Winding-up and Restructuring Act (R.S.C., 1985, c. W-11)

Act current to 2014-09-01 and last amended on 2013-04-01. Previous Versions

Winding-up and Restructuring Act

R.S.C., 1985, c. W-11

An Act respecting the winding-up and restructuring of companies

SHORT TITLE

Marginal note:Short title

 This Act may be cited as the Winding-up and Restructuring Act.

  • R.S., 1985, c. W-11, s. 1;
  • 1996, c. 6, s. 134.

INTERPRETATION

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

    “aircraft objects”

    “aircraft objects”[Repealed, 2012, c. 31, s. 422]

    “assets”

    « actif » ou « éléments d’actif »

    “assets” means

    • (a) in respect of a foreign insurance company, the assets in Canada, within the meaning of subsection 2(1) of the Insurance Companies Act, of the foreign insurance company together with its other assets held in Canada under the control of its chief agent, within the meaning of section 571 of that Act, including all amounts received or receivable in respect of its insurance business in Canada, and

    • (b) in respect of an authorized foreign bank, assets within the meaning of section 618 of the Bank Act;

    “authorized foreign bank”

    « banque étrangère autorisée »

    “authorized foreign bank” has the same meaning as in section 2 of the Bank Act;

    “capital stock”

    « capital social »

    “capital stock” includes a capital stock de jure or de facto;

    “company”

    « compagnie »

    “company” includes any corporation subject to this Act;

    “contributory”

    « contributeur »

    “contributory” means a person liable to contribute to the assets of a company under this Act, and, in all proceedings for determining the persons who are to be deemed contributories and in all proceedings prior to the final determination of those persons, it includes any person alleged to be a contributory;

    “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 the Province of 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;

    “creditor”

    « créancier »

    “creditor” includes all persons having any claim against a company, present or future, certain, ascertained or contingent, for liquidated or unliquidated damages, and in all proceedings for determining the persons who are to be deemed creditors, it includes any person making any such claim;

    “federal credit union”

    « coopérative de crédit fédérale »

    “federal credit union” has the same meaning as in section 2 of the Bank Act;

    “financial institution”

    « institution financière »

    “financial institution” has the same meaning as in section 3 of the Office of the Superintendent of Financial Institutions Act;

    “foreign insurance company”

    « société étrangère »

    “foreign insurance company” means an insurance company that is authorized under Part XIII of the Insurance Companies Act to insure in Canada risks;

    “insurance company”

    « compagnie d’assurance »

    “insurance company” means a company transacting the business of insurance and includes any unincorporated association or reciprocal exchange transacting that business;

    “Minister”

    “Minister”[Repealed, 1999, c. 28, s. 76]

    “official gazette”

    « gazette officielle »

    “official gazette” means the Canada Gazette and the gazette published under the authority of the government of the province where the proceedings for the winding-up of the business of a company are carried on, or used as the official means of communication between the lieutenant governor of that province and the people, and if no such gazette is published in the province, any newspaper published in the province and designated by a court for publishing the notices required by this Act;

    “Superintendent”

    « surintendant »

    “Superintendent” means the Superintendent of Financial Institutions appointed pursuant to subsection 5(1) of the Office of the Superintendent of Financial Institutions Act and a reference to the "Office of the Superintendent" shall be construed as a reference to the office established by section 4 of that Act;

    “trading company”

    « compagnie de commerce »

    “trading company” means any company, except a railway or telegraph company, carrying on business similar to that carried on by apothecaries, auctioneers, bankers, brokers, brickmakers, builders, carpenters, carriers, cattle or sheep salesmen, coach proprietors, dyers, fullers, keepers of inns, taverns, hotels, saloons or coffee houses, lime burners, livery stable keepers, market gardeners, millers, miners, packers, printers, quarrymen, sharebrokers, ship-owners, shipwrights, stockbrokers, stock-jobbers, victuallers, warehousemen, wharfingers, persons using the trade of merchandise by way of bargaining, exchange, bartering, commission, consignment or otherwise, in gross or by retail, or by persons who, either for themselves, or as agents or factors for others, seek their living by buying and selling or buying and letting for hire goods or commodities, or by the manufacture, workmanship or the conversion of goods or commodities or trees;

    “winding-up order”

    « ordonnance de mise en liquidation »

    “winding-up order” means an order granted by a court under this Act to wind up the business of a company, and includes any order granted by the court to bring under this Act any company in liquidation or in process of being wound up.

  • Marginal note:Business in Canada

    (2) For the purposes of this Act, a reference to the business in Canada of an authorized foreign bank is deemed to be a reference to the business in Canada of the authorized foreign bank under Part XII.1 of the Bank Act.

  • Marginal note:Creditors

    (3) For the purposes of this Act, a reference to a creditor in respect of an authorized foreign bank is deemed to be a reference to a creditor of the authorized foreign bank in respect of its business in Canada.

  • R.S., 1985, c. W-11, s. 2;
  • R.S., 1985, c. 27 (2nd Supp.), s. 10;
  • 1990, c. 17, s. 43;
  • 1992, c. 1, s. 145(F);
  • 1995, c. 1, s. 62;
  • 1996, c. 6, s. 135;
  • 1998, c. 30, s. 14;
  • 1999, c. 3, s. 85, c. 28, s. 76;
  • 2002, c. 7, s. 251;
  • 2005, c. 3, s. 17;
  • 2007, c. 6, s. 443;
  • 2010, c. 12, s. 2126;
  • 2012, c. 31, s. 422.