Trust and Loan Companies Act (S.C. 1991, c. 45)

Marginal note:Branch registers

254. A company may establish as many branch securities registers as it considers necessary.

Marginal note:Agents

255. A company may appoint an agent to maintain its central securities register and each of its branch securities registers.

Marginal note:Location of central securities register

• 256. (1) The central securities register of a company shall be maintained by the company at its head office or at any other place in Canada designated by the directors of the company.

• Marginal note:Location of branch securities register

  (2) A branch securities register of a company may be kept at any place in or outside Canada designated by the directors of the company.

Marginal note:Effect of registration

257. Registration of the issue or transfer of a security in the central securities register or in a branch securities register is complete and valid registration for all purposes.

Marginal note:Particulars in branch register

• 258. (1) A branch securities register shall only contain particulars of the securities issued or transferred at the branch for which that register is established.

• Marginal note:Particulars in central register

  (2) Particulars of each issue or transfer of a security registered in a branch securities register of a company shall also be kept in the central securities register of the company.

Marginal note:Destruction of certificates

259. A company, its agent or a trustee within the meaning of section 299 is not required to produce

• (a) a cancelled security certificate in registered form or an instrument referred to in subsection 72(1) that is cancelled or a like cancelled instrument in registered form after six years from the date of its cancellation;

• (b) a cancelled security certificate in bearer form or an instrument referred to in subsection 72(1) that is cancelled or a like cancelled instrument in bearer form after the date of its cancellation; or

• (c) an instrument referred to in subsection 72(1) or a like instrument, irrespective of its form, after the date of its expiration.

Marginal note:Publication of name

260. A company shall set out its name in legible characters in all contracts, invoices, negotiable instruments and other documents evidencing rights or obligations with respect to other parties that are issued or made by or on behalf of the company.

Marginal note:Corporate seal

• 261. (1) A company may adopt a corporate seal and change one that it adopted.

• Marginal note:Validity of unsealed documents

  (2) A document executed on behalf of a company is not invalid merely because a corporate seal is not affixed to it.