Canada Business Corporations Act (R.S.C., 1985, c. C-44)

Act current to 2015-11-16 and last amended on 2015-02-26. Previous Versions

Marginal note:Rights and obligations
  •  (1) An authenticating trustee, registrar, transfer agent or other agent or mandatary of an issuer has, in respect of the issue, registration of transfer and cancellation of a security of the issuer,

    • (a) a duty to the issuer to exercise good faith and reasonable diligence; and

    • (b) the same obligations to the holder or owner of a security and the same rights, privileges and immunities as the issuer.

  • Marginal note:Notice to agent or mandatary

    (2) Notice to an authenticating trustee, registrar, transfer agent or other agent or mandatary of an issuer is notice to the issuer with respect to the functions performed by the agent or mandatary.

  • R.S., 1985, c. C-44, s. 81;
  • 2011, c. 21, s. 41.


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

    “event of default”

    « cas de défaut »

    “event of default” means an event specified in a trust indenture on the occurrence of which

    • (a) a security interest constituted by the trust indenture becomes enforceable, or

    • (b) the principal, interest and other moneys payable thereunder become or may be declared to be payable before maturity,

    but the event is not an event of default until all conditions prescribed by the trust indenture in connection with such event for the giving of notice or the lapse of time or otherwise have been satisfied;


    « fiduciaire »

    “trustee” means any person appointed as trustee, including the administrator of the property of others, under the terms of a trust indenture to which a corporation is a party and includes any successor trustee;

    “trust indenture”

    « acte de fiducie »

    “trust indenture” means any deed, indenture or other instrument or act, including any supplement or amendment, made by a corporation after its incorporation or continuance under this Act, under which the corporation issues debt obligations and in which a person is appointed as trustee for the holders of the debt obligations.

  • Marginal note:Application

    (2) This Part applies to a trust indenture if the debt obligations issued or to be issued under the trust indenture are part of a distribution to the public.

  • Marginal note:Exemption

    (3) The Director may exempt a trust indenture from this Part if the trust indenture, the debt obligations issued thereunder and the security interest effected thereby are subject to a law of a province or a country other than Canada that is substantially equivalent to this Part.

  • R.S., 1985, c. C-44, s. 82;
  • 2001, c. 14, s. 34(F);
  • 2011, c. 21, s. 42.