Companies’ Creditors Arrangement Act (R.S.C., 1985, c. C-36)

Act current to 2014-08-05 and last amended on 2013-04-01. Previous Versions

Companies’ Creditors Arrangement Act

R.S.C., 1985, c. C-36

An Act to facilitate compromises and arrangements between companies and their creditors

SHORT TITLE

Marginal note:Short title

 This Act may be cited as the Companies’ Creditors Arrangement Act.

  • R.S., c. C-25, s. 1.

INTERPRETATION

Marginal note:Definitions
  •  (1) In this Act,

    “aircraft objects”

    “aircraft objects”[Repealed, 2012, c. 31, s. 419]

    “bargaining agent”

    « agent négociateur »

    “bargaining agent” means any trade union that has entered into a collective agreement on behalf of the employees of a company;

    “bond”

    « obligation »

    “bond” includes a debenture, debenture stock or other evidences of indebtedness;

    “cash-flow statement”

    « état de l’évolution de l’encaisse »

    “cash-flow statement”, in respect of a company, means the statement referred to in paragraph 10(2)(a) indicating the company’s projected cash flow;

    “claim”

    « réclamation »

    “claim” means any indebtedness, liability or obligation of any kind that would be a claim provable within the meaning of section 2 of the Bankruptcy and Insolvency Act;

    “collective agreement”

    « convention collective »

    “collective agreement”, in relation to a debtor company, means a collective agreement within the meaning of the jurisdiction governing collective bargaining between the debtor company and a bargaining agent;

    “company”

    « compagnie »

    “company” means any company, corporation or legal person incorporated by or under an Act of Parliament or of the legislature of a province, any incorporated company having assets or doing business in Canada, wherever incorporated, and any income trust, but does not include banks, authorized foreign banks within the meaning of section 2 of the Bank Act, railway or telegraph companies, insurance companies and companies to which the Trust and Loan Companies Act applies;

    “court”

    « tribunal »

    “court” means

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

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

    • (b) in Quebec, the Superior Court,

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

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

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

    “debtor company”

    « compagnie débitrice »

    “debtor company” means any company that

    “director”

    « administrateur »

    “director” means, in the case of a company other than an income trust, a person occupying the position of director by whatever name called and, in the case of an income trust, a person occupying the position of trustee by whatever named called;

    “eligible financial contract”

    « contrat financier admissible »

    “eligible financial contract” means an agreement of a prescribed kind;

    “equity claim”

    « réclamation relative à des capitaux propres »

    “equity claim” means a claim that is in respect of an equity interest, including a claim for, among others,

    • (a) a dividend or similar payment,

    • (b) a return of capital,

    • (c) a redemption or retraction obligation,

    • (d) a monetary loss resulting from the ownership, purchase or sale of an equity interest or from the rescission, or, in Quebec, the annulment, of a purchase or sale of an equity interest, or

    • (e) contribution or indemnity in respect of a claim referred to in any of paragraphs (a) to (d);

    “equity interest”

    « intérêt relatif à des capitaux propres »

    “equity interest” means

    • (a) in the case of a company other than an income trust, a share in the company — or a warrant or option or another right to acquire a share in the company — other than one that is derived from a convertible debt, and

    • (b) in the case of an income trust, a unit in the income trust — or a warrant or option or another right to acquire a unit in the income trust — other than one that is derived from a convertible debt;

    “financial collateral”

    « garantie financière »

    “financial collateral” means any of the following that is subject to an interest, or in the Province of Quebec a right, that secures payment or performance of an obligation in respect of an eligible financial contract or that is subject to a title transfer credit support agreement:

    • (a) cash or cash equivalents, including negotiable instruments and demand deposits,

    • (b) securities, a securities account, a securities entitlement or a right to acquire securities, or

    • (c) a futures agreement or a futures account;

    “income trust”

    « fiducie de revenu »

    “income trust” means a trust that has assets in Canada if

    • (a) its units are listed on a prescribed stock exchange on the day on which proceedings commence under this Act, or

    • (b) the majority of its units are held by a trust whose units are listed on a prescribed stock exchange on the day on which proceedings commence under this Act;

    “initial application”

    « demande initiale »

    “initial application” means the first application made under this Act in respect of a company;

    “monitor”

    « contrôleur »

    “monitor”, in respect of a company, means the person appointed under section 11.7 to monitor the business and financial affairs of the company;

    “net termination value”

    « valeurs nettes dues à la date de résiliation »

    “net termination value” means the net amount obtained after netting or setting off or compensating the mutual obligations between the parties to an eligible financial contract in accordance with its provisions;

    “prescribed”

    Version anglaise seulement

    “prescribed” means prescribed by regulation;

    “secured creditor”

    « créancier garanti »

    “secured creditor” means a holder of a mortgage, hypothec, pledge, charge, lien or privilege on or against, or any assignment, cession or transfer of, all or any property of a debtor company as security for indebtedness of the debtor company, or a holder of any bond of a debtor company secured by a mortgage, hypothec, pledge, charge, lien or privilege on or against, or any assignment, cession or transfer of, or a trust in respect of, all or any property of the debtor company, whether the holder or beneficiary is resident or domiciled within or outside Canada, and a trustee under any trust deed or other instrument securing any of those bonds shall be deemed to be a secured creditor for all purposes of this Act except for the purpose of voting at a creditors’ meeting in respect of any of those bonds;

    “shareholder”

    « actionnaire »

    “shareholder” includes a member of a company — and, in the case of an income trust, a holder of a unit in an income trust — to which this Act applies;

    “Superintendent of Bankruptcy”

    « surintendant des faillites »

    “Superintendent of Bankruptcy” means the Superintendent of Bankruptcy appointed under subsection 5(1) of the Bankruptcy and Insolvency Act;

    “Superintendent of Financial Institutions”

    « surintendant des institutions financières »

    “Superintendent of Financial Institutions” means the Superintendent of Financial Institutions appointed under subsection 5(1) of the Office of the Superintendent of Financial Institutions Act;

    “title transfer credit support agreement”

    « accord de transfert de titres pour obtention de crédit »

    “title transfer credit support agreement” means an agreement under which a debtor company has provided title to property for the purpose of securing the payment or performance of an obligation of the debtor company in respect of an eligible financial contract;

    “unsecured creditor”

    « créancier chirographaire »

    “unsecured creditor” means any creditor of a company who is not a secured creditor, whether resident or domiciled within or outside Canada, and a trustee for the holders of any unsecured bonds issued under a trust deed or other instrument running in favour of the trustee shall be deemed to be an unsecured creditor for all purposes of this Act except for the purpose of voting at a creditors’ meeting in respect of any of those bonds.

  • Meaning of “related” and “dealing at arm’s length”

    (2) For the purpose of this Act, section 4 of the Bankruptcy and Insolvency Act applies for the purpose of determining whether a person is related to or dealing at arm’s length with a debtor company.

  • R.S., 1985, c. C-36, s. 2;
  • R.S., 1985, c. 27 (2nd Supp.), s. 10;
  • 1990, c. 17, s. 4;
  • 1992, c. 27, s. 90;
  • 1993, c. 34, s. 52;
  • 1996, c. 6, s. 167;
  • 1997, c. 12, s. 120(E);
  • 1998, c. 30, s. 14;
  • 1999, c. 3, s. 22, c. 28, s. 154;
  • 2001, c. 9, s. 575;
  • 2002, c. 7, s. 133;
  • 2004, c. 25, s. 193;
  • 2005, c. 3, s. 15, c. 47, s. 124;
  • 2007, c. 29, s. 104, c. 36, ss. 61, 105;
  • 2012, c. 31, s. 419.