Canada Corporations Act

Version of section 3 from 2003-04-01 to 2014-06-12:

Marginal note:Definitions
  •  (1) In this Part and in all letters patent and supplementary letters patent issued under

    “accounts receivable”

    « comptes à recevoir »

    “accounts receivable” includes existing or future book debts, accounts, claims, moneys and choses in action or any class or part thereof and all contracts, securities, bills, notes, books, instruments and other documents securing, evidencing or in any way relating to the same or any of them, but shall not include uncalled share capital of the company or calls made but not paid;

    “court”

    « cour »

    “court” means

    • (a) in Ontario, Nova Scotia, British Columbia and Newfoundland, the Supreme Court,

    • (a.1) in Prince Edward Island, the Trial Division of the Supreme Court,

    • (b) in Quebec, the Superior Court,

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

    • (d) in Yukon, the Supreme Court of Yukon, in the Northwest Territories, the Supreme Court of the Northwest Territories, and in Nunavut, the Nunavut Court of Justice;

    “debenture”

    « débenture »

    “debenture” includes bonds, debenture stock, and any other securities of a company that constitute or are entitled to the benefit of a charge on the assets of the company;

    “Department”

    « ministère »

    “Department” means the Department of Consumer and Corporate Affairs;

    “director”

    « administrateur »

    “director” includes any person occupying the position of director by whatever name he is called;

    “document”

    « document »

    “document” includes notice, order, certificate, register, summons or other legal process;

    “equity share”

    « action donnant droit de vote »

    “equity share” means any share of any class of shares of a company carrying voting rights under all circumstances and any share of any class of shares carrying voting rights by reason of the occurrence of any contingency that has occurred and is continuing;

    “judge”

    « juge »

    “judge” means in the said respective Provinces and Territories a judge of the said courts respectively;

    “Minister”

    « Ministre »

    “Minister” means the Minister of Industry;

    “mortgage”

    « hypothèque »

    “mortgage” includes charge and hypothec;

    “officer”

    « fonctionnaire »

    “officer” means the chairman or vice-chairman of the board of directors, the president, vice-president, secretary, treasurer, comptroller, general manager, managing director or any other individual who performs functions for the company similar to those normally performed by an individual occupying any such office;

    “private company”

    « compagnie privée »

    “private company” means a company as to which by letters patent or supplementary letters patent

    • (a) the right to transfer its shares is restricted,

    • (b) the number of its shareholders is limited to fifty,

    not including persons who are in the employment of the company and persons, who, having been formerly in the employment of the company, were, while in that employment, and have continued after the termination of that employment to be shareholders of the company, two or more persons holding one or more shares jointly being counted as a single shareholder, and

    • (c) any invitation to the public to subscribe for any shares or debentures of the company is prohibited;

    “public company”

    « compagnie publique »

    “public company” means a company that is not a private company;

    “real estate” or “land”

    « immeuble » ou « terre »

    “real estate” or “land” includes messuages, lands, tenements, and hereditaments of any tenure, and all immovable property of any kind;

    “securities”

    « valeurs »

    “securities” means any shares of a company or any debenture or other obligations of a company, whether secured or unsecured;

    “shareholder”

    « actionnaire »

    “shareholder” means every subscriber for or holder of a share in the capital stock of the company and includes the personal representatives of a deceased shareholder and every person who agrees with the company to become a shareholder;

    “the company” or “a company”

    « la compagnie » ou « une compagnie »

    “the company” or “a company” means any company to which this Part applies and “another company” or “any other company” means any company wherever or however incorporated;

    “undertaking”

    « entreprise »

    “undertaking” means the business of every kind which the company is authorized to carry on.

  • Marginal note:Special resolution

    (2) A by-law mentioned in section 20, subsection 29(1), section 51 or 52 may be referred to as a “special resolution”.

  • R.S., 1970, c. C-32, s. 3;
  • R.S., 1970, c. 10(1st Supp.), s. 2;
  • 1972, c. 17, s. 2;
  • 1978-79, c. 11, s. 10;
  • 1986, c. 35, s. 14;
  • 1995, c. 1, s. 32;
  • 1999, c. 3, s. 17;
  • 2002, c. 7, s. 89(E).