Business Law, Taxation law

Corporate Wind-Ups: Recent Developments

Apr 23rd, 2015

By Daniel Frajman

Six months have now passed since the October 17, 2014 deadline within which non-profits and charities incorporated federally under old Part II of the Canada Corporations Act were supposed to file articles of continuance under the Canada Not-for-profit Corporations Act (the “CNCA”).  Therefore, enough time has passed to allow some reflection on what was learned from the continuance process.

In my view, one lesson from the process is that once assets enter the non-profit or charitable sector, they usually do not leave the sector (unless of course they are used in non-profit or charitable activities, or are replaced by other assets of similar or greater value).

This lesson was highlighted for me when I was preparing corporate wind-up clauses for corporate articles of incorporation (and continuance) under the CNCA.

More details on this can be found in my article, titled Corporate Wind-Ups: Recent Developments, which first appeared in the Canadian Not-For-Profit News in April 2013, published by Carswell.

Daniel Frajman, TEP, a shareholder of Spiegel Sohmer, a Montreal law firm, negotiates and drafts contracts for business and real estate sales and purchase transactions, leases, debt and equity financings, shareholders’ agreements, trusts, wills, and for non-taxable non-profit and charitable businesses.