Note To Clients

The Forfeited Corporate Property Act, 2015 (“FCPA”) requires companies created AFTER December 10, 2016 to IMMEDIATELY change their minute books and companies created BEFORE December 10, 2016 to change their minute books by DECEMBER 10, 2018.

The new , register of all ownership interests in land situated in Ontario must identify each property and list the date the corporation acquired the property or, if applicable, disposed of the property. In addition, corporations are required to keep supporting documents with the property register. Specifically, corporations must retain “a copy of any deeds, transfers or similar documents” that contain any of the following:

  1. the municipal address;
  2. the registry or land titles division and the property identifier number;
  3. the legal description; and
  4. the assessment roll number.

Practical Implications

Failing to comply may prevent corporations from obtaining financing.

Also, failure to maintain the register without reasonable cause is an offence under both the OBCA and OCA. Corporations can be fined up to $25,000 for failing to comply. Directors and/or officers can be liable for up to $2,000 each and may also be subject to imprisonment for up to one year.

To date we are unaware of any enforcement proceedings by the Ministry.