Trust and Loan Companies Act

Marginal note:Authority of directors and officers

19 A company or a guarantor of an obligation of a company may not assert against a person dealing with the company or with any person who has acquired rights from the company that

• (a) the company’s incorporating instrument or any by-laws of the company have not been complied with,

• (b) the persons named as directors of the company in the most recent return sent to the Superintendent under section 499 are not the directors of the company,

• (c) the place named in the incorporating instrument or the by-laws of the company is not the head office of the company,

• (d) a person held out by the company as a director, an officer or a representative of the company has not been duly appointed or has no authority to exercise the powers and perform the duties that are customary in the business of the company or usual for such director, officer or representative, or

• (e) a document issued by any director, officer or representative of the company with actual or usual authority to issue the document is not valid or not genuine,

except where the person has or ought to have by virtue of the person’s position with or relationship to the company knowledge to that effect.