. 1990, c. P.5, s. 11.

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Misapplication of money or property received for or in custody of the firm

Partnerships Act

Section or Rule No.: 12

In the following cases, namely,

(a) where one partner, acting within the scope of the partner’s apparent authority, receives the money or property of a third person and misapplies it; and

(b) where a firm in the course of its business receives money or property of a third person, and the money or property so received is misapplied by one or more of the partners while it is in the custody of the firm,

the firm is liable to make good the loss. R.S.O. 1990, c. P.5, s. 12.

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Partnership

Partnerships Act

Section or Rule No.: 2

Partnership is the relation that subsists between persons carrying on a business in common with a view to profit, but the relation between the members of a company or association that is incorporated by or under the authority of any special or general Act in force in Ontario or elsewhere, or registered as a corporation under any such Act, is not a partnership within the meaning of this Act. R.S.O. 1990, c. P.5, s. 2.

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Partnership property

Partnerships Act

Section or Rule No.: 21

All property and rights and interests in property originally brought into the partnership stock or acquired, whether by purchase or otherwise, on account of the firm, or for the purposes and in the course of the partnership business, are called in this Act “partnership property”, and must be held and applied by the partners exclusively for the purposes of the partnership and in accordance with the partnership agreement. R.S.O. 1990, c. P.5, s. 21 (1).

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Rules as to interests and duties of partners

Partnerships Act

Section or Rule No.: 24

The interests of partners in the partnership property and their rights and duties in relation to the partnership shall be determined, subject to any agreement express or implied between the partners, by the following rules:

1. All the partners are entitled to share equally in the capital and profits of the business, and must contribute equally towards the losses, whether of capital or otherwise, sustained by the firm, but a partner shall not be liable to contribute toward losses arising from a liability for which the partner is not liable under subsection 10 (2).

2. The firm must indemnify every partner in respect of payments made and personal liabilities incurred by him or her,

(a) in the ordinary and proper conduct of the business of the firm; or

(b) in or about anything necessarily done for the preservation of the business or property of the firm.

2.1 A partner is not required to indemnify the firm or other partners in respect of debts or obligations of the partnership for which a partner is not liable under subsection 10 (2).

3. A partner making, for the purpose of the partnership, any actual payment or advance beyond the amount of capital that he or she has agreed to subscribe is entitled to interest at the rate of 5 per cent per annum from the date of the payment or advance.

4. A partner is not entitled, before the ascertainment of profits, to interest on the capital subscribed by the partner.

5. Every partner may take part in the management of the partnership business.

6. No partner is entitled to remuneration for acting in the partnership business.

7. No person may be introduced as a partner without the consent of all existing partners.

8. Any difference arising as to ordinary matters connected with the partnership business may be decided by a majority of the partners, but no change may be made in the nature of the partnership business without the consent of all existing partners.

9. The partnership books are to be kept at the place of business of the partnership, or the principal place, if there is more than one, and every partner may, when he or she thinks fit, have access to and inspect and copy any of them. R.S.O. 1990, c. P.5, s. 24; 1998, c. 2, s. 4 .

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Rights of partners as to application of partnership property

Partnerships Act

Section or Rule No.: 39

On the dissolution of a partnership every partner is entitled, as against the other partners in the firm and all persons claiming through them in respect of their interests as partners, to have the property of the partnership applied in payment of the debts and liabilities of the firm and to have the surplus assets after such payment applied in payment of what may be due to the partners respectively after deducting what may be due from them as partners to the firm, and for that purpose any partner or the partner’s representative may, on the termination of the partnership, apply to the court to wind up the business and affairs of the firm. R.S.O. 1990, c. P.5, s. 39.

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Saving as to rules of equity and common law

Partnerships Act

Section or Rule No.: 45

The rules of equity and of common law applicable to partnership continue in force, except so far as they are inconsistent with the express provisions of this Act. R.S.O. 1990, c. P.5, s. 45.

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Power of partner to bind firm

Partnerships Act

Section or Rule No.: 6

Every partner is an agent of the firm and of the other partners for the purpose of the business of the partnership, and the acts of every partner who does any act for carrying on in the usual way business of the kind carried on by the firm of which he or she is a member, bind the firm and the other partners unless the partner so acting has in fact no authority to act for the firm in the particular matter and the person with whom the partner is dealing either knows that the partner has no authority, or does not know or believe him or her to be a partner. R.S.O. 1990, c. P.5, s. 6.

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Partners bound by acts on behalf of firm

Partnerships Act

Section or Rule No.: 7

An act or instrument relating to the business of the firm and done or executed in the firm name, or in any other manner showing an intention to bind the firm by a person thereto authorized, whether a partner or not, is binding on the firm and all the partners, but this section does not affect any general rule of law relating to the execution of deeds or negotiable instruments. R.S.O. 1990, c. P.5, s. 7.

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Partner using credit of firm for private purposes

Partnerships Act

Section or Rule No.: 8

Where one partner pledges the credit of the firm for a purpose apparently not connected with the firm’s ordinary course of business, the firm is not bound, unless he or she is in fact specially authorized by the other partners, but this section does not affect any personal liability incurred by an individual partner. R.S.O. 1990, c. P.5, s. 8.

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Effect of notice that firm not bound by act of partner

Partnerships Act

Section or Rule No.: 9

If it is agreed between the partners to restrict the power of any one or more of them to bind the firm, no act done in contravention of the agreement is binding on the firm with respect to persons having notice of the agreement. R.S.O. 1990, c. P.5, s. 9.

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Effect of deletion

Registry Act

Section or Rule No.: 56(10)

If the land registrar has complied with subsection (8), the land described in the discharging instrument is not affected by any claim under the mortgage or under any other instrument relating exclusively to the mortgage. 1998, c. 18, Sched. E, s. 240 (4).

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Discharge of mortgage registered for ten years

Registry Act

Section or Rule No.: 56(11)

Where it appears from the abstract index that an instrument purporting to be a valid discharge of a mortgage has been registered for ten or more years, and the entry of the mortgage or any other instrument relating exclusively thereto has not been deleted from the abstract index, the land described in the mortgage or instrument, or that part of the land described in the discharging instrument, as the case may be, is not affected by any claim under the mortgage or instrument or under any instrument relating exclusively thereto. R.S.O. 1990, c. R.20, s. 56 (11).

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Certain rights of action extinguished

Workplace Safety and Insurance Act

Section or Rule No.: 28

A worker employed by a Schedule 1 employer, the worker’s survivors and a Schedule 1 employer are not entitled to commence an action against the following persons in respect of the worker’s injury or disease:

1. Any Schedule 1 employer.

2. A director, executive officer or worker employed by any Schedule 1 employer.

A worker employed by a Schedule 2 employer and the worker’s survivors are not entitled to commence an action against the following persons in respect of the worker’s injury or disease:

1. The worker’s Schedule 2 employer.

2. A director, executive officer or worker employed by the worker’s Schedule 2 employer.

If the workers of one or more employers were involved in the circumstances in which the worker sustained the injury, subsection (1) applies only if the workers were acting in the course of their employment.

Subsections (1) and (2) do not apply if any employer other than the worker’s employer supplied a motor vehicle, machinery or equipment on a purchase or rental basis without also supplying workers to operate the motor vehicle, machinery or equipment. 1997, c. 16, Sched. A, s. 28.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

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Articles of incorporation

Canada Business Corporations Act

Section or Rule No.: 6

(1) Articles of incorporation shall follow the form that the Director fixes and shall set out, in respect of the proposed corporation,

(a) the name of the corporation;

(b) the province in Canada where the registered office is to be situated;

(c) the classes and any maximum number of shares that the corporation is authorized to issue, and

(i) if there will be two or more classes of shares, the rights, privileges, restrictions and conditions attaching to each class of shares, and

(ii) if a class of shares may be issued in series, the authority given to the directors to fix the number of shares in, and to determine the designation of, and the rights, privileges, restrictions and conditions attaching to, the shares of each series;

(d) if the issue, transfer or ownership of shares of the corporation is to be restricted, a statement to that effect and a statement as to the nature of such restrictions;

(e) the number of directors or, subject to paragraph 107(a), the minimum and maximum number of directors of the corporation; and

(f) any restrictions on the businesses that the corporation may carry on.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

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Persons claiming property in possession of bankrupt

Bankruptcy and Insolvency Act

Section or Rule No.: 81

(1) Where a person claims any property, or interest therein, in the possession of a bankrupt at the time of the bankruptcy, he shall file with the trustee a proof of claim verified by affidavit giving the grounds on which the claim is based and sufficient particulars to enable the property to be identified.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

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Trustee to have right to sell patented articles

Bankruptcy and Insolvency Act

Section or Rule No.: 82

(1) Where any property of a bankrupt vesting in a trustee consists of patented articles that were sold to the bankrupt subject to any restrictions or limitations, the trustee is not bound by the restrictions or limitations but may sell and dispose of the patented articles free and clear of the restrictions or limitations.

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Certificate of incorporation

Business Corporations Act

Section or Rule No.: 6

An incorporator shall send to the Director articles of incorporation and, upon receipt of the articles, the Director shall endorse thereon, in accordance with section 273, a certificate which shall constitute the certificate of incorporation. R.S.O. 1990, c. B.16, s. 6.

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Name of corporation

Canada Business Corporations Act

Section or Rule No.: 10(1)

(1) The word or expression "Limited", "Limitée", "Incorporated", "Incorporée", "Corporation" or "Société par actions de régime fédéral" or the corresponding abbreviation "Ltd.", "Ltée", "Inc.", "Corp." or "S.A.R.F." shall be part, other than only in a figurative or descriptive sense, of the name of every corporation, but a corporation may use and be legally designated by either the full or the corresponding abbreviated form.

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Reserving name

Canada Business Corporations Act

Section or Rule No.: 11

(1) The Director may, on request, reserve for ninety days a name for an intended corporation or for a corporation about to change its name.

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Number of directors

Canada Business Corporations Act

Section or Rule No.: 112(1)

(1) The shareholders of a corporation may amend the articles to increase or, subject to paragraph 107(h), to decrease the number of directors, or the minimum or maximum number of directors, but no decrease shall shorten the term of an incumbent director.

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Directors’ liability

Canada Business Corporations Act

Section or Rule No.: 118

Directors of a corporation who vote for or consent to a resolution authorizing the issue of a share under section 25 for a consideration other than money are jointly and severally, or solidarily, liable to the corporation to make good any amount by which the consideration received is less than the fair equivalent of the money that the corporation would have received if the share had been issued for money on the date of the resolution.

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Duty of intermediary

Canada Business Corporations Act

Section or Rule No.: 153(1)

(1) Shares of a corporation that are registered in the name of an intermediary or their nominee and not beneficially owned by the intermediary must not be voted unless the intermediary, without delay after receipt of the notice of the meeting, financial statements, management proxy circular, dissident’s proxy circular and any other documents other than the form of proxy sent to shareholders by or on behalf of any person for use in connection with the meeting, sends a copy of the document to the beneficial owner and, except when the intermediary has received written voting instructions from the beneficial owner, a written request for such instructions.

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Conditions precedent to liability

Canada Business Corporations Act

Section or Rule No.: 19(2)

(2) A director is not liable under subsection (1) unless (a) the corporation has been sued for the debt within six months after it has become due and execution has been returned unsatisfied in whole or in part;

(b) the corporation has commenced liquidation and dissolution proceedings or has been dissolved and a claim for the debt has been proved within six months after the earlier of the date of commencement of the liquidation and dissolution proceedings and the date of dissolution; or

(c) the corporation has made an assignment or a bankruptcy order has been made against it under the Bankruptcy and Insolvency Act and a claim for the debt has been proved within six months after the date of the assignment or bankruptcy order.

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Definitions

Canada Business Corporations Act

Section or Rule No.: 2

In this Act,

"affairs" «affaires internes » "affairs" means the relationships among a corporation, its affiliates and the shareholders, directors and officers of such bodies corporate but does not include the business carried on by such bodies corporate;

"affiliate" «groupe » "affiliate" means an affiliated body corporate within the meaning of subsection (2);

"articles" «statuts » "articles" means the original or restated articles of incorporation, articles of amendment, articles of amalgamation, articles of continuance, articles of reorganization, articles of arrangement, articles of dissolution, articles of revival and includes any amendments thereto;

"associate" «liens » "associate" , in respect of a relationship with a person, means

(a) a body corporate of which that person beneficially owns or controls, directly or indirectly, shares or securities currently convertible into shares carrying more than ten per cent of the voting rights under all circumstances or by reason of the occurrence of an event that has occurred and is continuing, or a currently exercisable option or right to purchase such shares or such convertible securities,

(b) a partner of that person acting on behalf of the partnership of which they are partners,

(c) a trust or estate in which that person has a substantial beneficial interest or in respect of which that person serves as a trustee or liquidator of the succession or in a similar capacity,

(d) a spouse of that person or an individual who is cohabiting with that person in a conjugal relationship, having so cohabited for a period of at least one year,

(e) a child of that person or of the spouse or individual referred to in paragraph (d), and

(f) a relative of that person or of the spouse or individual referred to in paragraph (d), if that relative has the same residence as that person;

"auditor" «vérificateur » "auditor" includes a partnership of auditors or an auditor that is incorporated;

"beneficial interest" «véritable propriétaire » et «propriété effective » "beneficial interest" means an interest arising out of the beneficial ownership of securities;

"beneficial ownership" «véritable propriétaire » et «propriété effective » "beneficial ownership" includes ownership through any trustee, legal representative, agent or other intermediary;

"body corporate" «personne morale » "body corporate" includes a company or other body corporate wherever or however incorporated;

"call" «option d’achat » "call" means an option transferable by delivery to demand delivery of a specified number or amount of securities at a fixed price within a specified time but does not include an option or right to acquire securities of the corporation that granted the option or right to acquire;

"corporation" «société par actions » ou «société » "corporation" means a body corporate incorporated or continued under this Act and not discontinued under this Act;

"court" «tribunal » "court" means

(a) in the Provinces of Newfoundland and Prince Edward Island, the trial division of the Supreme Court of the Province,

(a.1) in the Province of Ontario, the Superior Court of Justice,

(b) in the Provinces of Nova Scotia and British Columbia, the Supreme Court of the Province,

(c) in the Provinces of Manitoba, Saskatchewan, Alberta and New Brunswick, the Court of Queen’s Bench for the Province,

(d) in the Province of Quebec, the Superior Court of the Province, and

( e) the Supreme Court of Yukon, the Supreme Court of the Northwest Territories and the Nunavut Court of Justice;

"court of appeal" «Cour d’appel » "court of appeal" means the court to which an appeal lies from an order of a court;

"debt obligation" «titre de créance » "debt obligation" means a bond, debenture, note or other evidence of indebtedness or guarantee of a corporation, whether secured or unsecured;

"Director" «directeur » "Director" means the Director appointed under section 260;

"director" , "directors" and "board of directors" «administrateur » et «conseil d’administration » "director" means a person occupying the position of director by whatever name called and "directors" and "board of directors" includes a single director;

"distributing corporation" «société ayant fait appel au public » "distributing corporation" means, subject to subsections (6) and (7), a distributing corporation as defined in the regulations;

"entity" «entité » "entity" means a body corporate, a partnership, a trust, a joint venture or an unincorporated association or organization;

"going-private transaction" «opération de fermeture » "going-private transaction" means a going-private transaction as defined in the regulations;

"incorporator" «fondateur » "incorporator" means a person who signs articles of incorporation;

"individual" «particulier » "individual" means a natural person;

"liability" «passif » "liability" includes a debt of a corporation arising under section 40, subsection 190(25) and paragraphs 241(3)(f) and (g);

"Minister" «ministre » "Minister" means such member of the Queen’s Privy Council for Canada as is designated by the Governor in Council as the Minister for the purposes of this Act;

"officer" «dirigeant » "officer" means an individual appointed as an officer under section 121, the chairperson of the board of directors, the president, a vice-president, the secretary, the treasurer, the comptroller, the general counsel, the general manager, a managing director, of a corporation, or any other individual who performs functions for a corporation similar to those normally performed by an individual occupying any of those offices;

"ordinary resolution" «résolution ordinaire » "ordinary resolution" means a resolution passed by a majority of the votes cast by the shareholders who voted in respect of that resolution;

"person" «personne » "person" means an individual, partnership, association, body corporate, or personal representative;

"personal representative" «représentant personnel » "personal representative" means a person who stands in place of and represents another person including, but not limited to, a trustee, an executor, an administrator, a receiver, an agent, a liquidator of a succession, a guardian, a tutor, a curator, a mandatary or an attorney;

"prescribed" «prescrit » ou «réglementaire » "prescribed" means prescribed by the regulations;

"put" «option de vente » "put" means an option transferable by delivery to deliver a specified number or amount of securities at a fixed price within a specified time;

"redeemable share" «action rachetable » "redeemable share" means a share issued by a corporation

(a) that the corporation may purchase or redeem on the demand of the corporation, or

(b) that the corporation is required by its articles to purchase or redeem at a specified time or on the demand of a shareholder;

"resident Canadian" «résident canadien » "resident Canadian" means an individual who is

(a) a Canadian citizen ordinarily resident in Canada,

(b) a Canadian citizen not ordinarily resident in Canada who is a member of a prescribed class of persons, or

(c) a permanent resident within the meaning of subsection 2(1) of the Immigration and Refugee Protection Act and ordinarily resident in Canada, except a permanent resident who has been ordinarily resident in Canada for more than one year after the time at which he or she first became eligible to apply for Canadian citizenship;

"security" «valeur mobilière » "security" means a share of any class or series of shares or a debt obligation of a corporation and includes a certificate evidencing such a share or debt obligation;

"security interest" «sûreté » "security interest" means an interest in or charge on property of a corporation to secure payment of a debt or performance of any other obligation of the corporation;

"send" «envoyer » "send" includes deliver;

"series" «série » "series" , in relation to shares, means a division of a class of shares;

"special resolution" «résolution spéciale » "special resolution" means a resolution passed by a majority of not less than two-thirds of the votes cast by the shareholders who voted in respect of that resolution or signed by all the shareholders entitled to vote on that resolution;

"squeeze-out transaction" «opération d’éviction » "squeeze-out transaction" means a transaction by a corporation that is not a distributing corporation that would require an amendment to its articles and would, directly or indirectly, result in the interest of a holder of shares of a class of the corporation being terminated without the consent of the holder, and without substituting an interest of equivalent value in shares issued by the corporation, which shares have equal or greater rights and privileges than the shares of the affected class;

"unanimous shareholder agreement" «convention unanime des actionnaires » "unanimous shareholder agreement" means an agreement described in subsection 146(1) or a declaration of a shareholder described in subsection 146(2).

Affiliated bodies corporate

(2) For the purposes of this Act, (a) one body corporate is affiliated with another body corporate if one of them is the subsidiary of the other or both are subsidiaries of the same body corporate or each of them is controlled by the same person; and

(b) if two bodies corporate are affiliated with the same body corporate at the same time, they are deemed to be affiliated with each other.

Control

(3) For the purposes of this Act, a body corporate is controlled by a person or by two or more bodies corporate if (a) securities of the body corporate to which are attached more than fifty per cent of the votes that may be cast to elect directors of the body corporate are held, other than by way of security only, by or for the benefit of that person or by or for the benefit of those bodies corporate; and

(b) the votes attached to those securities are sufficient, if exercised, to elect a majority of the directors of the body corporate.

Holding body corporate

(4) A body corporate is the holding body corporate of another if that other body corporate is its subsidiary. Subsidiary body corporate

(5) A body corporate is a subsidiary of another body corporate if (a) it is controlled by

(i) that other body corporate,

(ii) that other body corporate and one or more bodies corporate each of which is controlled by that other body corporate, or

(iii) two or more bodies corporate each of which is controlled by that other body corporate; or

(b) it is a subsidiary of a body corporate that is a subsidiary of that other body corporate.

Exemptions — on application by corporation

(6) On the application of a corporation, the Director may determine that the corporation is not or was not a distributing corporation if the Director is satisfied that the determination would not be prejudicial to the public interest. Exemptions — classes of corporations

(7) The Director may determine that a class of corporations are not or were not distributing corporations if the Director is satisfied that the determination would not be prejudicial to the public interest. Infants

(8) For the purposes of this Act, the word "infant" has the same meaning as in the applicable provincial law and, in the absence of any such law, has the same meaning as the word "child" in the United Nations Convention on the Rights of the Child, adopted in the United Nations General Assembly on November 20, 1989

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

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Access to corporate records

Canada Business Corporations Act

Section or Rule No.: 21

(1) Subject to subsection (1.1), shareholders and creditors of a corporation, their personal representatives and the Director may examine the records described in subsection 20(1) during the usual business hours of the corporation, and may take extracts from the records, free of charge, and, if the corporation is a distributing corporation, any other person may do so on payment of a reasonable fee.

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Form of records

Canada Business Corporations Act

Section or Rule No.: 22

(1) All registers and other records required by this Act to be prepared and maintained may be in a bound or loose-leaf form or in a photographic film form, or may be entered or recorded by any system of mechanical or electronic data processing or any other information storage device that is capable of reproducing any required information in intelligible written form within a reasonable time.

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Rights attached to shares

Canada Business Corporations Act

Section or Rule No.: 24(3)

(3) Where a corporation has only one class of shares, the rights of the holders thereof are equal in all respects and include the rights (a) to vote at any meeting of shareholders of the corporation;

(b) to receive any dividend declared by the corporation; and

(c) to receive the remaining property of the corporation on dissolution.

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Adjustment of stated capital account

Canada Business Corporations Act

Section or Rule No.: 39

(1) On a purchase, redemption or other acquisition by a corporation under section 34, 35, 36, 45 or 190 or paragraph 241(3)(f), of shares or fractions thereof issued by it, the corporation shall deduct from the stated capital account maintained for the class or series of shares of which the shares purchased, redeemed or otherwise acquired form a part an amount equal to the result obtained by multiplying the stated capital of the shares of that class or series by the number of shares of that class or series or fractions thereof purchased, redeemed or otherwise acquired, divided by the number of issued shares of that class or series immediately before the purchase, redemption or other acquisition.

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Lien on shares

Canada Business Corporations Act

Section or Rule No.: 45(2)

(2) Subject to subsection 49(8), the articles may provide that the corporation has a lien on a share registered in the name of a shareholder or the shareholder’s personal representative for a debt of that shareholder to the corporation, including an amount unpaid in respect of a share issued by a body corporate on the date it was continued under this Act.

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Incorporators

Canada Business Corporations Act

Section or Rule No.: 5

One or more individuals not one of whom

(a) is less than eighteen years of age,

(b) is of unsound mind and has been so found by a court in Canada or elsewhere, or

(c) has the status of bankrupt,

may incorporate a corporation by signing articles of incorporation and complying with section 7.

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Articles of incorporation

Canada Business Corporations Act

Section or Rule No.: 6

1) Articles of incorporation shall follow the form that the Director fixes and shall set out, in respect of the proposed corporation,

(a) the name of the corporation;

(b) the province in Canada where the registered office is to be situated;

(c) the classes and any maximum number of shares that the corporation is authorized to issue, and

(i) if there will be two or more classes of shares, the rights, privileges, restrictions and conditions attaching to each class of shares, and

(ii) if a class of shares may be issued in series, the authority given to the directors to fix the number of shares in, and to determine the designation of, and the rights, privileges, restrictions and conditions attaching to, the shares of each series;

(d) if the issue, transfer or ownership of shares of the corporation is to be restricted, a statement to that effect and a statement as to the nature of such restrictions;

(e) the number of directors or, subject to paragraph 107(a), the minimum and maximum number of directors of the corporation; and

(f) any restrictions on the businesses that the corporation may carry on.

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Delivery of articles of incorporation

Canada Business Corporations Act

Section or Rule No.: 7

An incorporator shall send to the Director articles of incorporation and the documents required by sections 19 and 106.

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Certificate of incorporation

Canada Business Corporations Act

Section or Rule No.: 8

1) Subject to subsection (2), on receipt of articles of incorporation, the Director shall issue a certificate of incorporation in accordance with section 262.

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Effect of certificate

Canada Business Corporations Act

Section or Rule No.: 9

A corporation comes into existence on the date shown in the certificate of incorporation

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Application for judicial review

Federal Courts Act

Section or Rule No.: 18.1

(1) An application for judicial review may be made by the Attorney General of Canada or by anyone directly affected by the matter in respect of which relief is sought.

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Notice to Attorney General

Federal Courts Rules

Section or Rule No.: 110

Where a question of general importance is raised in a proceeding, other than a question referred to in section 57 of the Act,

(a) any party may serve notice of the question on the Attorney General of Canada and any attorney general of a province who may be interested;

(b) the Court may direct the Administrator to bring the proceeding to the attention of the Attorney General of Canada and any attorney general of a province who may be interested; and

(c) the Attorney General of Canada and the attorney general of a province may apply for leave to intervene.

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Certificate of amendment

www.lawyers.ca/international/images/parliament2.jpg

Section or Rule No.: 13(1)

(1) When a corporation has had its name revoked and a name assigned to it under subsection 12(5), the Director shall issue a certificate of amendment showing the new name of the corporation and shall give notice of the change of name as soon as practicable in a publication generally available to the public.

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Ontario Business Corporations Act Forms Respecting Incorporation

Ontario Business Names Act Forms

Ontario Corporations Information Act Forms

Limited Partnerships Act Forms

Personal Property Security Act Liens

Canada Business Corporations Act Forms Respecting Incorporation

 

Property Law Legislation Applicable to Brampton Lawyers

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Status certificate

Condominium Act

Section or Rule No.: 76

The corporation shall give to each person who so requests a status certificate with respect to a unit in the corporation, in the prescribed form, that specifies the date on which it was made and that contains,

(a) a statement of the common expenses for the unit and the default, if any, in payment of the common expenses;

(b) a statement of the increase, if any, in the common expenses for the unit that the board has declared since the date of the budget of the corporation for the current fiscal year and the reason for the increase;

(c) a statement of the assessments, if any, that the board has levied against the unit since the date of the budget of the corporation for the current fiscal year to increase the contribution to the reserve fund and the reason for the assessments;

(d) a statement of the address for service of the corporation;

(e) a statement of the names and address for service of the directors and officers of the corporation;

(f) a copy of the current declaration, by-laws and rules;

(g) a copy of all applications made under section 109 to amend the declaration for which the court has not made an order;

(h) a statement of all outstanding judgments against the corporation and the status of all legal actions to which the corporation is a party;

(i) a copy of the budget of the corporation for the current fiscal year, the last annual audited financial statements and the auditor’s report on the statements;

(j) a list of all current agreements mentioned in section 111, 112 or 113 and all current agreements between the corporation and another corporation or between the corporation and the owner of the unit;

(k) a statement that the person requesting the status certificate has the rights described in subsections (7) and (8) with respect to the agreements mentioned in clause (j);

(l) a statement whether the parties have complied with all current agreements mentioned in clause 98 (1) (b) with respect to the unit;

(m) a statement with respect to,

(i) the most recent reserve fund study and updates to it,

(ii) the amount in the reserve fund no earlier than at the end of a month within 90 days of the date of the status certificate, and

(iii) current plans, if any, to increase the reserve fund under subsection 94 (8);

(n) a statement of those additions, alterations or improvements to the common elements, those changes in the assets of the corporation and those changes in a service of the corporation that are substantial and that the board has proposed but has not implemented, together with a statement of the purpose of them;

(o) a statement of the number of units for which the corporation has received notice under section 83 that the unit was leased during the fiscal year preceding the date of the status certificate;

(p) a certificate or memorandum of insurance for each of the current insurance policies;

(q) a statement of the amounts, if any, that this Act requires be added to the common expenses payable for the unit;

(r) a statement whether the Superior Court of Justice has made an order appointing an inspector under section 130 or an administrator under section 131;

(s) all other material that the regulations made under this Act require. 1998, c. 19, s. 76 (1); 2000, c. 26, Sched. B, s. 7 (5).

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Designation of Acts Subject to Electronic Registration

Electronic Registration Act

Section or Rule No.: 13

The following Acts are designated Acts for the purposes of subsection 6 (1) of the Act:

Land Registration Reform Act

Land Titles Act

Personal Property Security Act

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Minister's Regulation of Forms

Land Registration Reform Act

Section or Rule No.: 1

1. (1) The Director may issue instructions for the completion and execution of documents. O. Reg. 18/99, s. 1 (1).

(2) The Director may approve a form prescribed by Regulation 688 of the Revised Regulations of Ontario, 1990. O. Reg. 18/99, s. 1 (2).

(3) If the Director approves a form prescribed by Regulation 688 of the Revised Regulations of Ontario, 1990, a document in that form shall not be registered unless it is in the approved form. O. Reg. 18/99, s. 1 (3).

2. (1) A set of standard charge terms to be filed with the Director under subsection 8 (1) of the Act shall be in Form 1. O. Reg. 18/99, s. 2 (1).

(2) On receiving a written request and payment of the required fee, if any, the land registrar shall, with respect to a set of standard charge terms filed under the Act,

(a) produce the set for inspection in the land registry office during office hours; and

(b) supply a copy of the set. O. Reg. 18/99, s. 2 (2).

3. (1) A notice given by the Director under subsection 12 (1) of the Act shall provide that, on or after a day specified in the notice, no charge in favour of the chargee that sets out the terms specified in the notice shall be registered without the Director’s authorization. O. Reg. 18/99, s. 3 (1).

(2) The notice shall be given to the chargee by personal delivery or by being sent to the chargee at the address for service shown on the charge, by first class, registered or certified mail and, if given by mail, shall be deemed to have been received by the chargee on the fifth day after the date of mailing.

O. Reg. 18/99, s. 3 (2).

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Liability of registered land to easements and certain other rights

Land Titles Act

Section or Rule No.: 44

All registered land, unless the contrary is expressed on the register, is subject to such of the following liabilities, rights and interests as for the time being may be subsisting in reference thereto, and such liabilities, rights and interests shall not be deemed to be encumbrances within the meaning of this Act:

1. Provincial taxes and succession duties and municipal taxes, charges, rates or assessments, and school or water rates.

2. Any right of way, watercourse, and right of water, and other easements.

3. Any title or lien that, by possession or improvements, the owner or person interested in any adjoining land has acquired to or in respect of the land.

4. Any lease or agreement for a lease, for a period yet to run that does not exceed three years, where there is actual occupation under it.

5. Any right under Part II of the Family Law Act, of the spouse of the person registered as owner.

6. A construction lien where the time limited for its registration has not expired.

7. Any right of expropriation, access or user, or any other right, conferred upon or reserved to or vested in the Crown by or under the authority of any statute of Canada or Ontario.

8. Any public highway.

9. Any liabilities, rights and interests created under section 38 of the Public Transportation and Highway Improvement Act.

10. Any by-law heretofore passed under section 34 of the Planning Act or a predecessor of that section, and any other municipal by-law heretofore or hereafter passed, affecting land that does not directly affect the title to land.

11. Sections 50 and 50.1 of the Planning Act.

12. Where the registered owner is or a previous registered owner was a railway company, any interest that may be or may have been created by any instrument deposited in the office of the Secretary of State of Canada or the Registrar General of Canada, as the case may be, under section 104 of the Canada Transportation Act (Canada), or any predecessor of it, but, where the previous registered owner was a railway company, this paragraph does not apply to a subsequent registered owner, except a railway company, unless a note of the previous ownership of the land by the railway company has been entered in the title register.

13. Repealed: 1997, c. 24, s. 214.

14. Any right of the wife of the person registered as owner to dower in case of surviving the owner. R.S.O. 1990, c. L.5, s. 44 (1); 1991, c. 9, s. 2; 1993, c. 27, Sched.; 1997, c. 24, s. 214; 2006, c. 19, Sched. G, s. 3 (3).

Where a licence under Part III of the Crown Forest Sustainability Act, 1994 has been or is granted and the land is registered under this Act, the land shall be deemed to have been and to be subject to the rights of the licensee or the assigns of the licensee for the current licence year under the licence, and to the rights of Her Majesty in the pine trees under the Public Lands Act, without the fact of the land being so subject being expressed in the entry in the register. R.S.O. 1990, c. L.5, s. 44 (2); 1994, c. 25, s. 81.

A parcel of land registered under this Act is not subject to paragraph 3 of subsection (1) if a notice of the application for first registration that contained an accurate description of the parcel, or of a former larger parcel of which the parcel is a part, was served upon the person who at the time of giving the notice was the owner, mortgagee, chargee or purchaser, or assignee thereof, under a registered instrument of adjoining land and no objection to the first registration was filed with the land registrar within the time allowed by the notice. R.S.O. 1990, c. L.5, s. 44 (3).

An application under section 30 shall be deemed to be an action for the recovery of land within the meaning of the Real Property Limitations Act. R.S.O. 1990, c. L.5, s. 44 (4); 2002, c. 24, Sched. B, s. 40 (1).

Paragraph 6 of subsection (1) does not confer upon a person claiming a construction lien any greater right than the person would have if the land were registered under the Registry Act. R.S.O. 1990, c. L.5, s. 44 (5).

The title of the registered owner for the time being of land is subject to enforceable writs of execution against the owner that have been recorded under section 136, but no writ of execution against a prior registered owner is enforceable in respect of the land unless a note of such writ has been entered in the title register. R.S.O. 1990, c. L.5, s. 44 (6).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

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Provincial taxes and succession duties

Land Titles Act

Section or Rule No.: 44(1)

All registered land, unless the contrary is expressed on the register, is subject to such of the following liabilities, rights and interests as for the time being may be subsisting in reference thereto, and such liabilities, rights and interests shall not be deemed to be encumbrances within the meaning of this Act:

1. Provincial taxes and succession duties and municipal taxes, charges, rates or assessments, and school or water rates.

2. Any right of way, watercourse, and right of water, and other easements.

3. Any title or lien that, by possession or improvements, the owner or person interested in any adjoining land has acquired to or in respect of the land.

4. Any lease or agreement for a lease, for a period yet to run that does not exceed three years, where there is actual occupation under it.

5. Any right under Part II of the Family Law Act, of the spouse of the person registered as owner.

6. A construction lien where the time limited for its registration has not expired.

7. Any right of expropriation, access or user, or any other right, conferred upon or reserved to or vested in the Crown by or under the authority of any statute of Canada or Ontario.

8. Any public highway.

9. Any liabilities, rights and interests created under section 38 of the Public Transportation and Highway Improvement Act.

10. Any by-law heretofore passed under section 34 of the Planning Act or a predecessor of that section, and any other municipal by-law heretofore or hereafter passed, affecting land that does not directly affect the title to land.

11. Sections 50 and 50.1 of the Planning Act.

12. Where the registered owner is or a previous registered owner was a railway company, any interest that may be or may have been created by any instrument deposited in the office of the Secretary of State of Canada or the Registrar General of Canada, as the case may be, under section 104 of the Canada Transportation Act (Canada), or any predecessor of it, but, where the previous registered owner was a railway company, this paragraph does not apply to a subsequent registered owner, except a railway company, unless a note of the previous ownership of the land by the railway company has been entered in the title register.

13. Repealed: 1997, c. 24, s. 214.

14. Any right of the wife of the person registered as owner to dower in case of surviving the owner. R.S.O. 1990, c. L.5, s. 44 (1); 1991, c. 9, s. 2; 1993, c. 27, Sched.; 1997, c. 24, s. 214; 2006, c. 19, Sched. G, s. 3 (3).

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Writs of execution

Land Titles Act

Section or Rule No.: 44(6)

The title of the registered owner for the time being of land is subject to enforceable writs of execution against the owner that have been recorded under section 136, but no writ of execution against a prior registered owner is enforceable in respect of the land unless a note of such writ has been entered in the title register. R.S.O. 1990, c. L.5, s. 44 (6).

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Remedy of person wrongfully deprived of land

Land Titles Act

Section or Rule No.: 57

A person wrongfully deprived of land or of some estate or interest therein, by reason of the land being brought under this Act or by reason of some other person being registered as owner through fraud or by reason of any misdescription, omission or other error in a certificate of ownership or charge, or in an entry on the register, is entitled to recover what is just, by way of compensation or damages, from the person on whose application the erroneous registration was made or who acquired the title through the fraud or error. R.S.O. 1990, c. L.5, s. 57 (1).

A person is not entitled to compensation from The Land Titles Assurance Fund in respect of an interest in land existing at the time the land is brought under this Act unless that interest is registered against the title to the land under the Registry Act or notice of it is given to the land registrar before the first registration under this Act of a person as owner of the land. R.S.O. 1990, c. L.5, s. 57 (2).

Subsection (1) does not render liable any purchaser or mortgagee in good faith for valuable consideration by reason of the vendor or mortgagor having been registered as owner through fraud or error or having derived title from or through a person registered as owner through fraud or error, whether the fraud or error consists in a wrong description of the property or otherwise. R.S.O. 1990, c. L.5, s. 57 (3).

A person is entitled to compensation from the Assurance Fund if,

(a) the person is wrongfully deprived of land or of some estate or interest in land by reason of,

(i) the land being brought under this Act,

(ii) some other person being registered as owner through fraud, or

(iii) any misdescription, omission or other error in a certificate of ownership or charge or in an entry on the register;

(b) the person has demonstrated the requisite due diligence as specified by the Director if the person is wrongfully deprived of land or of some estate or interest in land by reason of some other person being registered as owner through fraud;

(c) the person is unable under subsection (1) or otherwise to recover just compensation for the person’s loss; and (d) the person makes an application for compensation within the time period specified in subsection (5.1). 2006, c. 34, s. 15 (2).

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Land titles system

Land Titles Act

Section or Rule No.: 6(2)

The system of registration under this Act shall be known as the land titles system. R.S.O. 1990, c. L.5, s. 6 (2).

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Definition

Registry Act

Section or Rule No.: 105

In this Part,

“document” includes,

(a) a plan of survey,

(b) any certificate, affidavit, statutory declaration or other proof as to the birth, baptism, marriage, divorce, death, burial, descendants or pedigree of any person, or as to the existence or non-existence, happening or non-happening of any fact, event or occurrence upon which the title to land may depend,

(c) a notice of sale, or other notice necessary to the exercise of any power of sale or appointment or other power relating to land,

(d) a receipt for payment of money under a registered instrument, and

(e) a notarial copy of a certificate, affidavit, statutory declaration, proof, notice or receipt described in this section that the Director specifies. 1998, c. 18, Sched. E, s. 260

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Deposit of document

Registry Act

Section or Rule No.: 106

A document may be deposited in the office of the land registrar of any registry division in which any land to which it relates is situate. R.S.O. 1990, c. R.20, s. 106 (1).

The deposit of a document under this Part shall not be deemed a registration thereof and the admissibility or value of any document as evidence shall not be affected by the deposit. R.S.O. 1990, c. R.20, s. 106 (2).

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Definitions and interpretation

Registry Act

Section or Rule No.: 111

In this Part,

“claim” means a right, title, interest, claim, or demand of any kind or nature whatsoever affecting land set forth in, based upon or arising out of a registered instrument, and, without limiting the generality of the foregoing, includes a mortgage, lien, easement, agreement, contract, option, charge, annuity, lease, dower right, and restriction as to the use of land or other encumbrance affecting land; (“réclamation”)

“notice of claim” means a notice of claim that is registered under subsection 113 (2) and that is in the prescribed form and includes a notice registered under a predecessor of this Part or under The Investigation of Titles Act, being chapter 193 of the Revised Statutes of Ontario, 1960, or a predecessor of it; (“avis de réclamation”)

“notice period” means the period ending on the day 40 years after the later of,

(a) the day of the registration of an instrument that first creates a claim, or

(b) the day of the registration of a notice of claim for a claim; (“délai d’avis”)

“owner” means a person, other than a lessee or a mortgagee, entitled to a freehold or other estate or interest in land at law or in equity, in possession, in futurity or in expectancy; (“propriétaire”)

“title search period” means the period of forty years described in subsection 112 (1); (“délai de recherche”)

“year” means a period of 365 consecutive days or, if the period includes February 29, 366 consecutive days. (“année”) R.S.O. 1990, c. R.20, s. 111 (1); 2006, c. 34, s. 22 (2, 3).

Claims under unregistered instruments

(2) A claim referred to in clause 113 (5) (a) or (b) is not confined to a claim under a registered instrument. R.S.O. 1990, c. R.20, s. 111 (2).

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Title search period

Registry Act

Section or Rule No.: 112(1)

A person dealing with land shall not be required to show that the person is lawfully entitled to the land as owner thereof through a good and sufficient chain of title during a period greater than the forty years immediately preceding the day of such dealing, except in respect of a claim referred to in subsection 113 (5). R.S.O. 1990, c. R.20, s. 112 (1).

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Deemed commencement of chain of title

Registry Act

Section or Rule No.: 112(2)

Where there has been no conveyance, other than a mortgage, of the freehold estate registered within the title search period, the chain of title commences with the conveyance of the freehold estate, other than a mortgage, most recently registered before the commencement of the title search period. R.S.O. 1990, c. R.20, s. 112 (2).

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Expiry of claims

Registry Act

Section or Rule No.: 113

A claim that is still in existence on the last day of the notice period expires at the end of that day unless a notice of claim has been registered. R.S.O. 1990, c. R.20, s. 113 (1).

A person having a claim or a person acting on that person’s behalf, may register a notice of claim with respect to the land affected by the claim,

(a) at any time within the notice period for the claim; or

(b) at any time after the expiration of the notice period but before the registration of any conflicting claim of a purchaser in good faith for valuable consideration of the land. 2006, c. 34, s. 22 (4).

A notice of claim may be renewed from time to time by the registration of a notice of claim in accordance with subsection (2). R.S.O. 1990, c. R.20, s. 113 (3).

Subject to subsection (7), when a notice of claim has been registered, the claim affects the land for the notice period of the notice of claim. R.S.O. 1990, c. R.20, s. 113 (4).

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Expiry of claims

Registry Act

Section or Rule No.: 113(1)

A claim that is still in existence on the last day of the notice period expires at the end of that day unless a notice of claim has been registered. R.S.O. 1990, c. R.20, s. 113 (1).

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Exceptions

Registry Act

Section or Rule No.: 113(5)

This Part does not apply to,

(a) a claim,

(i) of the Crown reserved by letters patent,

(ii) of the Crown in unpatented land or in land for which letters patent have been issued, but which has reverted to the Crown by forfeiture or cancellation of letters patent, or in land that has otherwise reverted to the Crown,

(iii) of the Crown or a municipality in a public highway or lane,

(iv) of a person to an unregistered right of way, easement or other right that the person is openly enjoying and using;

(b) a claim arising under any Act; or

(c) a claim of a corporation authorized to construct or operate a railway, including a street railway or incline railway, in respect of lands acquired by the corporation after the 1st day of July, 1930, and,

(i) owned or used for the purposes of a right of way for railway lines, or (ii) abutting such right of way. R.S.O. 1990, c. R.20, s. 113 (5); 2006, c. 34, s. 22 (5).

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Land registry offices

Registry Act

Section or Rule No.: 12(2)

The system of registration under this Act shall be known as the registry system. R.S.O. 1990, c. R.20, s. 12 (2).

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Instruments that may be registered

Registry Act

Section or Rule No.: 22(3)

Subject to subsection (4), the registration of an instrument purporting to affect unpatented Crown land or land that has the status of unpatented Crown land has no effect under this Act. R.S.O. 1990, c. R.20, s. 22 (3).

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Consent of Minister of Finance required

Registry Act

Section or Rule No.: 53(3)

Whether letters probate or letters of administration have or have not been granted, no deed, grant, conveyance, mortgage, assignment of mortgage or other instrument purporting to convey, transfer or assign,

(a) any property standing in the name of a deceased person or held in trust for him or her or in the names of a deceased person and any other person;

(b) any property over which the deceased person had, at the time of his or her death a general power of appointment, notice of which appears in any register, book, document or instrument or on any abstract in the land registry office;

(c) any property in which the deceased person at the time of his or her death had any registered beneficial interest whatsoever,

shall be tendered for registration, unless the consent in writing of the Minister of Finance is attached thereto or endorsed thereon, and until such consent is given, despite anything contained in the Estates Administration Act, any land so conveyed does not vest in the person beneficially entitled thereto or the assigns of or any person claiming under the person beneficially entitled. R.S.O. 1990, c. R.20, s. 53 (3); 2002, c. 18, Sched. E, s. 8 (1).

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Notice of termination

Residential Tenancies Act

Section or Rule No.: 43

Where this Act permits a landlord or tenant to give a notice of termination, the notice shall be in a form approved by the Board and shall, (a) identify the rental unit for which the notice is given; (b) state the date on which the tenancy is to terminate; and (c) be signed by the person giving the notice, or the person’s agent. 2006, c. 17, s. 43 (1).

If the notice is given by a landlord, it shall also set out the reasons and details respecting the termination and inform the tenant that, (a) if the tenant vacates the rental unit in accordance with the notice, the tenancy terminates on the date set out in clause (1) (b); (b) if the tenant does not vacate the rental unit, the landlord may apply to the Board for an order terminating the tenancy and evicting the tenant; and (c) if the landlord applies for an order, the tenant is entitled to dispute the application. 2006, c. 17, s. 43 (2).

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Termination of rental period

Residential Tenancies Act

Section or Rule No.: 44

A notice under section 47, 58 or 144 to terminate a daily or weekly tenancy shall be given at least 28 days before the date the termination is specified to be effective and that date shall be on the last day of a rental period. 2006, c. 17, s. 44 (1).

A notice under section 47, 58 or 144 to terminate a monthly tenancy shall be given at least 60 days before the date the termination is specified to be effective and that date shall be on the last day of a rental period. 2006, c. 17, s. 44 (2).

A notice under section 47, 58 or 144 to terminate a yearly tenancy shall be given at least 60 days before the date the termination is specified to be effective and that date shall be on the last day of a yearly period on which the tenancy is based. 2006, c. 17, s. 44 (3).

A notice under section 47, 58 or 144 to terminate a tenancy for a fixed term shall be given at least 60 days before the expiration date specified in the tenancy agreement, to be effective on that expiration date. 2006, c. 17, s. 44 (4).

A tenant who gives notice under subsection (2), (3) or (4) which specifies that the termination is to be effective on the last day of February or the last day of March in any year shall be deemed to have given at least 60 days notice of termination if the notice is given not later than January 1 of that year in respect of a termination which is to be effective on the last day of February, or February 1 of that year in respect of a termination which is to be effective on the last day of March. 2006, c. 17, s. 44 (5).

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Where notice void

Residential Tenancies Act

Section or Rule No.: 46

A notice of termination becomes void 30 days after the termination date specified in the notice unless, (a) the tenant vacates the rental unit before that time; or (b) the landlord applies for an order terminating the tenancy and evicting the tenant before that time. 2006, c. 17, s. 46 (1).

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Tenant’s notice to terminate, end of period or term

Residential Tenancies Act

Section or Rule No.: 47

A tenant may terminate a tenancy at the end of a period of the tenancy or at the end of the term of a tenancy for a fixed term by giving notice of termination to the landlord in accordance with section 44. 2006, c. 17, s. 47.

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Notice, landlord personally, etc., requires unit

Residential Tenancies Act

Section or Rule No.: 48

A landlord may, by notice, terminate a tenancy if the landlord in good faith requires possession of the rental unit for the purpose of residential occupation by, (a) the landlord; (b) the landlord’s spouse; (c) a child or parent of the landlord or the landlord’s spouse; or (d) a person who provides or will provide care services to the landlord, the landlord’s spouse, or a child or parent of the landlord or the landlord’s spouse, if the person receiving the care services resides or will reside in the building, related group of buildings, mobile home park or land lease community in which the rental unit is located. 2006, c. 17, s. 48 (1).

The date for termination specified in the notice shall be at least 60 days after the notice is given and shall be the day a period of the tenancy ends or, where the tenancy is for a fixed term, the end of the term. 2006, c. 17, s. 48 (2).

A tenant who receives notice of termination under subsection (1) may, at any time before the date specified in the notice, terminate the tenancy, effective on a specified date earlier than the date set out in the landlord’s notice. 2006, c. 17, s. 48 (3).

The date for termination specified in the tenant’s notice shall be at least 10 days after the date the tenant’s notice is given. 2006, c. 17, s. 48 (4).

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Notice, purchaser personally requires unit

Residential Tenancies Act

Section or Rule No.: 49

A landlord of a residential complex that contains no more than three residential units who has entered into an agreement of purchase and sale of the residential complex may, on behalf of the purchaser, give the tenant of a unit in the residential complex a notice terminating the tenancy, if the purchaser in good faith requires possession of the residential complex or the unit for the purpose of residential occupation by, (a) the purchaser; (b) the purchaser’s spouse; (c) a child or parent of the purchaser or the purchaser’s spouse; or (d) a person who provides or will provide care services to the purchaser, the purchaser’s spouse, or a child or parent of the purchaser or the purchaser’s spouse, if the person receiving the care services resides or will reside in the building, related group of buildings, mobile home park or land lease community in which the rental unit is located. 2006, c. 17, s. 49 (1).

If a landlord who is an owner as defined in clause (a) or (b) of the definition of “owner” in subsection 1 (1) of the Condominium Act, 1998 owns a unit, as defined in subsection 1 (1) of that Act, that is a rental unit and has entered into an agreement of purchase and sale of the unit, the landlord may, on behalf of the purchaser, give the tenant of the unit a notice terminating the tenancy, if the purchaser in good faith requires possession of the unit for the purpose of residential occupation by, (a) the purchaser; (b) the purchaser’s spouse; (c) a child or parent of the purchaser or the purchaser’s spouse; or (d) a person who provides or will provide care services to the purchaser, the purchaser’s spouse, or a child or parent of the purchaser or the purchaser’s spouse, if the person receiving the care services resides or will reside in the building, related group of buildings, mobile home park or land lease community in which the rental unit is located. 2006, c. 17, s. 49 (2).

The date for termination specified in a notice given under subsection (1) or (2) shall be at least 60 days after the notice is given and shall be the day a period of the tenancy ends or, where the tenancy is for a fixed term, the end of the term. 2006, c. 17, s. 49 (3).

A tenant who receives notice of termination under subsection (1) or (2) may, at any time before the date specified in the notice, terminate the tenancy, effective on a specified date earlier than the date set out in the landlord’s notice. 2006, c. 17, s. 49 (4).

The date for termination specified in the tenant’s notice shall be at least 10 days after the date the tenant’s notice is given. 2006, c. 17, s. 49 (5).

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Notice, demolition, conversion or repairs

Residential Tenancies Act

Section or Rule No.: 50

A landlord may give notice of termination of a tenancy if the landlord requires possession of the rental unit in order to, (a) demolish it; (b) convert it to use for a purpose other than residential premises; or (c) do repairs or renovations to it that are so extensive that they require a building permit and vacant possession of the rental unit. 2006, c. 17, s. 50 (1).

The date for termination specified in the notice shall be at least 120 days after the notice is given and shall be the day a period of the tenancy ends or, where the tenancy is for a fixed term, the end of the term. 2006, c. 17, s. 50 (2).

A notice under clause (1) (c) shall inform the tenant that if he or she wishes to exercise the right of first refusal under section 53 to occupy the premises after the repairs or renovations, he or she must give the landlord notice of that fact in accordance with subsection 53 (2) before vacating the rental unit. 2006, c. 17, s. 50 (3).

A tenant who receives notice of termination under subsection (1) may, at any time before the date specified in the notice, terminate the tenancy, effective on a specified date earlier than the date set out in the landlord’s notice. 2006, c. 17, s. 50 (4).

The date for termination specified in the tenant’s notice shall be at least 10 days after the date the tenant’s notice is given. 2006, c. 17, s. 50 (5).

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Non-payment of rent

Residential Tenancies Act

Section or Rule No.: 59

If a tenant fails to pay rent lawfully owing under a tenancy agreement, the landlord may give the tenant notice of termination of the tenancy effective not earlier than, (a) the 7th day after the notice is given, in the case of a daily or weekly tenancy; and (b) the 14th day after the notice is given, in all other cases. 2006, c. 17, s. 59 (1).

The notice of termination shall set out the amount of rent due and shall specify that the tenant may avoid the termination of the tenancy by paying, on or before the termination date specified in the notice, the rent due as set out in the notice and any additional rent that has become due under the tenancy agreement as at the date of payment by the tenant. 2006, c. 17, s. 59 (2).

The notice of termination is void if, before the day the landlord applies to the Board for an order terminating the tenancy and evicting the tenant based on the notice, the tenant pays, (a) the rent that is in arrears under the tenancy agreement; and (b) the additional rent that would have been due under the tenancy agreement as at the date of payment by the tenant had notice of termination not been given. 2006, c. 17, s. 59 (3).

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Notice of termination, further contravention

Residential Tenancies Act

Section or Rule No.: 68

A landlord may give a tenant notice of termination of the tenancy if, (a) a notice of termination under section 62, 64 or 67 has become void as a result of the tenant’s compliance with the terms of the notice; and (b) within six months after the notice mentioned in clause (a) was given to the tenant, an activity takes place, conduct occurs or a situation arises that constitutes grounds for a notice of termination under section 60, 61, 62, 64 or 67, other than an activity, conduct or a situation that is described in subsection 61 (1) and that involves an illegal act, trade, business or occupation described in clause 61 (2) (a). 2006, c. 17, s. 68 (1).

The notice under this section shall set out the date it is to be effective and that date shall not be earlier than the 14th day after the notice is given. 2006, c. 17, s. 68 (2).

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Ontario Land Registry Offices

Ontario Condominium Act Information

Land Registration Reform Act - Director of Land Registration - O. Reg. 19/99

 

Creditors' Rights Law Legislation Applicable to Brampton Lawyers

No Photo Creditors' Remedies

Nullity of gifts, transfers, etc., made with intent to defeat or prejudice creditors

Assignments and Preferences Act

Section or Rule no.: 4(1)

Subject to section 5, every gift, conveyance, assignment or transfer, delivery over or payment of goods, chattels or effects, or of bills, bonds, notes or securities, or of shares, dividends, premiums or bonus in any bank, company or corporation, or of any other property, real or personal, made by a person when insolvent or unable to pay the person’s debts in full or when the person knows that he, she or it is on the eve of insolvency, with intent to defeat, hinder, delay or prejudice creditors, or any one or more of them, is void as against the creditor or creditors injured, delayed or prejudiced. R.S.O. 1990, c. A.33, s. 4 (1).

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No Photo Creditors' Remedies

Unjust preferences

Assignments and Preferences Act

Section or Rule no.: 4(2)

Subject to section 5, every such gift, conveyance, assignment or transfer, delivery over or payment made by a person being at the time in insolvent circumstances, or unable to pay his, her or its debts in full, or knowing himself, herself or itself to be on the eve of insolvency, to or for a creditor with the intent to give such creditor an unjust preference over other creditors or over any one or more of them is void as against the creditor or creditors injured, delayed, prejudiced or postponed. R.S.O. 1990, c. A.33, s. 4 (2).

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No Photo Creditors' Remedies

When there is presumption of intention if transaction has effect of unjust preference

Assignments and Preferences Act

Section or Rule no.: 4(3)

Subject to section 5, if such a transaction with or for a creditor has the effect of giving that creditor a preference over the other creditors of the debtor or over any one or more of them, it shall, in and with respect to any action or proceeding that, within sixty days thereafter, is brought, had or taken to impeach or set aside such transaction, be presumed, in the absence of evidence to the contrary, to have been made with the intent mentioned in subsection (2), and to be an unjust preference within the meaning of this Act whether it be made voluntarily or under pressure. R.S.O. 1990, c. A.33, s. 4 (3).

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No Photo Creditors' Remedies

Assignments for benefit of creditors and good faith sales, etc., protected

Assignments and Preferences Act

Section or Rule no.: 5(1)

Nothing in section 4 applies to an assignment made to the sheriff for the area in which the debtor resides or carries on business or, with the consent of a majority of the creditors having claims of $100 and upwards computed according to section 24, to another assignee resident in Ontario, for the purpose of paying rateably and proportionately and without preference or priority all the creditors of the debtor their just debts, nor to any sale or payment made in good faith in the ordinary course of trade or calling to an innocent purchaser or person, nor to any payment of money to a creditor, nor to any conveyance, assignment, transfer or delivery over of any goods or property of any kind, that is made in good faith in consideration of a present actual payment in money, or by way of security for a present actual advance of money, or that is made in consideration of a present actual sale or delivery of goods or other property where the money paid or the goods or other property sold or delivered bear a fair and reasonable relative value to the consideration therefor. R.S.O. 1990, c. A.33, s. 5 (1).

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No Photo Creditors' Remedies

Security given up upon void payment to be returned

Assignments and Preferences Act

Section or Rule no.: 5(4)

Where a payment has been made that is void under this Act and any valuable security was given up in consideration of the payment, the creditor is entitled to have the security restored or its value made good to him before, or as a condition of, the return of the payment. R.S.O. 1990, c. A.33, s. 5 (4).

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No Photo Creditors' Remedies

Exceptions

Assignments and Preferences Act

Section or Rule no.: 5(5)

(a) affects the Wages Act or prevents a debtor providing for payment of wages due by him or her in accordance with that Act;

(b) affects any payment of money to a creditor where the creditor, by reason or on account of the payment, has lost or been deprived of, or has in good faith given up, any valid security held for the payment of the debt so paid unless the security is restored or its value made good to the creditor;

applies to the substitution in good faith of one security for another security for the same debt so far as the debtor’s estate is not thereby lessened in value to the other creditors; or

(d) invalidates a security given to a creditor for a pre-existing debt where, by reason or on account of the giving of the security, an advance in money is made to the debtor by the creditor in the belief that the advance will enable the debtor to continue the debtor’s trade or business and to pay the debts in full. R.S.O. 1990, c. A.33, s. 5 (5).

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No Photo Creditors' Remedies

Effect of buyer failing to comply with Act

Bulk Sales Act

Section or Rule no.: 16(1)

A sale in bulk is voidable unless the buyer has complied with this Act. R.S.O. 1990, c. B.14, s. 16 (1).

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No Photo Creditors' Remedies

Derivative actions

Business Corporations Act

Section or Rule no.: 246

Subject to subsection (2), a complainant may apply to the court for leave to bring an action in the name and on behalf of a corporation or any of its subsidiaries, or intervene in an action to which any such body corporate is a party, for the purpose of prosecuting, defending or discontinuing the action on behalf of the body corporate. R.S.O. 1990, c. B.16, s. 246 (1).

No action may be brought and no intervention in an action may be made under subsection (1) unless the complainant has given fourteen days’ notice to the directors of the corporation or its subsidiary of the complainant’s intention to apply to the court under subsection (1) and the court is satisfied that,

(a) the directors of the corporation or its subsidiary will not bring, diligently prosecute or defend or discontinue the action;

(b) the complainant is acting in good faith; and

(c) it appears to be in the interests of the corporation or its subsidiary that the action be brought, prosecuted, defended or discontinued. R.S.O. 1990, c. B.16, s. 246 (2).

Where a complainant on an application made without notice can establish to the satisfaction of the court that it is not expedient to give notice as required under subsection (2), the court may make such interim order as it thinks fit pending the complainant giving notice as required. R.S.O. 1990, c. B.16, s. 246 (3).

Where a complainant on an application can establish to the satisfaction of the court that an interim order for relief should be made, the court may make such order as it thinks fit. R.S.O. 1990, c. B.16, s. 246 (4).

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No Photo Creditors' Remedies

Court order

Business Corporations Act

Section or Rule no.: 247

In connection with an action brought or intervened in under section 246, the court may at any time make any order it thinks fit including, without limiting the generality of the foregoing,

(a) an order authorizing the complainant or any other person to control the conduct of the action;

(b) an order giving directions for the conduct of the action;

(c) an order directing that any amount adjudged payable by a defendant in the action shall be paid, in whole or in part, directly to former and present security holders of the corporation or its subsidiary instead of to the corporation or its subsidiary; and

(d) an order requiring the corporation or its subsidiary to pay reasonable legal fees and any other costs reasonably incurred by the complainant in connection with the action. R.S.O. 1990, c. B.16, s. 247.

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No Photo Creditors' Remedies

Court order

Business Corporations Act

Section or Rule no.: 248(3)

In connection with an application under this section, the court may make any interim or final order it thinks fit including, without limiting the generality of the foregoing,

(a) an order restraining the conduct complained of;

(b) an order appointing a receiver or receiver-manager;

(c) an order to regulate a corporation’s affairs by amending the articles or by-laws or creating or amending a unanimous shareholder agreement;

(d) an order directing an issue or exchange of securities;

(e) an order appointing directors in place of or in addition to all or any of the directors then in office;

(f) an order directing a corporation, subject to subsection (6), or any other person, to purchase securities of a security holder;

(g) an order directing a corporation, subject to subsection (6), or any other person, to pay to a security holder any part of the money paid by the security holder for securities;

(h) an order varying or setting aside a transaction or contract to which a corporation is a party and compensating the corporation or any other party to the transaction or contract;

(i) an order requiring a corporation, within a time specified by the court, to produce to the court or an interested person financial statements in the form required by section 154 or an accounting in such other form as the court may determine;

(j) an order compensating an aggrieved person;

(k) an order directing rectification of the registers or other records of a corporation under section 250;

(l) an order winding up the corporation under section 207;

(m) an order directing an investigation under Part XIII be made; and

(n) an order requiring the trial of any issue. R.S.O. 1990, c. B.16, s. 248 (3).

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No Photo Creditors' Remedies

Declaration by boarder, under-tenant, or lodger that immediate tenant has no property in goods distrained

Commercial Tenancies Act

Section or Rule no.: 31(2)

If a superior landlord distrains or threatens to distrain any goods or chattels of an under-tenant, boarder or lodger for arrears of rent due to the superior landlord by the superior landlord’s immediate tenant, the under-tenant, boarder or lodger may serve the superior landlord, or the bailiff or other person employed by the superior landlord to levy the distress, with a statutory declaration made by the under-tenant, boarder or lodger setting forth that the immediate tenant has no right of property or beneficial interest in such goods or chattels, and that they are the property or in the lawful possession of the under-tenant, boarder or lodger, and also setting forth whether any and what amount by way of rent, board or otherwise is due from the under-tenant, boarder or lodger to the immediate tenant, and to the declaration shall be annexed a correct inventory, subscribed by the under-tenant, boarder or lodger, of the goods and chattels mentioned in the declaration, and the under-tenant, boarder or lodger may pay to the superior landlord, or to the bailiff or other person employed by the superior landlord, the amount if any, so due, or so much thereof as is sufficient to discharge the claim of the superior landlord. R.S.O. 1990, c. L.7, s. 32 (2).

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No Photo Creditors' Remedies

Rights of assignee

Commercial Tenancies Act

Section or Rule no.: 38(2)

In case of an assignment for the general benefit of creditors, or an order being made for the winding up of an incorporated company, or where a receiving order in bankruptcy or authorized assignment has been made by or against a tenant, the preferential lien of the landlord for rent is restricted to the arrears of rent due during the period of three months next preceding, and for three months following the execution of the assignment, and from thence so long as the assignee retains possession of the premises, but any payment to be made to the landlord in respect of accelerated rent shall be credited against the amount payable by the person who is assignee, liquidator or trustee for the period of the person’s occupation. R.S.O. 1990, c. L.7, s. 38 (1).

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No Photo Creditors' Remedies

Personal liability of owner

Construction Lien Act

Section or Rule no.: 23

Subject to subsections (2), (3) and (4), an owner is personally liable for holdbacks that the owner is required to retain under this Part to those lien claimants who have valid liens against the owner’s interest in the premises. R.S.O. 1990, c. C.30, s. 23 (1).

Where the defaulting payer is the contractor, the owner’s personal liability to a lien claimant or to a class of lien claimants as defined by section 79 does not exceed the holdbacks the owner is required to retain. R.S.O. 1990, c. C.30, s. 23 (2).

Where the defaulting payer is a subcontractor, the owner’s personal liability to a lien claimant or to a class of lien claimants as defined by section 79 does not exceed the lesser of,

(a) the holdbacks the owner is required to retain; and

(b) the holdbacks required to be retained by the contractor or a subcontractor from the lien claimant’s defaulting payer. R.S.O. 1990, c. C.30, s. 23 (3).

The personal liability of an owner under this section may only be determined by an action under this Act. R.S.O. 1990, c. C.30, s. 23 (4

This section does not affect the rights acquired by any person from a judgment or order of any court before the 28th day of June, 1990. R.S.O. 1990, c. C.30, s. 23 (5).

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No Photo Creditors' Remedies

Right to information

Construction Lien Act

Section or Rule no.: 39

Any person having a lien or who is the beneficiary of a trust under Part II or who is a mortgagee may, at any time, by written request, require information to be provided within a reasonable time, not to exceed twenty-one days, as follows:

1. By the owner or contractor, with,

i. the names of the parties to the contract,

ii. the contract price,

iii. the state of accounts between the owner and the contractor,

iv. a copy of any labour and material payment bond in respect of the contract posted by the contractor with the owner, and

v. a statement of whether the contract provides in writing that liens shall arise and expire on a lot-by-lot basis.

2. By the contractor or a subcontractor, with,

i. the names of the parties to a subcontract,

ii. the state of accounts between the contractor and a subcontractor or between a subcontractor and another subcontractor,

iii. a statement of whether there is a provision in a subcontract providing for certification of the subcontract,

iv. a statement of whether a subcontract has been certified as complete, and

v. a copy of any labour and material payment bond posted by a subcontractor with the contractor or by a subcontractor with another subcontractor.

3. By an owner who is selling the owner’s interest in a premises that is a home, with,

i. the name and address of the purchaser, the sale price, the amount of the purchase price paid or to be paid prior to the conveyance, the scheduled date of the conveyance and the lot and plan number or other legal description of the premises as contained in the agreement of purchase and sale, and

ii. the date on which a permit authorizing occupancy or a certificate of completion and possession has been issued. R.S.O. 1990, c. C.30, s. 39 (1).

Any person having a lien or any beneficiary of a trust under Part II may, at any time, by written request, require a mortgagee or unpaid vendor to provide the person within a reasonable time, not to exceed twenty-one days, with,

(a) sufficient details concerning any mortgage on the premises to enable the person who requests the information to determine whether the mortgage was taken by the mortgagee for the purposes of financing the making of the improvement;

(b) a statement showing the amount advanced under the mortgage, the dates of those advances, and any arrears in payment including any arrears in the payment of interest; or

(c) a statement showing the amount secured under the agreement of purchase and sale and any arrears in payment including any arrears in the payment of interest. R.S.O. 1990, c. C.30, s. 39 (2).

The trustee of a workers’ trust fund may at any time by written request require any contractor or subcontractor to permit the trustee, within a reasonable time after making the request, not to exceed twenty-one days, to inspect the payroll records of all workers who are beneficiaries of the fund, and who have supplied labour to the making of the improvement, and who are employed by the contractor or the subcontractor. R.S.O. 1990, c. C.30, s. 39 (3).

A contractor shall, upon written request whenever made to the contractor by any person, within a reasonable time furnish in writing to the person the date of publication and the name of the construction trade newspaper in which a copy of a certificate of substantial performance has been published under subsection 32 (1). R.S.O. 1990, c. C.30, s. 39 (4).

Where a person, who is required under subsection (1), (2), (3) or (4) to provide information or access to information, does not provide the information or access to information as required or knowingly or negligently mis-states that information, the person is liable to the person who made the request for any damages sustained by reason thereof. R.S.O. 1990, c. C.30, s. 39 (5).

Upon motion, the court may at any time, whether or not an action has been commenced, order a person to comply with a request that has been made to the person under this section and, when making the order, the court may make any order as to costs as it considers appropriate in the circumstances, including an order for the payment of costs on a substantial indemnity basis. R.S.O. 1990, c. C.30, s. 39 (6); 2006, c. 21, Sched. C, s. 102 (1).

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No Photo Creditors' Remedies

Injunctions and receivers

Courts of Justice Act

Section or Rule no.: 101

In the Superior Court of Justice, an interlocutory injunction or mandatory order may be granted or a receiver or receiver and manager may be appointed by an interlocutory order, where it appears to a judge of the court to be just or convenient to do so. R.S.O. 1990, c. C.43, s. 101 (1); 1994, c. 12, s. 40; 1996, c. 25, s. 9 (17).

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No Photo Creditors' Remedies

Interim order for recovery of personal property

Courts of Justice Act

Section or Rule no.: 104

In an action in which the recovery of possession of personal property is claimed and it is alleged that the property,

(a) was unlawfully taken from the possession of the plaintiff; or

(b) is unlawfully detained by the defendant,

the court, on motion, may make an interim order for recovery of possession of the property.

A person who obtains possession of personal property by obtaining or setting aside an interim order under subsection (1) is liable for any loss suffered by the person ultimately found to be entitled to possession of the property. R.S.O. 1990, c. C.43, s. 104.

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No Photo Creditors' Remedies

Agreement preventing third party claim or crossclaim

Courts of Justice Act

Section or Rule no.: 113

Rules of court permitting a defendant to make a third party claim or crossclaim apply despite any agreement that provides that no action may be brought until after judgment against the defendant. R.S.O. 1990, c. C.43, s. 113.

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No Photo Creditors' Remedies

Assessment of damages

Courts of Justice Act

Section or Rule no.: 117

Where damages are to be assessed in respect of,

(a) a continuing cause of action;

(b) repeated breaches of a recurring obligation; or

(c) intermittent breaches of a continuing obligation,

the damages, including damages for breaches occurring after the commencement of the proceeding, shall be assessed down to the time of the assessment. R.S.O. 1990, c. C.43, s. 117

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No Photo Creditors' Remedies

Bilingual proceedings

Courts of Justice Act

Section or Rule no.: 126(1)

A party to a proceeding who speaks French has the right to require that it be conducted as a bilingual proceeding. R.S.O. 1990, c. C.43, s. 126 (1).

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No Photo Creditors' Remedies

Vexatious proceedings

Courts of Justice Act

Section or Rule no.: 140

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No Photo Creditors' Remedies

Time for distribution

Creditors’ Relief Act

Section or Rule no.: 32(3)

If within 10 days after all the copies have been delivered or posted, or within such further time as the judge may allow, no objection is made as provided by this Act, the sheriff shall make distribution forthwith pursuant to such list. R.S.O. 1990, c. C.45, s. 32 (3); 1994, c. 27, s. 44 (2).

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No Photo Creditors' Remedies

Notice of expropriation

Expropriations Act

Section or Rule no.: 10(1)

Where a plan has been registered under section 9 and no agreement as to compensation has been made with the owner, the expropriating authority may serve the owner, and shall serve the registered owner, within thirty days after the date of registration of the plan, with a notice of expropriation of the owner’s land, in the prescribed form, but failure to serve the notice does not invalidate the expropriation. R.S.O. 1990, c. E.26, s. 10 (1).

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No Photo Creditors' Remedies

Election of date for compensation

Expropriations Act

Section or Rule no.: 10(2)

Where a plan has been registered under section 9, the registered owner may elect, by notice in writing served upon the expropriating authority, within thirty days after the owner was served with the notice under subsection (1), to have the compensation to which the owner is entitled assessed,

(a) where there has been an inquiry, as of the date the notice of hearing was served;

(b) as of the date of the registration of the plan; or

(c) as of the date on which the owner was served with the notice of expropriation,

and, where the election is not made within the prescribed time, the owner shall be deemed to have elected to have the compensation assessed as of the date of the registration of the plan. R.S.O. 1990, c. E.26, s. 10 (2); 2002, c. 18, Sched. A, s. 9 (4).

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No Photo Creditors' Remedies

Effect of bankruptcy

Expropriations Act

Section or Rule no.: 73(4)

(4) Any property of a bankrupt under seizure for rent or taxes shall on production of a copy of the bankruptcy order or the assignment certified by the trustee as a true copy be delivered without delay to the trustee, but the costs of distress or, in the Province of Quebec, the costs of seizure are a security on the property ranking ahead of any other security on it, and, if the property or any part of it has been sold, the money realized from the sale less the costs of distress, or seizure, and sale shall be paid to the trustee. R.S., 1985, c. B-3, s. 73; 1997, c. 12, s. 69(F); 2004, c. 25, s. 46.

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No Photo Creditors' Remedies

Definitions

Fraudulent Conveyances Act

Section or Rule no.: 1

In this Act,

“conveyance” includes gift, grant, alienation, bargain, charge, encumbrance, limitation of use or uses of, in, to or out of real property or personal property by writing or otherwise; (“cession”)

“personal property” includes goods, chattels, effects, bills, bonds, notes and securities, and shares, dividends, premiums and bonuses in a bank, company or corporation, and any interest therein; (“biens meubles”)

“real property” includes lands, tenements, hereditaments and any estate or interest therein. (“biens immeubles”) R.S.O. 1990, c. F.29, s. 1.

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No Photo Creditors' Remedies

Where conveyances void as against creditors

Fraudulent Conveyances Act

Section or Rule no.: 2

Every conveyance of real property or personal property and every bond, suit, judgment and execution heretofore or hereafter made with intent to defeat, hinder, delay or defraud creditors or others of their just and lawful actions, suits, debts, accounts, damages, penalties or forfeitures are void as against such persons and their assigns. R.S.O. 1990, c. F.29, s. 2.

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No Photo Creditors' Remedies

Where s. 2 does not apply

Fraudulent Conveyances Act

Section or Rule no.: 3

Section 2 does not apply to an estate or interest in real property or personal property conveyed upon good consideration and in good faith to a person not having at the time of the conveyance to the person notice or knowledge of the intent set forth in that section. R.S.O. 1990, c. F.29, s. 3.

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No Photo Creditors' Remedies

Meaning of “vest” or “belong”

Land Titles Act

Section or Rule no.: 69

Where by an order of a court of competent jurisdiction or where by virtue of the operation of an Act of Canada or Ontario registered land or any interest therein is stated by the order or Act to vest, be vested or become vested in, or belong to, the Crown in right of Canada or Ontario or any person other than the registered owner of the land, the registered owner shall be deemed for the purposes of this Act to remain the owner thereof,

(a) until an application to be registered as owner is made by or on behalf of the Crown or other person in or to whom the land is stated to be vested or to belong; or

(b) until the land is transferred to the Crown or person by the registered owner,

as the case may be, in accordance with the order or Act. R.S.O. 1990, c. L.5, s. 69 (1).

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No Photo Creditors' Remedies

Restrictions as to proceedings

Mortgages Act

Section or Rule no.: 42

Where, pursuant to any condition or proviso contained in a mortgage, there has been made or given a demand or notice either requiring payment of the money secured by the mortgage, or any part thereof, or declaring an intention to proceed under and exercise the power of sale therein contained, no further proceeding and no action either to enforce the mortgage, or with respect to any clause, covenant or provision therein contained, or to the mortgaged property or any part thereof, shall, until after the lapse of the time at or after which, according to such demand or notice, payment of the money is to be made or the power of sale is to be exercised or proceeded under, be commenced or taken until an order permitting the same has been obtained from a judge of the Superior Court of Justice. R.S.O. 1990, c. M.40, s. 42 (1); 2000, c. 26, Sched. B, s. 14 (5).

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No Photo Creditors' Remedies

Restoration of licence on instalment payments

Motor Vehicle Accident Claims Act

Section or Rule no.: 11

The Lieutenant Governor in Council may make regulations providing for the restoration of the drivers’ licences and owners’ permits of persons indebted to the Fund who are making repayment to the Fund in instalments.

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No Photo Creditors' Remedies

Application for payment out of Fund where person has cause of action

Motor Vehicle Accident Claims Act

Section or Rule no.: 4

Where the death of or personal injury to or loss of or damage to property of any person is occasioned in Ontario by an uninsured motor vehicle, any person who would have a cause of action against the owner or driver of such uninsured motor vehicle in respect of such death, personal injury, loss or property damage, except a person entitled to make an application under subsection 7 (1), may make application, in a form approved by the Director, for payment out of the Fund of the damages in respect of such death, personal injury, loss or property damage. R.S.O. 1990, c. M.41, s. 4 (1); 1997, c. 19, s. 16 (3); 1997, c. 28, s. 188.

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No Photo Creditors' Remedies

Care of collateral

Personal Property Security Act

Section or Rule no.: 17(1)

A secured party shall use reasonable care in the custody and preservation of collateral in the secured party’s possession, and, unless otherwise agreed, in the case of an instrument or chattel paper, reasonable care includes taking necessary steps to preserve rights against prior parties. R.S.O. 1990, c. P.10, s. 17 (1).

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No Photo Creditors' Remedies

Liability for loss

Personal Property Security Act

Section or Rule no.: 17(3)

A secured party is liable for any loss or damage caused by the secured party’s failure to meet any obligations imposed by subsection (1) or (2), but does not lose the security interest in the collateral. R.S.O. 1990, c. P.10, s. 17 (3).

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No Photo Creditors' Remedies

Use of collateral

Personal Property Security Act

Section or Rule no.: 17(5)

A secured party,

(a) is liable for any loss or damage caused by the secured party’s use of the collateral otherwise than as authorized by subsection (4); and

(b) is subject to being ordered or restrained as provided in subsection 67 (1). R.S.O. 1990, c. P.10, s. 17 (5).

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No Photo Creditors' Remedies

Subject to subsection 4 (1), this Act applies to,

Personal Property Security Act

Section or Rule no.: 2(a)ii

...an assignment, lease or consignment that secures payment or performance of an obligation;...

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No Photo Creditors' Remedies

Unperfected security interests

Personal Property Security Act

Section or Rule no.: 20(1)(a)(iii)

all persons entitled by the Creditors’ Relief Act or otherwise to participate in the distribution of the property over which a person described in subclause (ii) has caused seizure of the collateral, or the proceeds of such property;

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No Photo Creditors' Remedies

Unperfected security interests

Personal Property Security Act

Section or Rule no.: 20(1)b

(b) in collateral is not effective against a person who represents the creditors of the debtor, including an assignee for the benefit of creditors and a trustee in bankruptcy;

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No Photo Creditors' Remedies

Perfection By possession or repossession

Personal Property Security Act

Section or Rule no.: 22

Possession or repossession of the collateral by the secured party, or on the secured party’s behalf by a person other than the debtor or the debtor’s agent, perfects a security interest in,

(a) chattel paper;

(b) goods;

(c) instruments;

(d) negotiable documents of title; and

(e) money,

but only while it is actually held as collateral. 2006, c. 8, s. 133

secured party may perfect a security interest in a certificated security by taking delivery of the certificated security under section 68 of the Securities Transfer Act, 2006. 2006, c. 8, s. 133.

A security interest in a certificated security in registered form is perfected by delivery when delivery of the certificated security occurs under section 68 of the Securities Transfer Act, 2006 and remains perfected by delivery until the debtor obtains possession of the security certificate. 2006, c. 8, s. 133

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No Photo Creditors' Remedies

Priority rules for security interests in investment property

Personal Property Security Act

Section or Rule no.: 30(1)

The rules in this section govern priority among conflicting security interests in the same investment property. 2006, c. 8, s. 138.

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Secured party with control

Personal Property Security Act

Section or Rule no.: 30(1)2

A security interest of a secured party having control of investment property under subsection 1 (2) has priority over a security interest of a secured party that does not have control of the investment property. 2006, c. 8, s. 138.

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Futures intermediary

Personal Property Security Act

Section or Rule no.: 30(6)

A security interest held by a futures intermediary in a futures contract or a futures account maintained with the futures intermediary has priority over a conflicting security interest held by another secured party. 2006, c. 8, s. 138.

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No Photo Creditors' Remedies

Priority of seller’s purchase-money security interest

Personal Property Security Act

Section or Rule no.: 33(3)

Where more than one purchase-money security interest is given priority by subsections (1) and (2), the purchase-money security interest, if any, of the seller has priority over any other purchase-money security interest given by the same debtor. R.S.O. 1990, c. P.10, s. 33 (3).

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No Photo Creditors' Remedies

Subordination

Personal Property Security Act

Section or Rule no.: 38

A secured party may, in the security agreement or otherwise, subordinate the secured party’s security interest to any other security interest and such subordination is effective according to its terms. R.S.O. 1990, c. P.10, s. 38.

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Errors, etc.

Personal Property Security Act

Section or Rule no.: 46(4)

A financing statement or financing change statement is not invalidated nor is its effect impaired by reason only of an error or omission therein or in its execution or registration unless a reasonable person is likely to be misled materially by the error or omission. R.S.O. 1990, c. P.10, s. 46 (4).

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No Photo Creditors' Remedies

Effect of registration

Personal Property Security Act

Section or Rule no.: 46(5)(b)

Registration of a financing statement or financing change statement

does not create a presumption that this Act applies to the transaction to which the registration relates. R.S.O. 1990, c. P.10, s. 46 (5).

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Non-waiver of rights and duties

Personal Property Security Act

Section or Rule no.: 59(5)

Despite subsection (1), the provisions of sections 17, 17.1 and 63 to 66, to the extent that they give rights to the debtor and impose duties upon the secured party, shall not be waived or varied except as provided by this Act. R.S.O. 1990, c. P.10, s. 59 (5); 2006, c. 8, s. 140 (2).

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Exempt collateral

Personal Property Security Act

Section or Rule no.: 62(20

If any of the collateral in which the secured party has a security interest under the security agreement, other than a purchase-money security interest or a possessory security interest, is property that would be exempt under the Execution Act from seizure under a writ issued out of a court, that property is exempt from the rights of the secured party under subsection (1). 2006, c. 34, Sched. E, s. 20.

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No Photo Creditors' Remedies

Possession upon default

Personal Property Security Act

Section or Rule no.: 62(a)

the secured party has, unless otherwise agreed, the right to take possession of the collateral by any method permitted by law

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No Photo Creditors' Remedies

Disposal of collateral

Personal Property Security Act

Section or Rule no.: 63(1)

Upon default under a security agreement, the secured party may dispose of any of the collateral in its condition either before or after any commercially reasonable repair, processing or preparation for disposition, and the proceeds of the disposition shall be applied consecutively to,

(a) the reasonable expenses of the secured party, including the cost of insurance and payment of taxes and other charges incurred in retaking, holding, repairing, processing and preparing for disposition and disposing of the collateral and, to the extent provided for in the security agreement, any other reasonable expenses incurred by the secured party; and

(b) the satisfaction of the obligation secured by the security interest of the party making the disposition,

and the surplus, if any, shall be dealt with in accordance with section 64. R.S.O. 1990, c. P.10, s. 63 (1).

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No Photo Creditors' Remedies

Methods of disposition

Personal Property Security Act

Section or Rule no.: 63(2)

Collateral may be disposed of in whole or in part, and any such disposition may be by public sale, private sale, lease or otherwise and, subject to subsection (4), may be made at any time and place and on any terms so long as every aspect of the disposition is commercially reasonable. R.S.O. 1990, c. P.10, s. 63 (2).

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No Photo Creditors' Remedies

Notice required

Personal Property Security Act

Section or Rule no.: 63(4)

Subject to subsection (6), the secured party shall give not less than fifteen days notice in writing of the matters described in subsection (5) to,

(a) the debtor who owes payment or performance of the obligation secured;

(b) every person who is known by the secured party, before the date that the notice is served on the debtor, to be an owner of the collateral or an obligor who may owe payment or performance of the obligation secured, including any person who is contingently liable as a guarantor or otherwise of the obligation secured;

(c) every person who has a security interest in the collateral and whose interest,

(i) was perfected by possession, the continuance of which was prevented by the secured party who has taken possession of the collateral, or

(ii) is perfected by registration before the date the notice is served on the debtor;

(d) every person with an interest in the collateral who has delivered a written notice to the secured party of the interest in the collateral before the date that the notice is served on the debtor. R.S.O. 1990, c. P.10, s. 63 (4); 2000, c. 26, Sched. B, s. 16 (9).

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No Photo Creditors' Remedies

Compulsory disposition of consumer goods

Personal Property Security Act

Section or Rule no.: 65(1)

Where a security agreement secures an indebtedness and the collateral is consumer goods and the debtor has paid at least 60 per cent of the indebtedness secured and has not signed, after default, a statement renouncing or modifying the debtor’s rights under this subsection, the secured party who has taken possession of the collateral shall, within ninety days after taking possession, dispose of or contract to dispose of the collateral under section 63, and, if the secured party fails to do so, the debtor may proceed under section 67 or in an action for damages or loss sustained. R.S.O. 1990, c. P.10, s. 65 (1); 2000, c. 26, Sched. B, s. 16 (11).

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No Photo Creditors' Remedies

Proof of interest

Personal Property Security Act

Section or Rule no.: 65(4)

The secured party may require any person who has made an objection to the proposal to furnish proof of that person’s interest in the collateral and, unless the person furnishes the proof within ten days after demand by the secured party, the secured party may proceed as if no objection had been made. R.S.O. 1990, c. P.10, s. 65 (4).

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No Photo Creditors' Remedies

Foreclosure

Personal Property Security Act

Section or Rule no.: 65(6)

If no effective objection is made, the secured party shall be deemed to have irrevocably elected to accept the collateral in full satisfaction of the obligation secured at the earlier of,

(a) the expiration of the 30-day period mentioned in subsection (3); and

Note: On a day to be named by proclamation of the Lieutenant Governor, clause (a) is repealed by the Statutes of Ontario, 2006, chapter 34, Schedule E, subsection 21 (3) and the following substituted:

(a) the expiration of the 15-day period mentioned in subsection (3) or, if the period was extended under subsection (3.1), the expiration of the extended period; and

See: 2006, c. 34, Sched. E, ss. 21 (3), 26 (1).

(b) the time when the secured party received from each person entitled to notification under subsection (2) written consent to having the secured party retain the collateral in satisfaction of the obligation. 2000, c. 26, Sched. B, s. 16 (12).

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No Photo Creditors' Remedies

Court orders and directions

Personal Property Security Act

Section or Rule no.: 67(1)(a)

make any order, including binding declarations of right and injunctive relief, that is necessary to ensure compliance with Part V, section 17 or subsection 34 (3) or 35 (4);

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No Photo Creditors' Remedies

Land under automated system

Registry Act

Section or Rule no.: 22(1)

This section applies only to land in the parts of Ontario designated under Part II of the Land Registration Reform Act. R.S.O. 1990, c. R.20, s. 21 (1).

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No Photo Creditors' Remedies

Definitions and interpretation

Repair and Storage Liens Act

Section or Rule no.: 1(1)

In this Act,

“article” means an item of tangible personal property other than a fixture; (“article”)

“lien claimant” means a person who is entitled to claim a lien for the repair, storage or storage and repair of an article; (“créancier privilégié”)

“motor vehicle” means a motor vehicle as defined in the regulations made under the Personal Property Security Act; (“véhicule automobile”)

“prescribed” means prescribed by a regulation made under this Act; (“prescrit”)

“registrar” and “branch registrar” mean, respectively, the registrar and a branch registrar under the Personal Property Security Act; (“registrateur”, “registrateur régional”)

“repair” means an expenditure of money on, or the application of labour, skill or materials to, an article for the purpose of altering, improving or restoring its properties or maintaining its condition and includes,

(a) the transportation of the article for purpose of making a repair,

(b) the towing of an article,

(c) the salvage of an article; (“réparation”)

“repairer” means a person who makes a repair on the understanding that the person will be paid for the repair; (“réparateur”)

“storer” means a person who receives an article for storage or storage and repair on the understanding that the person will be paid for the storage or storage and repair, as the case may be. (“entreposeur”)

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No Photo Creditors' Remedies

Claim for lien

Repair and Storage Liens Act

Section or Rule no.: 10(1)

A non-possessory lien is enforceable against third parties only if a claim for lien has been registered, and, where a person acquires a right against an article after a non-possessory lien arises, the right of the person has priority over the non-possessory lien of the lien claimant if a claim for lien was not registered before the person acquired the right

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No Photo Creditors' Remedies

Disposition

Repair and Storage Liens Act

Section or Rule no.: 14(5)

A lien claimant who has a non-possessory lien against an article has a right to sell the article in accordance with Part III (Redemption, Sale or Other Disposition) if,

(a) the article has been seized and is in the possession of the lien claimant;

(b) at least sixty days have expired since the day when the non-possessory lien arose; and

(c) any part of the amount to which the lien relates is due but unpaid. R.S.O. 1990, c. R.25, s. 14 (5).

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No Photo Creditors' Remedies

Sale of article

Repair and Storage Liens Act

Section or Rule no.: 15(1)

A lien claimant who has a right, under this Act, to sell an article shall not exercise that right unless the lien claimant has given notice of intention to sell the article.

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No Photo Creditors' Remedies

Method of sale

Repair and Storage Liens Act

Section or Rule no.: 15(4)

The article may be sold in whole or in part, by public or private sale, at any time and place, on any terms, so long as every aspect of the sale is commercially reasonable.

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No Photo Creditors' Remedies

Waste or vacant land of Crown excepted

Repair and Storage Liens Act

Section or Rule no.: 16

Nothing in sections 1 to 15 applies to any waste or vacant land of the Crown, whether surveyed or not, nor to lands included in any road allowance heretofore or hereafter surveyed and laid out or to any lands reserved or set apart or laid out as a public highway where the freehold in any such road allowance or highway is vested in the Crown or in a municipal corporation, commission or other public body, but nothing in this section shall be deemed to affect or prejudice any right, title or interest acquired by any person before the 13th day of June, 1922. R.S.O. 1990, c. L.15, s. 16.

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No Photo Creditors' Remedies

Acknowledgment to one of several mortgagors

Repair and Storage Liens Act

Section or Rule no.: 20(1)

Where there are more mortgagors than one or more persons than one claiming through the mortgagor or mortgagors, the acknowledgment, if given to any of such mortgagors or persons, or the agent of one or more of them, is as effectual as if it had been given to all such mortgagors or persons. R.S.O. 1990, c. L.15, s. 20.

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No Photo Creditors' Remedies

Lien claimant’s rights and obligations

Repair and Storage Liens Act

Section or Rule no.: 28

Where an article that is subject to a lien is in the lien claimant’s possession, the lien claimant,

(a) shall use reasonable care in the custody and preservation of the article, unless a higher standard of care is imposed by law; and

(b) unless otherwise agreed,

(i) shall keep the article identifiable, and

(ii) may create a security interest under the Personal Property Security Act in the article, but only upon terms that do not impair a right of redemption under that Act or this Act.

Unless otherwise agreed, a lien claimant is entitled to recover the commercially reasonable expenses incurred in the custody, preservation and preparation for sale of an article that is subject to a lien, including the cost of insurance and the payment of taxes or other charges incurred therefor, and the expenses are chargeable to and secured by the article and may be included by the lien claimant in determining the amount required to satisfy the lien.

Except as provided in clause 4 (1) (b), a lien claimant is not entitled to a lien for interest on the amount owing with respect to an article but this subsection does not affect any right that the lien claimant may otherwise have to recover such interest

A lien claimant is liable for any loss or damage caused by a failure to meet any obligation imposed by this section but does not lose the lien against the article by reason only of that failure.

A lien claimant may use an article,

(a) for the purpose of preserving the article or its value;

(b) for the purpose of making a reasonable demonstration of the quality or properties of the article in order to facilitate the making of a sale under this Act;

Where the lien claimant uses or deals with an article in a manner not authorized by this Act, the lien claimant is liable for any loss or damage caused by that use or dealing and may be restrained by an injunction. R.S.O. 1990, c. R.25, s. 28

(c) in accordance with an order of any court before which an application is being heard or an action is being tried in respect of that article; or

(d) in accordance with any agreement with the owner.

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No Photo Creditors' Remedies

Repairer’s lien

Repair and Storage Liens Act

Section or Rule no.: 3

In the absence of a written agreement to the contrary, a repairer has a lien against an article that the repairer has repaired for an amount equal to, (a) the amount that the person who requested the repair agreed to pay; (b) where no such amount has been agreed upon, the fair value of the repair; or (c) where only part of a repair is completed, the fair value of the part completed, and the repairer may retain possession of the article until the amount is paid. R.S.O. 1990, c. R.25, s. 3 (1).

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No Photo Creditors' Remedies

Disposition

Repair and Storage Liens Act

Section or Rule no.: 3(3)

A repairer has the right to sell an article that is subject to a lien in accordance with Part III (Redemption, Sale or Other Disposition) upon the expiration of the sixty-day period following the day,

(a) on which the amount required to pay for the repair comes due; or

(b) on which the repair is completed, if no date is stated for when the amount required to pay for the repair comes due. R.S.O. 1990, c. R.25, s. 3 (3).

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No Photo Creditors' Remedies

Storer’s lien

Repair and Storage Liens Act

Section or Rule no.: 4(1)

Subject to subsection (2), a storer has a lien against an article that the storer has stored or stored and repaired for an amount equal to, (a) the amount agreed upon for the storage or storage and repair of the article; (b) where no such amount has been agreed upon, the fair value of the storage or storage and repair, including all lawful claims for money advanced, interest on money advanced, insurance, transportation, labour, weighing, packing and other expenses incurred in relation to the storage or storage and repair of the article, and the storer may retain possession of the article until the amount is paid. R.S.O. 1990, c. R.25, s. 4 (1).

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No Photo Creditors' Remedies

Disposition

Repair and Storage Liens Act

Section or Rule no.: 4(7)

The storer has the right to sell an article that is subject to a lien in accordance with Part III (Redemption, Sale or Other Disposition) upon the expiration of the sixty-day period following the day on which the amount required to pay for the storage or storage and repair becomes due. R.S.O. 1990, c. R.25, s. 4 (7).

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No Photo Creditors' Remedies

Priority of lien

Repair and Storage Liens Act

Section or Rule no.: 6

A lien under this Part has priority over the interests of all other persons in the article. R.S.O. 1990, c. R.25, s. 6.

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Non-possessory lien

Repair and Storage Liens Act

Section or Rule no.: 7(1)

A lien claimant who is entitled to a lien under Part I (Possessory Liens) against an article, and who gives up possession of the article without having been paid the full amount of the lien to which the lien claimant is entitled under Part I, has, in place of the possessory lien, a non-possessory lien against the article for the amount of the lien claimed under Part I that remains unpaid.

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Priority

Repair and Storage Liens Act

Section or Rule no.: 7(3)

A non-possessory lien has priority over the interest in the article of any other person other than a lien claimant who is claiming a lien under Part I, and, where more than one non-possessory lien is claimed in the same article, priority shall be determined according to the same rules of priority as govern the distribution of proceeds under section 16.

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Acknowledgment of indebtedness required

Repair and Storage Liens Act

Section or Rule no.: 7(5)

A non-possessory lien is enforceable only if the lien claimant obtains a signed acknowledgment of the indebtedness which acknowledgment may be on an invoice or other statement of account.

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Acknowledgment of indebtedness required

Repair and Storage Liens Act

Section or Rule no.: 7(6)

An acknowledgment of indebtedness under subsection (5) is without prejudice to the right of the owner or any other person to dispute in a proceeding the amount that the lien claimant is owed. R.S.O. 1990, c. R.25, s. 7.

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When lien arises

Repairs and Storage Liens Act

Section or Rule no.: 4(3)

A storer’s lien arises and takes effect when the storer receives possession of the article for storage or storage and repair, except that no storer’s lien arises with respect to repair if the storer was required to comply with sections 56 and 57, subsection 58 (1) and section 59 of the Consumer Protection Act, 2002, if applicable, and the storer has not done so. 2006, c. 19, Sched. G, s. 10 (2).

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No Photo Creditors' Remedies

Protection of records

Bank Act

Section or Rule no.: 244

A bank and its agents shall take reasonable precautions to

(a) prevent loss or destruction of,

(b) prevent falsification of entries in,

(c) facilitate detection and correction of inaccuracies in, and

(d) ensure that unauthorized persons do not have access to or use of information in the registers and records required or authorized by this Act to be prepared and maintained.

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Loans to certain borrowers and security

Bank Act

Section or Rule no.: 427

(1) A bank may lend money and make advances

(a) to any wholesale or retail purchaser or shipper of, or dealer in, products of agriculture, products of aquaculture, products of the forest, products of the quarry and mine, products of the sea, lakes and rivers or goods, wares and merchandise, manufactured or otherwise, on the security of such products or goods, wares and merchandise and of goods, wares and merchandise used in or procured for the packing of such products or goods, wares and merchandise,

(b) to any person engaged in business as a manufacturer, on the security of goods, wares and merchandise manufactured or produced by that person or procured for such manufacture or production and of goods, wares and merchandise used in or procured for the packing of goods, wares and merchandise so manufactured or produced,

(c) to any aquaculturist, on the security of aquacultural stock growing or produced in the aquaculture operation or on the security of aquacultural equipment or aquacultural implements,

(d) to any farmer, on the security of crops growing or produced on the farm or on the security of agricultural equipment or agricultural implements,

(e) to any aquaculturist

(i) for the purchase of aquatic broodstock or aquatic seedstock, on the security of the aquatic broodstock or aquatic seedstock and any aquatic stock to be grown therefrom,

(ii) for the purchase of pesticide, on the security of the pesticide and any aquatic stock to be grown from the site on which the pesticide is to be used, and

(iii) for the purchase of feed, veterinary drugs, biologicals or vaccines, on the security of the feed, veterinary drugs, biologicals or vaccines and any aquatic stock to be grown in the aquaculture operation on which the feed, veterinary drugs, biologicals or vaccines are to be used,

(f) to any farmer

(i) for the purchase of seed grain or seed potatoes, on the security of the seed grain or seed potatoes and any crop to be grown therefrom, and

(ii) for the purchase of fertilizer or pesticide, on the security of the fertilizer or pesticide and any crop to be grown from land on which, in the same season, the fertilizer or pesticide is to be used,

(g) to any aquaculturist on the security of aquatic plants and animals, but security taken under this paragraph is not effective in respect of any aquatic plants and animals that, at the time the security is taken, by any statutory law that is then in force, are exempt from seizure under writs of execution and the aquaculturist is prevented from giving as security for money lent to the aquaculturist,

(h) to any farmer or to any person engaged in livestock raising, on the security of feed or livestock, but security taken under this paragraph is not effective in respect of any livestock that, at the time the security is taken, by any statutory law that is then in force, is exempt from seizure under writs of execution and the farmer or other person engaged in livestock raising is prevented from giving as security for money lent to the farmer or other person,

(i) to any aquaculturist for the purchase of aquacultural implements, on the security of those aquacultural implements,

(j) to any farmer for the purchase of agricultural implements, on the security of those agricultural implements,

(k) to any aquaculturist for the purchase or installation of aquacultural equipment or an aquacultural electric system, on the security of that aquacultural equipment or aquacultural electric system,

(l) to any farmer for the purchase or installation of agricultural equipment or a farm electric system, on the security of that agricultural equipment or farm electric system,

(m) to any aquaculturist for

(i) the repair or overhaul of an aquacultural implement, aquacultural equipment or an aquaculture electric system,

(ii) the alteration or improvement of an aquacultural electric system,

(iii) the erection or construction of fencing or works for drainage in an aquaculture operation for the holding, rearing or protection of aquatic plants and animals or for the supply of water to such plants and animals or the disposal of effluent from them,

(iv) the construction, repair or alteration of or making of additions to any building or structure in an aquaculture operation, and

(v) any works for the improvement or development of an aquaculture operation for which a loan, as defined in the Canada Small Business Financing Act, a business improvement loan, as defined in the Small Business Loans Act, or a farm improvement loan, as defined in the Farm Improvement Loans Act, may be made,

on the security of aquacultural equipment or aquacultural implements, but security taken under this paragraph is not effective in respect of aquacultural equipment or aquacultural implements that, at the time the security is taken, by any statutory law that is then in force, are exempt from seizure under writs of execution and the aquaculturist is prevented from giving as security for money lent to the aquaculturist,

(n) to any farmer for

(i) the repair or overhaul of an agricultural implement, agricultural equipment or a farm electric system,

(ii) the alteration or improvement of a farm electric system,

(iii) the erection or construction of fencing or works for drainage on a farm,

(iv) the construction, repair or alteration of or making of additions to any building or structure on a farm,

(v) any works for the improvement or development of a farm for which a farm improvement loan as defined in the Farm Improvement Loans Act may be made, a

(vi) any purpose for which a loan as defined in the Farm Improvement and Marketing Cooperatives Loans Act may be made,

on the security of agricultural equipment or agricultural implements, but security taken under this paragraph is not effective in respect of agricultural equipment or agricultural implements that, at the time the security is taken, by any statutory law that is then in force, are exempt from seizure under writs of execution and the farmer is prevented from giving as security for money lent to the farmer,

(o) to any fisherman, on the security of fishing vessels, fishing equipment and supplies or products of the sea, lakes and rivers, but security taken under this paragraph is not effective in respect of any such property that, at the time the security is taken, by any statutory law that is then in force, is exempt from seizure under writs of execution and the fisherman is prevented from giving as security for money lent to the fisherman, and

(p) to any forestry producer, on the security of fertilizer, pesticide, forestry equipment, forestry implements or products of the forest, but security taken under this paragraph is not effective in respect of any such property that, at the time the security is taken, by any statutory law that is then in force, is exempt from seizure under writs of execution and the forestry producer is prevented from giving as security for money lent to the forestry producer,

and the security may be given by signature and delivery to the bank, by or on behalf of the person giving the security, of a document in the prescribed form or in a form to the like effect.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Priority of bank’s claim

Bank Act

Section or Rule no.: 428

All the rights and powers of a bank in respect of the property mentioned in or covered by a warehouse receipt or bill of lading acquired and held by the bank, and the rights and powers of the bank in respect of the property covered by a security given to the bank under section 427 that are the same as if the bank had acquired a warehouse receipt or bill of lading in which that property was described, have, subject to subsection 427(4) and subsections (3) to (6) of this section, priority over all rights subsequently acquired in, on or in respect of that property, and also over the claim of any unpaid vendor.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Term of first directors

Bank Act

Section or Rule no.: 47

A director named in the application for letters patent to incorporate a bank holds office until the election of directors at the meeting of shareholders called pursuant to subsection 46(1).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Priority of claims

Bankruptcy and Insolvency Act

Section or Rule no.: 136(1)(f)

(f) the lessor for arrears of rent for a period of three months immediately preceding the bankruptcy and accelerated rent for a period not exceeding three months following the bankruptcy if entitled to accelerated rent under the lease, but the total amount so payable shall not exceed the realization from the property on the premises under lease, and any payment made on account of accelerated rent shall be credited against the amount payable by the trustee for occupation rent;

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Non-liability in respect of certain matters

Bankruptcy and Insolvency Act

Section or Rule no.: 14.06(1.2)

(1.2) Notwithstanding anything in any federal or provincial law, where a trustee carries on in that position the business of the debtor or continues the employment of the debtor’s employees, the trustee is not by reason of that fact personally liable in respect of any claim against the debtor or related to a requirement imposed on the debtor to pay an amount where the claim arose before or upon the trustee’s appointment.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Liability in respect of environmental matters

Bankruptcy and Insolvency Act

Section or Rule no.: 14.06(2)

(2) Notwithstanding anything in any federal or provincial law, a trustee is not personally liable in that position for any environmental condition that arose or environmental damage that occurred (a) before the trustee’s appointment; or

(b) after the trustee’s appointment unless it is established that the condition arose or the damage occurred as a result of the trustee’s gross negligence or wilful misconduct or, in the Province of Quebec, the trustee’s gross or intentional fault.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Definitions

Bankruptcy and Insolvency Act

Section or Rule no.: 2(1)

"secured creditor" «créancier garanti » "secured creditor" means a person holding a mortgage, hypothec, pledge, charge or lien on or against the property of the debtor or any part of that property as security for a debt due or accruing due to the person from the debtor, or a person whose claim is based on, or secured by, a negotiable instrument held as collateral security and on which the debtor is only indirectly or secondarily liable, and includes

(a) a person who has a right of retention or a prior claim constituting a real right, within the meaning of the Civil Code of Québec or any other statute of the Province of Quebec, on or against the property of the debtor or any part of that property, or

(b) any of

(i) the vendor of any property sold to the debtor under a conditional or instalment sale,

(ii) the purchaser of any property from the debtor subject to a right of redemption, or

(iii) the trustee of a trust constituted by the debtor to secure the performance of an obligation,

if the exercise of the person’s rights is subject to the provisions of Book Six of the Civil Code of Québec entitled Prior Claims and Hypothecs that deal with the exercise of hypothecary rights;

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Definitions

Bankruptcy and Insolvency Act

Section or Rule no.: 2(1)

"settlement" «disposition » "settlement" includes a contract, covenant, transfer, gift and designation of beneficiary in an insurance contract, to the extent that the contract, covenant, transfer, gift or designation is gratuitous or made for merely nominal consideration;

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Definition of "receiver"

Bankruptcy and Insolvency Act

Section or Rule no.: 243(2)

(2) Subject to subsection (3), in this Part, "receiver" means a person who has been appointed to take, or has taken, possession or control, pursuant to (a) an agreement under which property becomes subject to a security (in this Part referred to as a "security agreement"), or

(b) an order of a court made under any law that provides for or authorizes the appointment of a receiver or receiver-manager,

of all or substantially all of

(c) the inventory,

(d) the accounts receivable, or

(e) the other property

of an insolvent person or a bankrupt that was acquired for, or is used in relation to, a business carried on by the insolvent person or bankrupt.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Receiver to give notice

Bankruptcy and Insolvency Act

Section or Rule no.: 245

(1) A receiver shall, as soon as possible and not later than ten days after becoming a receiver, by appointment or otherwise, in respect of property of an insolvent person or a bankrupt, send a notice of that fact, in the prescribed form and manner, to the Superintendent, accompanied by the prescribed fee, and

(a) in the case of a bankrupt, to the trustee; or

(b) in the case of an insolvent person, to the insolvent person and to all creditors of the insolvent person that the receiver, after making reasonable efforts, has ascertained.

(2) A receiver in respect of property of an insolvent person shall forthwith send notice of his becoming a receiver to any creditor whose name and address he ascertains after sending the notice referred to in subsection (1).

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Good faith, etc.

Bankruptcy and Insolvency Act

Section or Rule no.: 247

A receiver shall

(a) act honestly and in good faith; and

(b) deal with the property of the insolvent person or the bankrupt in a commercially reasonable manner.

1992, c. 27, s. 89.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Powers of court

Bankruptcy and Insolvency Act

Section or Rule no.: 248(2)

(2) On the application of the Superintendent, the insolvent person, the trustee (in the case of a bankrupt) or a creditor, made within six months after the statement of accounts was provided to the Superintendent pursuant to subsection 246(3), the court may order the receiver to submit the statement of accounts to the court for review, and the court may adjust, in such manner and to such extent as it considers proper, the fees and charges of the receiver as set out in the statement of accounts. 1992, c. 27, s. 89.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Deemed trusts

Bankruptcy and Insolvency Act

Section or Rule no.: 67(2)

Subject to subsection (3), notwithstanding any provision in federal or provincial legislation that has the effect of deeming property to be held in trust for Her Majesty, property of a bankrupt shall not be regarded as held in trust for Her Majesty for the purpose of paragraph (1)(a) unless it would be so regarded in the absence of that statutory provision

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Exceptions

Bankruptcy and Insolvency Act

Section or Rule no.: 67(3)

(3) Subsection (2) does not apply in respect of amounts deemed to be held in trust under subsection 227(4) or (4.1) of the Income Tax Act, subsection 23(3) or (4) of the Canada Pension Plan or subsection 86(2) or (2.1) of the Employment Insurance Act (each of which is in this subsection referred to as a "federal provision") nor in respect of amounts deemed to be held in trust under any law of a province that creates a deemed trust the sole purpose of which is to ensure remittance to Her Majesty in right of the province of amounts deducted or withheld under a law of the province where (a) that law of the province imposes a tax similar in nature to the tax imposed under the Income Tax Act and the amounts deducted or withheld under that law of the province are of the same nature as the amounts referred to in subsection 227(4) or (4.1) of the Income Tax Act, or

(b) the province is a "province providing a comprehensive pension plan" as defined in subsection 3(1) of the Canada Pension Plan, that law of the province establishes a "provincial pension plan" as defined in that subsection and the amounts deducted or withheld under that law of the province are of the same nature as amounts referred to in subsection 23(3) or (4) of the Canada Pension Plan,

and for the purpose of this subsection, any provision of a law of a province that creates a deemed trust is, notwithstanding any Act of Canada or of a province or any other law, deemed to have the same effect and scope against any creditor, however secured, as the corresponding federal provision.

R.S., 1985, c. B-3, s. 67; 1992, c. 27, s. 33; 1996, c. 23, s. 168; 1997, c. 12, s. 59; 1998, c. 19, s. 250.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Status of Crown claims

Bankruptcy and Insolvency Act

Section or Rule no.: 86

In relation to a bankruptcy or proposal, all provable claims, including secured claims, of Her Majesty in right of Canada or a province or of any body under an Act respecting workers' compensation, in this section and in section 87 called a "workers' compensation body", rank as unsecured claims.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Statutory Crown securities

Bankruptcy and Insolvency Act

Section or Rule no.: 86(2)

(2) In relation to a bankruptcy or proposal, a security referred to in subsection (1) that is registered in accordance with that subsection (a) is subordinate to securities in respect of which all steps necessary to make them effective against other creditors were taken before that registration; and

(b) is valid only in respect of amounts owing to Her Majesty or a workers' compensation body at the time of that registration, plus any interest subsequently accruing on those amounts.

R.S., 1985, c. B-3, s. 87; 1992, c. 27, s. 39; 1997, c. 12, s. 74; 2004, c. 25, s. 53.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Exceptions

Bankruptcy and Insolvency Act

Section or Rule no.: 86(3)

(3) Subsection (1) does not affect the operation of (a) subsections 224(1.2) and (1.3) of the Income Tax Act;

(b) any provision of the Canada Pension Plan or of the Employment Insurance Act that refers to subsection 224(1.2) of the Income Tax Act and provides for the collection of a contribution, as defined in the Canada Pension Plan, or an employee’s premium, or employer’s premium, as defined in the Employment Insurance Act, and of any related interest, penalties or other amounts; or

(c) any provision of provincial legislation that has a similar purpose to subsection 224(1.2) of the Income Tax Act, or that refers to that subsection, to the extent that it provides for the collection of a sum, and of any related interest, penalties or other amounts, where the sum

(i) has been withheld or deducted by a person from a payment to another person and is in respect of a tax similar in nature to the income tax imposed on individuals under the Income Tax Act, or

(ii) is of the same nature as a contribution under the Canada Pension Plan if the province is a "province providing a comprehensive pension plan" as defined in subsection 3(1) of the Canada Pension Plan and the provincial legislation establishes a "provincial pension plan" as defined in that subsection,

and for the purpose of paragraph (c), the provision of provincial legislation is, despite any Act of Canada or of a province or any other law, deemed to have the same effect and scope against any creditor, however secured, as subsection 224(1.2) of the Income Tax Act in respect of a sum referred to in subparagraph (c)(i), or as subsection 23(2) of the Canada Pension Plan in respect of a sum referred to in subparagraph (c)(ii), and in respect of any related interest, penalties or other amounts.

R.S., 1985, c. B-3, s. 86; 1992, c. 27, s. 39; 1997, c. 12, s. 73; 2000, c. 30, s. 148.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Statutory Crown securities

Bankruptcy and Insolvency Act

Section or Rule no.: 87

1) A security provided for in federal or provincial legislation for the sole or principal purpose of securing a claim of Her Majesty in right of Canada or a province or of a workers' compensation body is valid in relation to a bankruptcy or proposal only if the security is registered, before the earliest of

(a) the date an application is filed against the debtor,

(b) the date the debtor makes an assignment,

(c) the date the debtor files a notice of intention under section 50.4, and

(d) the date on which a proposal is filed,

pursuant to a prescribed system of registration.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

No Photo Creditors' Remedies

Statutory Crown securities

Bankruptcy and Insolvency Act

Section or Rule no.: 87(1)

A security provided for in federal or provincial legislation for the sole or principal purpose of securing a claim of Her Majesty in right of Canada or a province or of a workers' compensation body is valid in relation to a bankruptcy or proposal only if the security is registered, before the earliest of

(a) the date an application is filed against the debtor,

(b) the date the debtor makes an assignment,

(c) the date the debtor files a notice of intention under section 50.4, and

(d) the date on which a proposal is filed,

pursuant to a prescribed system of registration.

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. 

Canada Statutes   Ontario Statutes 

 

Bankruptcy and Insolvency General Rules

Small Claims Court Forms

Small Claims Court Information

Rules of Civil Procedure

 

Civil and Other Courthouses in the Greater Brampton Area used by Brampton Lawyers

Dufferin , Orangeville  
Dufferin County Courthouse

Frontenac , Kingston  
Kingston Courthouse

Halton , Burlington  
Burlington Courthouse

Halton , Milton  
Milton County Courthouse

Hamilton-Wentworth , Hamilton  
John Sopinka Courthouse

Hastings , Belleville  
Belleville Courthouse

Middlesex , London  
London Court House

Muskoka , Bracebridge  
Bracebridge Courthouse

Niagara , St. Catharines  
St. Catharines Courthouse

Peel , Brampton  
A Grenville & William Davis Courthouse

Perth , Stratford  
Stratford Courthouse

Simcoe , Barrie  
Barrie Courthouse

Toronto , Toronto  
Old City Hall

Toronto , Toronto  
College Park Court

Toronto , Toronto  
Scarborough Courthouse

Toronto , Toronto  
Downsview/North York/1000 Finch

Toronto , Toronto  
Metro West Etobicoke Courthouse 2201 Finch

Toronto , Toronto  
Toronto Superior Court, Criminal, Summary Conviction Appeals, Jury trials

Toronto , Toronto  
311 Jarvis Toronto Youth Court and Family Court

Toronto , Toronto  
Toronto Superior Court - Civil - Filing Documents

Waterloo , Cambridge  
Cambridge Courthouse

Waterloo , Kitchener  
Kitchener-Waterloo

Wellington , Guelph  
Guelph Provincial Courthouse

York , Newmarket  
Newmarket Courthouse

 

 

 

For more information respecting this database or to report misuse contact: Allbiss Lawdata Ltd., 303-470 Hensall Circle, Mississauga, Ontario, Canada, L5A 3V4. Allbiss Lawdata Ltd. is not a law firm. The author and the participants make no representation or warranty  whatsoever as to the authenticity and reliability of the information contained herein. Advertisement. Any lawyers listed at this site do not practice in association. WARNING: All information contained herein is provided for the purpose of providing basic information only and should not be construed as formal legal advice. The authors disclaim any and all liability resulting from reliance upon such information. You are strongly encouraged to seek professional legal advice before relying upon any of the information contained herein. Legal advice should be sought directly from a properly retained lawyer or attorney.

 

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