BILL 17 - An Act to Amend the Business Corporations Act

BILL 17

An Act to Amend the Business Corporations Act

Her Majesty, by and with the advice and consent of the Legislative Assembly of New Brunswick, enacts as follows:

1 Section 1 of the Business Corporations Act, chapter B-9.1 of the Acts of New Brunswick, 1981, is amended

(a) in subsection (1) of the French version in the definition «personne» by striking out "éxécuteur" and substituting "exécuteur";

(b) in paragraph (2)b) of the French version by striking out "afiliés" and substituting "affiliés";

(c) in subsection (5) of the English version in the portion preceding paragraph (a) by striking out "subsiduary" and substituting "subsidiary".

2 Subsection 8(1) of the Act is amended by striking out "the last word" and substituting "part, other than only in a figurative or descriptive sense,".

3 Subsection 10(1) of the Act is amended by striking out the portion preceding paragraph (a) and substituting the following:

10(1) A corporation shall not be incorporated with, continued with or have a name

4 Section 13 of the Act is amended

(a) in subsection (2) of the French version by striking out "pouvoires" and substituting "pouvoirs";

(b) by adding after subsection (3) the following:

13(4) Paragraphs (3)(a.2) and (a.3) do not apply so as to restrict a professional corporation as defined in the Law Society Act, 1996 in relation to the practice of law or the provision of services directly associated with the practice of law.

5 Subsection 33(1) of the French version of the Act is amended by striking out "n’exédant pas" and substituting "n’excédant pas".

6 Subsection 72(4) of the French version of the Act is amended by striking out "administrafifs" and substituting "administratifs".

7 Paragraph 77(7)a) of the French version of the Act is amended by striking out "au paragraphes" and substituting "aux paragraphes".

8 Subsection 90(3) of the English version of the Act is amended

(a) in paragraph (b) in the portion preceding subparagraph (i) by striking out "transferree" and substituting "transferee";

(b) in the portion following paragraph (b) by striking out "transferree" and substituting "transferee".

9 Subsection 95(1) of the French version of the Act is amended by striking out "l’occurence" and substituting "l’occurrence".

10 Subsection 99(4) of the English version of the Act is amended by striking out "tranferee" and substituting "transferee".

11 Subsection 108(2) of the French version of the Act is amended by striking out "vingt-et-un" and substituting "vingt et un".

12 Paragraph 109(5)c) of the French version of the Act is amended by striking out "aprend" and substituting "apprend".

13 Paragraph 122(2)b) of the French version of the Act is amended by striking out "valeur des ses" and substituting "valeur de ses".

14 Paragraph 125a) of the French version of the Act is amended by striking out "substituent" and substituting "subsistent".

15 Subsection 126(6) of the French version of the Act is amended by striking out "prorogation été" and substituting "prorogation a été".

16 Subsection 127(1) of the English version of the Act is amended by striking out "jursidiction" and substituting "jurisdiction".

17 Paragraph 134b) of the French version of the Act is amended by striking out "aquiert" and substituting "acquiert".

18 Section 143 of the English version of the Act is amended

(a) in paragraph (3)(c) by striking out "he name" and substituting "the name";

(b) in subsection (4) by striking out "(b" and substituting "(b)".

19 Paragraph 145(1)(b) of the English version of the Act is amended by striking out "he powers" and substituting "the powers".

20 Subsection 155(3) of the French version of the Act is amended by striking out "mobilères" and substituting "mobilières".

21 Paragraph 164(2)a) of the French version of the Act is amended by adding a comma after "poursuivie".

22 Paragraph 168(3)c) of the French version of the Act is amended by striking out "supression" and substituting "suppression".

23 Subsection 176(5) of the French version of the Act is amended by striking out "n’entraine pas" and substituting "n’entraîne pas".

24 Subsection 185(1) of the Act is amended

(a) in paragraph c.2) of the French version by striking out "fixant" and substituting "fixer";

(b) by adding after paragraph (e) the following:

(e.1) defining "bank" for the purposes of paragraph 195(d);

25 Section 195 of the Act is amended

(a) in paragraph a) of the French version by striking out "license" and substituting "licence";

(b) by repealing paragraph (b) and substituting the following:

(b) an extra-provincial corporation to which the Foreign Resident Corporations Act applies,

(c) in paragraph (c) by striking out the period at the end of the paragraph and substituting a comma followed by "or";

(d) by adding after paragraph (c) the following:

(d) a bank incorporated under the laws of Canada or any other bank as defined in the regulations.

26 Subsection 197(3) of the French version of the Act is amended by adding a period at the end of the subsection.

27 Section 201 of the French version of the Act is amended

(a) in subparagraph (2)a)(i) by striking out "où" and substituting "ou";

(b) in subsection (3.5) by striking out "dans le vingt jours" and substituting "dans les vingt jours".

28 Subsection 202(2) of the French version of the Act is amended by adding a comma after "factures".

EXPLANATORY NOTES

Section 1

Typographical errors are corrected.

Section 2

The existing provision is as follows:

8(1) The word "Limited", "Limitée", "Incorporated", "Incorporée", or "Corporation" or the abbreviation "Ltd.", "Ltée", "Inc." or "Corp." shall be the last word of the name of every corporation but a corporation may use and may be legally designated by either the full or the abbreviated form.

Section 3

The existing provision is as follows:

10(1) A corporation shall not be incorporated or continued with a name or be given a name upon an application to change its name ...

Section 4

(a) A typographical error is corrected.

(b) With the amendment, paragraphs 13(3)(a.2) and (a.3) of the Business Corporations Act will not apply so as to restrict a professional corporation as defined in the Law Society Act, 1996 in relation to the practice of law or the provision of services directly associated with the practice of law.

Sections 5 to 23

Typographical errors are corrected.

Section 24

(a) A grammatical error is corrected.

(b) A regulation-making authority is added.

Section 25

(a) A typographical error is corrected.

(b) The existing provision is as follows:

195 This Part does not apply to ...

(b) an extra-provincial corporation to which the Foreign Resident Corporations Act applies, or

(c) This amendment is consequential on the amendment made in paragraph 25(d) of this amending Act.

(d) With the amendment, Part XVII of the Business Corporations Act will not apply to a bank incorporated under the laws of Canada or to any other bank as defined in the regulations under the Business Corporations Act.

Sections 26 to 28

Typographical errors are corrected.