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Canada Business Corporations Regulations, 2001 (SOR/2001-512)

Regulations are current to 2020-09-09 and last amended on 2020-01-15. Previous Versions

PART 10Rules of Procedure for Applications for Exemptions

Application

 This Part applies to every application for an exemption under subsection 2(6), 10(2), 82(3) or 151(1), section 156 or subsection 171(2) or 187(11) of the Act.

Time of Filing Applications

  •  (1) An application for an exemption under

    • (a) subsection 2(6) of the Act may be made at any time;

    • (b) subsection 10(2) or 187(11) of the Act shall be made before the date of issue of the certificate of continuance referred to in subsection 187(4) of the Act;

    • (c) subsection 82(3) of the Act shall be made at least 30 days before the corporation is required to comply with Part VIII of the Act;

    • (d) subsection 151(1) of the Act shall be made before the date of the notice referred to in subsection 149(1) of the Act;

    • (e) section 156 of the Act shall be made at least 60 days before the documents in respect of which the exemption is requested are to be sent to the Director; and

    • (f) subsection 171(2) of the Act may be made at any time.

  • (2) Despite subsection (1), the Director shall extend the time for making an application for an exemption if the applicant establishes that no prejudice will result from the extension.

Notice by Director of Decision

 The Director shall, within 30 days after receipt of an application for an exemption, grant the exemption requested or send to the applicant written notice of the Director’s refusal, together with reasons for the refusal.

General

 The Director may request that an applicant for an exemption provide the Director with further information or that any other person provide the Director with information in writing that is relevant to the application.

 The Director shall give the applicant for an exemption a copy of any information received from any other person under section 91 and shall allow the applicant a reasonable opportunity to respond in writing.

 If an applicant for an exemption or a person from whom the Director has requested information under section 91 does not provide the information within the time specified by the Director, the Director may deal with the application without regard to the information.

 If the Director does not grant an exemption or send written notice of the Director’s refusal within the time specified in section 90, the applicant may exercise their rights under section 246 of the Act as if the Director had refused the exemption.

PART 11Value of Total Financial Interest

 For the purpose of paragraph 237.5(1)(b) of the Act, the prescribed amount of the value of the plaintiff’s total financial interest is $20,000.

PART 12Cancellation of Articles and Certificates

  •  (1) For the purpose of subsection 265.1(1) of the Act, the prescribed circumstances are that

    • (a) there is an obvious error in the articles or in the related certificate;

    • (b) there is an error in the articles or in the related certificate that was made by the Director;

    • (c) the cancellation of the articles and related certificate is ordered by a court; or

    • (d) the Director lacked the authority to issue the articles and related certificate.

  • (2) For the purpose of subsection 265.1(3) of the Act, the prescribed circumstances are that there is no dispute among the directors or shareholders as to the circumstances of the request for cancellation and

    • (a) the corporation has not used the articles and related certificate; or

    • (b) if it has used them, anyone dealing with the corporation on the basis of the articles and related certificate has consented to the cancellation.

  • SOR/2010-128, s. 20

PART 13Prescribed Fees

  •  (1) The fee payable in respect of a service set out in items 1 to 3, column 1, of Schedule 5 is the applicable fee set out in column 2.

  • (2) There is no fee payable in respect of the following services:

    • (a) the receipt and examination by the Director of articles of amendment sent under section 177 of the Act, if the only purpose of the amendment is to do one or more of the following:

      • (i) add an English or French version to the corporation’s name,

      • (ii) change the corporation’s name as directed by the Director under subsection 12(2), (4) or (4.1) of the Act, or

      • (iii) change the province in which the registered office is situated or the number of directors, if the articles are sent using the Director’s online service;

    • (b) the receipt and examination by the Director of documents sent under subsection 265(1) of the Act or a request for correction referred to in subsection 265(3) of the Act, if the correction relates solely to an error made by the Director;

    • (c) the receipt and examination by the Director of a request for a cancellation referred to in subsection 265.1(1) of the Act, in the circumstance referred to in paragraph 96(1)(b) of these Regulations; or

    • (d) the provision by the Director of

      • (i) an uncertified copy or uncertified extract under subsection 266(2) of the Act, if it is requested by a department or agency of the government of Canada or of the government of a province, by a municipality in Canada or by a police or law enforcement agency in Canada, or

      • (ii) an uncertified copy or uncertified extract of a profile of a corporation generated by the Director.

  • (2.1) In addition to the applicable fees set out in item 1 of Schedule 5, the fee set out in item 4 of Schedule 5 is to be paid for

    • (a) the expedited examination of articles of revival sent under subsection 209(2) of the Act; or

    • (b) the expedited examination of any of the following documents, if sent using the Director’s online service:

      • (i) articles of incorporation sent under section 7 of the Act,

      • (ii) articles of amendment sent under subsection 27(4) or 177(1) of the Act,

      • (iii) articles of amalgamation sent under subsection 185(1) of the Act,

      • (iv) articles of continuance sent under subsection 187(3) of the Act, or

      • (v) a request for a document evidencing the satisfaction of the Director for the purpose of subsection 188(1) of the Act.

  • (3) For the purpose of subsection 49(2) of the Act, the prescribed maximum fee for the issuance of a security certificate is $3.

  • SOR/2010-128, s. 21
  • SOR/2019-225, s. 1

 On April 1, 2024 and every five years after that date, the fees set out in column 2 of Schedule 5 are to be increased by one per cent and rounded down to the nearest multiple of five dollars.

  • SOR/2019-225, s. 2

Coming into Force

 These Regulations come into force on the day on November 24, 2001.

 
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