| Toronto, Ontario Lawyers, Legislation |

 

   Laws, Legislation in Toronto, Ontario

Business Corporations Act , section: 130

Business Law, Liability of directors

Directors of a corporation who vote for or consent to a resolution authorizing the issue of a share for a consideration other than money contrary to section 23 are jointly and severally liable to the corporation to make good any amount by which the consideration received is less than the fair equivalent of the money that the corporation would have received if the share had been issued for money on the date of the resolution. R.S.O. 1990, c. B.16, s. 130 (1).

(2) Directors of a corporation who vote for or consent to a resolution authorizing, (a) any financial assistance contrary to section 20;

(b) a purchase, redemption or other acquisition of shares contrary to section 30, 31 or 32; (c) a commission contrary to section 37; (d) a payment of a dividend contrary to section 38; (e) a payment of an indemnity contrary to section 136; or (f) a payment to a shareholder contrary to section 185 or 248, are jointly and severally liable to restore to the corporation any amounts so distributed or paid and not otherwise recovered by the corporation. R.S.O. 1990, c. B.16, s. 130 (2).

director who has satisfied a judgment rendered under this section is entitled to contribution from the other directors who voted for or consented to the unlawful act upon which the judgment was founded. R.S.O. 1990, c. B.16, s. 130 (3).

A director liable under subsection (2) is entitled to apply to the court for an order compelling a shareholder or other recipient to pay or deliver to the director any money or property that was paid or distributed to the shareholder or other recipient contrary to section 20, 30, 31, 32, 37, 38, 136, 185 or 248. R.S.O. 1990, c. B.16, s. 130 (4).

In connection with an application under subsection (4), the court may, if it is satisfied that it is equitable to do so, (a) order a shareholder or other recipient to pay or deliver to a director any money or property that was paid or distributed to the shareholder or other recipient contrary to section 20, 30, 31, 32, 37, 38, 136, 185 or 248;

(b) order a corporation to return or issue shares to a person from whom the corporation has purchased, redeemed or otherwise acquired shares; or (c) make any further order it thinks fit. R.S.O. 1990, c. B.16, s. 130 (5).

A director is not liable under subsection (1) if the director proves that he or she did not know and could not reasonably have known that the share was issued for a consideration less than the fair equivalent of the money that the corporation would have received if the share had been issued for money. R.S.O. 1990, c. B.16, s. 130 (6).

Repealed: 2002, c. 24, Sched. B, s. 25.

Comments : 

This is not the official web site for the  Ontario legislature or the Parliament of Canada. 

20070622110244

The section data above may not be current. Please check statute at government site and consult with your own lawyer to ensure currency. Because this information comes from many sources who may be students and not lawyers or attorneys and because this site does NOT contain solicitor-to-client personalized advice it would be unsafe to apply this information to your particular set of facts. Do not rely upon this information. Consult a lawyer face-to-face.

Canada Statutes   Ontario Statutes     Edit

If you are a lawyer or a law student and you find an error or omission on this  Business Law  page, please notify Stephen R. Biss, Barrister & Solicitor, with a proper correction, addition, usable commentary, or cross-reference that we can add to this page and if we use it, we will create a free link to your Canadian law firm web site from this page. Stephen Biss does not normally practice Business Law, but there are many  Toronto lawyers and other GTA Business Law lawyers who do. We maintain this database to stay current in areas of law where we do not normally practice.

 

Toronto lawyers

Toronto lawyers, Toronto family law lawyers, other family law legislation

Toronto lawyers, Toronto wills law lawyers, other wills and estates law legislation

Toronto lawyers, Toronto business law lawyers, other business law legislation

Toronto lawyers, Toronto corporations law lawyers, other corporations law legislation

Toronto lawyers, Toronto civil litigation law lawyers, other litigation law legislation and rules

 

 

For more information respecting this database or to report misuse contact: Allbiss Lawdata Ltd., 303-470 Hensall Circle, Mississauga, Ontario, Canada, L5A 3V4. Allbiss Lawdata Ltd. is not a law firm. The author and the participants make no representation or warranty  whatsoever as to the authenticity and reliability of the information contained herein. Advertisement. Any lawyers listed at this site do not practice in association. WARNING: All information contained herein is provided for the purpose of providing basic information only and should not be construed as formal legal advice. The authors disclaim any and all liability resulting from reliance upon such information. You are strongly encouraged to seek professional legal advice before relying upon any of the information contained herein. Legal advice should be sought directly from a properly retained lawyer or attorney.

 

Warning: This is NOT a government web site. The information provided herein has NOT been provided by a government. This information has been provided by a lawyer or attorney or student, for the purpose of providing basic information about the laws and regulations enacted by a government and the government offices that apply laws and regulations, and for the purpose of encouraging discussion and facilitating proper legal challenges related to the application of laws and regulations made by government. Citizens always have the right to challenge government. Citizens need independent information not provided by government about government offices, phone numbers, locations, and their services or lack thereof. Please note that the information provided may not be up to date. It is your responsibility to meet with a lawyer or attorney in person to get complete advice. Information provided by some government sites may also be sometimes out of date, sometimes incomplete, or sometimes focused on protection of government politicians, officers, policy initiatives, and interests. It is essential that you retain and instruct an independent lawyer or attorney to represent YOUR interests and inform you accordingly.