Bill S-10

Animal Pedigree Act

Clause 2: Existing text of subsection 13(2):

(2) Subject to any by-laws providing for the remuneration of its directors, officers, employees and agents, all profits or accretions of value to the property of an association shall be used in furtherance of the purpose of the association and no part of the property or profits of the association may be distributed, directly or indirectly, to any member of the association.

Clause 3: Existing text of subsection 39(2):

(2) Subject to any by-laws providing for the remuneration of the Corporation’s directors, officers, employees and agents, all profits or accretions of value to the property of the Corporation shall be used in furtherance of the purpose of the Corporation and no part of the property or profits of the Corporation may be distributed, directly or indirectly, to any member of the Corporation.

Clause 4: Relevant portion of subsection 43(1):

43. (1) The Board shall make by-laws

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(d) respecting the appointment, remuneration, powers, functions and duties of employees and agents of the Corporation;

Bank of Canada Act

Clause 5: Existing text of subsection 4(2):

(2) The Bank may establish branches and agencies and appoint agents in Canada and may also, with the approval of the Governor in Council, establish branches and appoint agents elsewhere than in Canada.

Clause 6: Relevant portion of section 18:

18. The Bank may

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(m) open accounts in a central bank in any other country or in the Bank for International Settlements, accept deposits from central banks in other countries, the Bank for International Settlements, the International Monetary Fund, the International Bank for Reconstruction and Development and any other official international financial organization, act as agent, depository or correspondent for any of those banks or organizations, and pay interest on any of those deposits;

Bankruptcy and Insolvency Act

Clause 7: (2) to (5) Existing text of the definitions:

“bankrupt” means a person who has made an assignment or against whom a receiving order has been made or the legal status of that person;

“property” includes money, goods, things in action, land and every description of property, whether real or personal, legal or equitable, and whether situated in Canada or elsewhere, and includes obligations, easements and every description of estate, interest and profit, present or future, vested or contingent, in, arising out of or incident to property;

“sheriff” includes bailiff and any officer charged with the execution of a writ or other process under this Act or any other Act or proceeding with respect to any property of a debtor;

(6) Relevant portion of the definition:

“date of the initial bankruptcy event”, in respect of a person, means the earliest of the date of filing of or making of

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(d) the first petition for a receiving order against the person, in any case

(i) referred to in paragraph 50.4(8)(a) or 57(a) or subsection 61(2), or

(ii) where a notice of intention to make a proposal has been filed under section 50.4 or a proposal has been filed under section 62 in respect of the person and the person files an assignment before the court has approved the proposal, or

(e) the petition in respect of which a receiving order is made, in the case of a petition other than one referred to in paragraph (d);

(7) to (9) New.

(10) Existing text of subsection 2(2):

(2) A reference in this Act to land or real property shall be construed as including a reference to an immovable.

Clause 8: Relevant portion of section 2.1:

2.1 For the purposes of this Act, the bankruptcy or putting into bankruptcy of a person occurs at the time or date of

(a) the granting of a receiving order against the person;

Clause 9: Relevant portion of subsection 4(3):

(3) For the purposes of this section,

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(c) a person who has a right under a contract, in equity or otherwise, either immediately or in the future and either absolutely or contingently, to, or to acquire, shares in a corporation, or to control the voting rights of shares in a corporation, shall, except where the contract provides that the right is not exercisable until the death of an individual designated therein, be deemed to have the same position in relation to the control of the corporation as if he owned the shares;

Clause 10: (1) Existing text of subsection 10(1):

10. (1) Where, on information supplied by an official receiver, trustee or other person, the Superintendent suspects, on reasonable grounds, that a person has, in connection with any estate or matter to which this Act applies, committed an offence under this Act or any other Act of Parliament, the Superintendent may, if it appears to the Superintendent that the alleged offence might not otherwise be investigated, make or cause to be made such inquiries or investigations as the Superintendent deems expedient with respect to the conduct, dealings and transactions of the debtor concerned, the causes of the bankruptcy or insolvency of the debtor and the disposition of the property of the debtor.

(2) and (3) Existing text of subsections 10(3) and (4):

(3) Where, on the application of the Superintendent or the Superintendent’s authorized representative, a subpoena has been issued by the court, the Superintendent may, for the purpose of an investigation under subsection (1), examine or cause to be examined under oath before the registrar of the court or other authorized person, the debtor, any person whom the Superintendent suspects, on reasonable grounds, has knowledge of the affairs of the debtor, or any person who is or has been an agent, clerk, servant, officer, director or employee of the debtor, with respect to the conduct, dealings and transactions of the debtor, the causes of the bankruptcy or insolvency of the debtor, and the disposition of the property of the debtor, and may order any person liable to be so examined to produce any books, records, papers or documents in the person’s possession or under the control of the person relating to the debtor and the conduct, dealings and transactions of the debtor, the causes of the bankruptcy or insolvency of the debtor or the disposition of the debtor’s property.

(4) A person being examined pursuant to this section is bound to answer all questions relating to the conduct, dealings and transactions of the debtor, the causes of the debtor’s bankruptcy or insolvency and the disposition of the debtor’s property.

Clause 11: Existing text of subsection 11(2):

(2) Notwithstanding section 136, a recovery made as the result of any inquiries or investigation made or caused to be made pursuant to section 10 shall be applied to the reimbursement of any costs and expenses incurred by the Superintendent thereon, not being ordinary costs or expenses of the office of the Superintendent, and the balance thereafter remaining in respect of the recovery shall be made available for the benefit of the creditors of the debtor.

Clause 12: Existing text of subsection 13.2(7):

(7) Where a licence ceases to be valid by virtue of subsection (3) or is suspended or cancelled under subsection (5), the Superintendent may impose on the trustee such requirements as the Superintendent considers appropriate, including a requirement that the trustee deposit security for the protection of an estate.

Clause 13: (1) and (2) Relevant portion of subsection 13.3(1):

13.3 (1) Except with the permission of the court and on such conditions as the court may impose, no trustee shall act as trustee in relation to the estate of a debtor

(a) where the trustee is, or at any time during the two preceding years was

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(iv) the auditor, accountant or solicitor, or a partner or employee of the auditor, accountant or solicitor, of the debtor; or

(b) where the trustee is

(i) the trustee under a trust indenture issued by the debtor or any person related to the debtor, or

(ii) related to the trustee under a trust indenture referred to in subparagraph (i).

Clause 14: Existing text of subsection 13.4(1):

13.4 (1) No trustee shall, while acting as the trustee of an estate, act for or assist a secured creditor of the estate to assert any claim against the estate or to realize or otherwise deal with the security that the secured creditor holds, unless the trustee has obtained a written opinion of a solicitor who does not act for the secured creditor that the security is valid and enforceable as against the estate.

Clause 15: Existing text of section 14:

14. The creditors may, at any meeting by special resolution, appoint or substitute another licensed trustee for the trustee named in an assignment, receiving order or proposal, or otherwise appointed or substituted.

Clause 16: (1) Existing text of subsection 14.06(1):

14.06 (1) No trustee is bound to assume the duties of trustee in matters relating to assignments, receiving orders or proposals, but having accepted an appointment in relation to those matters the trustee shall, until discharged or another trustee is appointed in the trustee’s stead, perform the duties required of a trustee under this Act.

(2) Relevant portion of subsection 14.06(2):

(2) Notwithstanding anything in any federal or provincial law, a trustee is not personally liable in that position for any environmental condition that arose or environmental damage that occurred

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(b) after the trustee’s appointment unless it is established that the condition arose or the damage occurred as a result of the trustee’s gross negligence or wilful misconduct.

(3) and (4) Relevant portion of subsection 14.06(4):

(4) Notwithstanding anything in any federal or provincial law but subject to subsection (2), where an order is made which has the effect of requiring a trustee to remedy any environmental condition or environmental damage affecting property involved in a bankruptcy, proposal or receivership, the trustee is not personally liable for failure to comply with the order, and is not personally liable for any costs that are or would be incurred by any person in carrying out the terms of the order,

(a) if, within such time as is specified in the order, within ten days after the order is made if no time is so specified, within ten days after the appointment of the trustee, if the order is in effect when the trustee is appointed, or during the period of the stay referred to in paragraph (b), the trustee

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(ii) on notice to the person who issued the order, abandons, disposes of or otherwise releases any interest in any real property affected by the condition or damage;

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(c) if the trustee had, before the order was made, abandoned or renounced or been divested of any interest in any real property affected by the condition or damage.

(5) Existing text of subsections 14.06(6) to (8):

(6) Where the trustee has abandoned or renounced any interest in real property affected by the environmental condition or environmental damage, claims for costs of remedying the condition or damage shall not rank as costs of administration.

(7) Any claim by Her Majesty in right of Canada or a province against the debtor in a bankruptcy, proposal or receivership for costs of remedying any environmental condition or environmental damage affecting real property of the debtor is secured by a charge on the real property and on any other real property of the debtor that is contiguous thereto and that is related to the activity that caused the environmental condition or environmental damage, and the charge

(a) is enforceable in accordance with the law of the jurisdiction in which the real property is located, in the same way as a mortgage, hypothec or other security on real property; and

(b) ranks above any other claim, right or charge against the property, notwithstanding any other provision of this Act or anything in any other federal or provincial law.

(8) Notwithstanding subsection 121(1), a claim against a debtor in a bankruptcy or proposal for the costs of remedying any environmental condition or environmental damage affecting real property of the debtor shall be a provable claim, whether the condition arose or the damage occurred before or after the date of the filing of the proposal or the date of the bankruptcy.

Clause 17: Existing text of section 15.1:

15.1 A trustee is deemed to be a trustee for the purposes of the definition “trustee” in section 2 of the Criminal Code.

Clause 18: (1) and (2) Existing text of subsections 16(1) to (3):

16. (1) Every trustee duly appointed shall forthwith give security in cash or by bond of a guaranty company satisfactory to the official receiver for the due accounting for, the payment and the transfer of all property received by the trustee as trustee and for the due and faithful performance of the trustee’s duties.

(2) The security required to be given under subsection (1) shall be deposited with the official receiver, shall be given in favour of the creditors generally and may be enforced by any succeeding trustee or by any one of the creditors on behalf of all by direction of the court, and may be increased or reduced by the official receiver.

(3) The trustee shall, as soon as possible, take possession of the deeds, books, records and documents and all property of the bankrupt and make an inventory, and for the purpose of making an inventory the trustee is entitled to enter, subject to subsection (3.1), on any premises on which the deeds, books, records, documents or property of the bankrupt may be, notwithstanding that they may be in the possession of a sheriff, a secured creditor or other claimant thereto.

Clause 19: Existing text of subsection 19(1):

19. (1) The trustee may prior to the first meeting of creditors obtain such legal advice and take such court proceedings as he may consider necessary for the recovery or protection of the property of the bankrupt.

Clause 20: Existing text of subsection 20(1):

20. (1) The trustee may, with the permission of the inspectors, divest all or any part of the trustee’s right, title or interest in any real property of the bankrupt by a notice of quit claim or disclaimer by the trustee, and the official in charge of the land titles or registry office, as the case may be, where title to the real property is registered shall accept and register in the land register the notice when tendered for registration.

Clause 21: Existing text of subsection 26(3):

(3) The trustee shall permit the books, records and documents referred to in subsection (2) to be inspected and copies thereof made by the Superintendent, the bankrupt or any creditor or their agents at any reasonable time.

Clause 22: (1) to (4) Relevant portion of subsection 30(1):

30. (1) The trustee may, with the permission of the inspectors, do all or any of the following things:

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(b) lease any real property;

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(e) employ a solicitor or other agent to take any proceedings or do any business that may be sanctioned by the inspectors;

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(g) incur obligations, borrow money and give security on any property of the bankrupt by mortgage, hypothec, charge, assignment, pledge or otherwise, such obligations and money borrowed to be discharged or repaid with interest out of the property of the bankrupt in priority to the claims of the creditors;

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(k) elect to retain for the whole part of its unexpired term, or to assign, surrender or disclaim any lease of, or other temporary interest in, any property of the bankrupt; and

Clause 23: Relevant portion of subsection 36(2):

(2) A substituted trustee shall

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(d) if required by the inspectors, register a notice of the appointment in the land register of any land titles or registry office where the assignment or receiving order has been registered; and

Clause 24: Existing text of subsection 38(2):

(2) On an order under subsection (1) being made, the trustee shall assign and transfer to the creditor all his right, title and interest in the chose in action or subject-matter of the proceeding, including any document in support thereof.

Clause 25: (1) Existing text of subsection 41(4):

(4) When a trustee’s accounts have been approved by the inspectors and taxed by the court and all objections, applications and appeals have been settled or disposed of and all dividends have been paid, the estate is deemed to have been fully administered.

(2) Existing text of subsection 41(9):

(9) The discharge of a trustee under this section operates as a release of the security provided pursuant to subsection 16(1).

Clause 26: Existing text of the heading:

RECEIVING ORDERS AND ASSIGNMENTS

Clause 27: (1) to (4) Relevant portion of subsection 42(1):

42. (1) A debtor commits an act of bankruptcy in each of the following cases:

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(b) if in Canada or elsewhere he makes a fraudulent conveyance, gift, delivery or transfer of his property or of any part thereof;

(c) if in Canada or elsewhere he makes any conveyance or transfer of his property or any part thereof, or creates any charge thereon, that would under this Act be void as a fraudulent preference;

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(e) if the debtor permits any execution or other process issued against the debtor under which any of the debtor’s property is seized, levied on or taken in execution to remain unsatisfied until within five days from the time fixed by the sheriff for the sale thereof or for fifteen days after the seizure, levy or taking in execution, or if any of the debtor’s property has been sold by the sheriff, or if the execution or other process has been held by the sheriff for a period of fifteen days after written demand for payment without seizure, levy or taking in execution or satisfaction by payment, or if it is returned endorsed to the effect that the sheriff can find no property whereon to levy or to seize or take, but where interpleader proceedings have been instituted with respect to the property seized, the time elapsing between the date at which the proceedings were instituted and the date at which the proceedings are finally disposed of, settled or abandoned shall not be taken into account in calculating the period of fifteen days;

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(g) if he assigns, removes, secretes or disposes of or attempts or is about to assign, remove, secrete or dispose of any of his property with intent to defraud, defeat or delay his creditors or any of them;

(5) Existing text of subsection 42(2):

(2) Every assignment of his property other than an assignment pursuant to this Act, made by an insolvent debtor for the general benefit of his creditors, is void.

Clause 28: Existing text of the heading and sections 43 to 45:

Petition for Receiving Order

43. (1) Subject to this section, one or more creditors may file in court a petition for a receiving order against a debtor if, and if it is alleged in the petition that,

(a) the debt or debts owing to the petitioning creditor or creditors amount to one thousand dollars; and

(b) the debtor has committed an act of bankruptcy within six months next preceding the filing of the petition.

(2) Where the petitioning creditor referred to in subsection (1) is a secured creditor, he shall in his petition either state that he is willing to give up his security for the benefit of the creditors in the event of a receiving order being made against the debtor, or give an estimate of the value of his security, and in the latter case he may be admitted as a petitioning creditor to the extent of the balance of the debt due to him after deducting the value so estimated, in the same manner as if he were an unsecured creditor.

(3) The petition shall be verified by affidavit of the petitioner or by someone duly authorized on his behalf having personal knowledge of the facts alleged in the petition.

(4) Where two or more petitions are filed against the same debtor or against joint debtors, the court may consolidate the proceedings or any of them on such terms as the court thinks fit.

(5) The petition shall be filed in the court having jurisdiction in the judicial district of the locality of the debtor.

(6) At the hearing of the petition, the court shall require proof of the facts alleged in the petition and of the service of the petition, and, if satisfied with the proof, may make a receiving order.

(7) Where the court is not satisfied with the proof of the facts alleged in the petition or of the service of the petition, or is satisfied by the debtor that he is able to pay his debts, or that for other sufficient cause no order ought to be made, it shall dismiss the petition.

(8) Where there are more respondents than one to a petition, the court may dismiss the petition with respect to one or more of them, without prejudice to the effect of the petition as against the other or others of them.

(9) On a receiving order being made, the court shall appoint a licensed trustee as trustee of the property of the bankrupt, having regard, as far as the court deems just, to the wishes of the creditors.

(10) Where the debtor appears at the hearing of the petition and denies the truth of the facts alleged in the petition, the court may, instead of dismissing the petition, stay all proceedings on the petition on such terms as it may see fit to impose on the petitioner as to costs or on the debtor to prevent alienation of his property and for such time as may be required for trial of the issue relating to the disputed facts.

(11) The court may for other sufficient reason make an order staying the proceedings under a petition, either altogether or for a limited time, on such terms and subject to such conditions as the court may think just.

(12) A petitioner who is resident out of Canada may be ordered to give security for costs to the debtor, and proceedings under the petition may be stayed until the security is furnished.

(13) Where proceedings on a petition have been stayed or have not been prosecuted with due diligence and effect, the court may, if by reason of the delay or for any other cause it is deemed just, substitute or add as petitioner any other creditor to whom the debtor may be indebted in the amount required by this Act and make a receiving order on the petition of the other creditor, and shall thereupon dismiss on such terms as it may deem just the petition in the stayed or non-prosecuted proceedings.

(14) A petition shall not be withdrawn without the leave of the court.

(15) Any creditor whose claim against a partnership is sufficient to entitle him to present a bankruptcy petition may present a petition against any one or more partners of the firm without including the others.

(16) Where a receiving order has been made against one member of a partnership, any other petition against a member of the same partnership shall be filed in or transferred to the same court, and the court may give such directions for consolidating the proceedings under the petitions as it thinks just.

(17) Where a debtor against whom a petition has been filed dies, the proceedings shall, unless the court otherwise orders, be continued as if he were alive.

44. (1) Subject to section 43, a petition for a receiving order may be filed against the estate of a deceased debtor.

(2) After service of a petition for a receiving order on the legal personal representative of a deceased debtor, he shall not make payment of any moneys or transfer any property of the deceased debtor, except as required for payment of the proper funeral and testamentary expenses, until the petition is disposed of, otherwise, in addition to any penalties to which he may be subject, he is personally liable therefor.

(3) Nothing in this section invalidates any payment or transfer of property made or any act or thing done by the legal personal representative in good faith before the service of a petition referred to in subsection (2).

45. (1) Where a receiving order is made, the costs of the petitioner shall be taxed and be payable out of the estate, unless the court otherwise orders.

(2) Where the proceeds of the estate are not sufficient for the payment of any costs incurred by the trustee, the court may order the costs to be paid by the petitioner.

Clause 29: Existing text of subsection 46(1):

46. (1) The court may, if it is shown to be necessary for the protection of the estate of a debtor, at any time after the filing of a petition for a receiving order and before a receiving order is made, appoint a licensed trustee as interim receiver of the property of the debtor or of any part thereof and direct him to take immediate possession thereof on such undertaking being given by the petitioner as the court may impose with respect to interference with the debtor’s legal rights and with respect to damages in the event of the petition being dismissed.

Clause 30: Existing text of subsection 47.2(1):

47.2 (1) Where an appointment of an interim receiver is made under section 47 or 47.1, the court may make such order respecting the payment of fees and disbursements of the interim receiver as it considers proper, including an order giving the interim receiver a charge, ranking ahead of any or all secured creditors, over any or all of the assets of the debtor in respect of his claim for fees or disbursements, but the court shall not make such an order unless it is satisfied that all secured creditors who would be materially affected by the order were given reasonable advance notification and an opportunity to make representations to the court.

Clause 31: Existing text of subsection 49(1):

49. (1) An insolvent person or, if deceased, his legal personal representative with the leave of the court, may make an assignment of all his property for the general benefit of his creditors.

Clause 32: (1) and (2) Relevant portion of subsection 50(1.4):

(1.4) Secured claims may be included in the same class if the interests of the creditors holding those claims are sufficiently similar to give them a commonality of interest, taking into account

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(b) the nature and priority of the security in respect of the claims;

(3) Existing text of subsection 50(8):

(8) The court may order that a cash-flow statement or any part thereof not be released to some or all of the creditors pursuant to subsection (7) where it is satisfied that

(a) such release would unduly prejudice the insolvent person; and

(b) non-release would not unduly prejudice the creditor or creditors in question.

Clause 33: Existing text of subsection 50.4(4):

(4) The court may order that a cash-flow statement or any part thereof not be released to some or all of the creditors pursuant to subsection (3) where it is satisfied that

(a) such release would unduly prejudice the insolvent person; and

(b) non-release would not unduly prejudice the creditor or creditors in question.

Clause 34: Existing text of subsection 63(2):

(2) An order made under subsection (1) shall be made without prejudice to the validity of any sale, disposition of property or payment duly made, or anything duly done under or in pursuance of the proposal, and notwithstanding the annulment of the proposal, a guarantee given pursuant to the proposal remains in full force and effect in accordance with its terms.

Clause 35: Existing text of section 65:

65. A proposal made conditional on the purchase of shares or securities or on any other payment or contribution by the creditors shall provide that the claim of any creditor who elects not to participate in the proposal shall be valued by the court and shall be paid in cash on approval of the proposal.

Clause 36: Relevant portion of subsection 65.1(1):

65.1 (1) Where a notice of intention or a proposal has been filed in respect of an insolvent person, no person may terminate or amend any agreement with the insolvent person, or claim an accelerated payment under any agreement with the insolvent person, by reason only that

Clause 37: (1) and (2) Existing text of subsections 65.2(1) to (7):

65.2 (1) At any time between the filing of a notice of intention and the filing of a proposal, or on the filing of a proposal, in respect of an insolvent person who is a commercial tenant under a lease of real property, the insolvent person may disclaim the lease on giving thirty days notice to the landlord in the prescribed manner, subject to subsection (2).

(2) Within fifteen days after being given notice of the disclaimer of a lease under subsection (1), the landlord may apply to the court for a declaration that subsection (1) does not apply in respect of that lease, and the court, on notice to such parties as it may direct, shall, subject to subsection (3), make such a declaration.

(3) No declaration under subsection (2) shall be made if the court is satisfied that the insolvent person would not be able to make a viable proposal without the disclaimer of the lease and all other leases that the tenant has disclaimed under subsection (1).

(4) Where a lease is disclaimed under subsection (1),

(a) the landlord has no claim for accelerated rent;

(b) the proposal must indicate whether the landlord may file a proof of claim for the actual losses resulting from the disclaimer, or for an amount equal to the lesser of

(i) the aggregate of

(A) the rent provided for in the lease for the first year of the lease following the date on which the disclaimer becomes effective, and

(B) fifteen per cent of the rent for the remainder of the term of the lease after that year, and

(ii) three years’ rent; and

(c) the landlord may file a proof of claim as indicated in the proposal.

(5) The landlord’s claim shall be included in either

(a) a separate class of similar claims of landlords; or

(b) a class of unsecured claims that includes claims of creditors who are not landlords.

(6) The landlord is entitled to vote on the proposal in whichever class referred to in subsection (5) the landlord’s claim is included, and for the amount of the claim as proven.

(7) The court may, on application made at any time after the proposal is filed, determine the classes of claims of landlords and the class into which any particular landlord’s claim falls.

Clause 38: Existing text of section 65.21:

65.21 Where, in respect of a proposal concerning a bankrupt person who is a commercial tenant under a lease of real property, the tenant’s lease has been surrendered or disclaimed in the bankruptcy proceedings, subsections 65.2(3) to (7) apply in the same manner and to the same extent as if the person was not a bankrupt but was an insolvent person in respect of which a disclaimer referred to in those subsections applies.

Clause 39: Existing text of section 65.22:

65.22 Where an insolvent person who has disclaimed a lease under subsection 65.2(1) becomes bankrupt after the court approval of the proposal and before the proposal is fully performed, any claim of the landlord in respect of losses resulting from the disclaimer, including any claim for accelerated rent, shall be reduced by the amount of compensation paid under the proposal for losses resulting from the disclaimer.

Clause 40: Existing text of section 66.29:

66.29 (1) Where a consumer proposal is approved or deemed approved by the court, the administrator may, where the administrator believes on reasonable grounds that the debtor owns land or other valuable property, issue a certificate in respect of the proposal, and may cause the certificate to be filed in any place where a certificate of judgment, writ of seizure and sale or other like document may be filed.

(2) A certificate filed under subsection (1) operates as a certificate of judgment or writ of execution until the proposal is fully performed.

Clause 41: Relevant portion of section 66.33:

66.33 Where a consumer debtor in respect of whom a consumer proposal has been filed makes an assignment at any time before the court has approved or deemed to have approved the consumer proposal, the date of the assignment shall be deemed to be the earlier of

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(b) the day on which the first petition, if any, for a receiving order in respect of that consumer debtor was filed.

Clause 42: Relevant portion of subsection 66.34(1):

66.34 (1) Where a consumer proposal has been filed in respect of a consumer debtor, no person may terminate or amend any agreement with the consumer debtor, or claim an accelerated payment under any agreement with the consumer debtor, by reason only that

Clause 43: Relevant portion of subsection 69.2(4):

(4) Subject to sections 79 and 127 to 135 and subsection 248(1), the filing of a consumer proposal under subsection 66.13(2) does not prevent a secured creditor from realizing or otherwise dealing with his security in the same manner as he would have been entitled to realize or deal with it if this section had not been passed, unless the court otherwise orders, but in so ordering the court shall not postpone the right of the secured creditor to realize or otherwise deal with his security, except as follows:

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(b) in the case of a security for a debt that does not become due until more than six months after the date of the approval or deemed approval of the consumer proposal, that right shall not be postponed for more than six months from that date, unless all instalments of interest that are more than six months in arrears are paid and all other defaults of more than six months standing are cured, and then only so long as no instalment of interest remains in arrears or defaults remain uncured for more than six months, but, in any event, not beyond the date at which the debt secured by the security becomes payable under the instrument or law creating the security.

Clause 44: Existing text of sections 70 and 71:

70. (1) Every receiving order and every assignment made in pursuance of this Act takes precedence over all judicial or other attachments, garnishments, certificates having the effect of judgments, judgments, certificates of judgment, judgments operating as hypothecs, executions or other process against the property of a bankrupt, except those that have been completely executed by payment to the creditor or his agent, and except the rights of a secured creditor.

(2) Notwithstanding subsection (1), one solicitor’s bill of costs, including sheriff’s fees and land registration fees, shall be payable to the creditor who has first attached by way of garnishment or lodged with the sheriff an attachment, execution or other process against the property of the bankrupt.

71. (1) [Repealed, 1997, c. 12, s. 67]

(2) On a receiving order being made or an assignment being filed with an official receiver, a bankrupt ceases to have any capacity to dispose of or otherwise deal with his property, which shall, subject to this Act and to the rights of secured creditors, forthwith pass to and vest in the trustee named in the receiving order or assignment, and in any case of change of trustee the property shall pass from trustee to trustee without any conveyance, assignment or transfer.

Clause 45: Existing text of subsection 72(2):

(2) No receiving order, assignment or other document made or executed under the authority of this Act shall, except as otherwise provided in this Act, be within the operation of any legislative enactment in force at any time in any province relating to deeds, mortgages, judgments, bills of sale, chattel mortgages, property or registration of documents affecting title to or liens or charges on real or personal property.

Clause 46: (1) to (4) Existing text of section 73:

73. (1) An execution levied by seizure and sale of the property of a bankrupt is not invalid by reason only of its being an act of bankruptcy, and a person who purchases the property in good faith under a sale by the sheriff acquires a good title thereto against the trustee.

(2) Where an assignment or a receiving order has been made, the sheriff or other officer of any court or any other person having seized property of the bankrupt under execution or attachment or any other process shall, on receiving a copy of the assignment or the receiving order certified by the trustee as a true copy thereof, forthwith deliver to the trustee all the property of the bankrupt in his hands.

(3) Where the sheriff has sold the property of a bankrupt or any part thereof, he shall deliver to the trustee the money so realized by him less his fees and the costs referred to in subsection 70(2).

(4) Any property of a bankrupt under seizure for rent or taxes shall on production of a copy of the receiving order or the assignment certified by the trustee as a true copy thereof be delivered forthwith to the trustee, but the costs of distress are a first charge thereon, and, if the property or any part thereof has been sold, the money realized therefrom less the costs of distress and sale shall be paid to the trustee.

Clause 47: Existing text of sections 74 to 76:

74. (1) Every receiving order, or a true copy thereof certified by the registrar or other officer of the court that made it, and every assignment, or a true copy thereof certified by the official receiver, may be registered by or on behalf of the trustee in respect of the whole or any part of any real property that the bankrupt owns or in which he has any interest or estate in the proper office in every district, county and territory wherein, according to the law of the province in which the real property is situated, deeds or transfers of title and other documents relating to lands or any interest therein may be registered.

(2) Where a bankrupt is the registered owner of any land or charge, the trustee, on registration of the documents referred to in subsection (1), is entitled to be registered as owner of the land or charge free of all encumbrances or charges mentioned in subsection 70(1).

(3) Where a bankrupt owns any land or charge registered under a Land Titles Act or has or is believed to have any interest or estate therein, and for any reason a copy of the receiving order or assignment has not been registered as provided in subsection (1), a caveat or caution may be lodged with the official in charge of the land registry by the trustee, and any registration thereafter made in respect of the land or charge is subject to the caveat or caution unless it has been removed or cancelled under the provisions of the Land Titles Act under which the land, charge or interest is registered.

(4) Every registrar to whom a trustee tenders or causes to be tendered for registration any receiving order, assignment or other document shall register it according to the ordinary procedure for registering within his office documents relating to real property.

75. Notwithstanding anything in this Act, a deed, conveyance, transfer, agreement for sale, mortgage, charge or hypothec made to or in favour of abona fide purchaser or mortgagee for adequate valuable consideration and covering any real property affected by a receiving order or an assignment under this Act is valid and effectual according to the tenor thereof and according to the laws of the province in which the property is situated as fully and effectually and to all intents and purposes as if no receiving order or assignment had been made under this Act, unless the receiving order or assignment, or notice thereof, or caution, has been registered against the property in the proper office prior to the registration of the deed, conveyance, transfer, agreement for sale, mortgage, charge or hypothec in accordance with the laws of the province in which the property is situated.

76. No property of a bankrupt shall be removed out of the province in which the property was at the date when the receiving order or assignment was made, without the permission of the inspectors or an order of the court in which proceedings under this Act are being carried on or within the jurisdiction in which the property is situated.

Clause 48: Existing text of section 80:

80. Where the trustee has seized or disposed of property in the possession or on the premises of a bankrupt without notice of any claim in respect of the property and it is thereafter made to appear that the property was not at the date of the bankruptcy the property of the bankrupt or was subject to an unregistered lien, a right of retention, a pledge or a charge, the trustee is not personally liable for any loss or damage arising from the seizure or disposal sustained by any person claiming the property or an interest therein or for the costs of proceedings taken to establish a claim thereto, unless the court is of opinion that the trustee has been guilty of negligence with respect to the trustee’s duties in relation to the property.

Clause 49: (1) and (2) Relevant portion of subsection 81.2(1):

81.2 (1) Where

...

the claim of the farmer, fisherman or aquaculturist for the unpaid amount in respect of the products is secured by a charge on all the inventory of or held by the purchaser as of the day referred to in subparagraph (b)(i) or (ii), and the charge ranks above every other claim, right or charge against that inventory, regardless of when that other claim, right or charge arose, except a supplier’s right to repossess goods pursuant to section 81.1, notwithstanding any other federal or provincial Act or law; and if the trustee or receiver, as the case may be, takes possession or in any way disposes of inventory covered by the charge, the trustee or receiver is liable for the claim of the farmer, fisherman or aquaculturist to the extent of the net amount realized on the disposition of that inventory, after deducting the cost of realization, and is subrogated in and to all rights of the farmer, fisherman or aquaculturist to the extent of the amounts paid to them by the trustee or receiver.

(3) Existing text of the definitions:

“aquaculturist” includes the owner, occupier, landlord and tenant of an aquaculture operation;

“farmer” includes the owner, occupier, landlord and tenant of a farm;

Clause 50: (1) Existing text of subsection 83(1):

83. (1) Notwithstanding anything in this Act or in any other statute, the author’s manuscripts and any copyright or any interest in a copyright in whole or in part assigned to a publisher, printer, firm or person becoming bankrupt shall,

(a) if the work covered by the copyright has not been published and put on the market at the time of the bankruptcy and no expense has been incurred in connection therewith, revert and be delivered to the author or his heirs, and any contract or agreement between the author or his heirs and the bankrupt shall then terminate and be void;

(b) if the work covered by the copyright has in whole or in part been put into type and expenses have been incurred by the bankrupt, revert and be delivered to the author on payment of the expenses so incurred and the product of those expenses shall also be delivered to the author or his heirs and any contract or agreement between the author or his heirs and the bankrupt shall then terminate and be void, but if the author does not exercise his rights under this paragraph within six months of the date of the bankruptcy, the trustee may carry out the original contract; or

(c) if the trustee at the expiration of six months from the date of the bankruptcy decides not to carry out the contract, revert without expense to the author and any contract or agreement between the author or his heirs and the bankrupt shall then terminate and be void.

(2) and (3) Relevant portion of subsection 83(2):

(2) Where, at the time of the bankruptcy referred to in subsection (1), the work was published and put on the market, the trustee is entitled to sell, or authorize the sale or reproduction of, any copies of the published work, or to perform or authorize the performance of the work, but

...

(b) the trustee is not, without the written consent of the author or his heirs, entitled to assign the copyright or transfer the interest or to grant any interest therein by licence or otherwise, except on terms that will guarantee to the author or his heirs payment by way of royalties or share of the profits at a rate not less than the rate the bankrupt was liable to pay; and

(c) any contract or agreement between the author or his heirs and the bankrupt shall then terminate and be void, except with respect to the disposal, under this subsection, of copies of the work published and put on the market before the bankruptcy.

Clause 51: Existing text of section 84:

84. All sales of property made by a trustee vest in the purchaser all the legal and equitable estate of the bankrupt therein.

Clause 52: (1) and (2) Existing text of subsections 85(1) and (2):

85. (1) This Act applies to limited partnerships in like manner as if limited partnerships were ordinary partnerships, and, on all the general partners of a limited partnership becoming bankrupt, the property of the limited partnership vests in the trustee.

(2) Where a member of a partnership becomes bankrupt, the court may authorize the trustee to commence and prosecute any action in the names of the trustee and of the bankrupt’s partner, and any release by the partner of the debt or demand to which the action relates is void.

Clause 53: Relevant portion of subsection 87(1):

87. (1) A security provided for in federal or provincial legislation for the sole or principal purpose of securing a claim of Her Majesty in right of Canada or a province or of a workers’ compensation body is valid in relation to a bankruptcy or proposal only if the security is registered, before the earliest of

(a) the date a petition is filed against the debtor,

Clause 54: (1) and (2) Existing text of section 91:

91. (1) Any settlement of property made within the period beginning on the day that is one year before the date of the initial bankruptcy event in respect of the settlor and ending on the date that the settlor became bankrupt, both dates included, is void against the trustee.

(2) Any settlement of property made within the period beginning on the day that is five years before the date of the initial bankruptcy event in respect of the settlor and ending on the date that the settlor became bankrupt, both dates included, is void against the trustee if the trustee can prove that the settlor was, at the time of making the settlement, unable to pay all the settlor’s debts without the aid of the property comprised in the settlement or that the interest of the settlor in the property did not pass on the execution thereof.

(3) This section does not extend to any settlement made in favour of a purchaser or incumbrancer in good faith and for valuable consideration.

Clause 55: (1) Existing text of subsection 94(1):

94. (1) Where a person engaged in any trade or business makes an assignment of his existing or future book debts or any class or part thereof and subsequently becomes bankrupt, the assignment of book debts is void against the trustee with respect to any book debts that have not been paid at the date of the bankruptcy.

(2) Existing text of subsection 94(3):

(3) Nothing in this section renders void any assignment of book debts due at the date of the assignment from specified debtors, or of debts growing due under specified contracts, or any assignment of book debts included in a transfer of a business made in good faith and for adequate valuable consideration.

Clause 56: Existing text of subsections 95(1) and (2):

95. (1) Every conveyance or transfer of property or charge thereon made, every payment made, every obligation incurred and every judicial proceeding taken or suffered by any insolvent person in favour of any creditor or of any person in trust for any creditor with a view to giving that creditor a preference over the other creditors is, where it is made, incurred, taken or suffered within the period beginning on the day that is three months before the date of the initial bankruptcy event and ending on the date the insolvent person became bankrupt, both dates included, deemed fraudulent and void as against the trustee in the bankruptcy.

(2) Where any conveyance, transfer, charge, payment, obligation or judicial proceeding mentioned in subsection (1) has the effect of giving any creditor a preference over other creditors, or over any one or more of them, it shall be presumed, in the absence of evidence to the contrary, to have been made, incurred, taken, paid or suffered with a view to giving the creditor a preference over other creditors, whether or not it was made voluntarily or under pressure and evidence of pressure shall not be admissible to support the transaction.

Clause 57: Existing text of section 96:

96. Where the conveyance, transfer, charge, payment, obligation or judicial proceeding mentioned in section 95 is in favour of a person related to the insolvent person, the period referred to in subsection 95(1) shall be one year instead of three months.

Clause 58: (1) and (2) Relevant portion of subsection 97(1):

97. (1) No payment, delivery, conveyance, transfer, contract, dealing or transaction to, by or with a bankrupt made between the date of the initial bankruptcy event and the date of the bankruptcy is valid, except the following, which are valid if made in good faith, subject to the foregoing provisions of this Act with respect to the effect of bankruptcy on an execution, attachment or other process against property, and subject to the provisions of this Act respecting settlements, preferences and reviewable transactions:

...

(c) a conveyance or transfer by the bankrupt for adequate valuable consideration; and

(3) and (4) Existing text of subsections 97(2) and (3):

(2) The expression “adequate valuable consideration” in paragraph (1)(c) means a consideration of fair and reasonable money value with relation to that of the property conveyed, assigned or transferred, and in paragraph (1)(d) means a consideration of fair and reasonable money value with relation to the known or reasonably to be anticipated benefits of the contract, dealing or transaction.

(3) The law of set-off applies to all claims made against the estate of the bankrupt and also to all actions instituted by the trustee for the recovery of debts due to the bankrupt in the same manner and to the same extent as if the bankrupt were plaintiff or defendant, as the case may be, except in so far as any claim for set-off is affected by the provisions of this Act respecting frauds or fraudulent preferences.

Clause 59: Existing text of subsection 98(1):

98. (1) Where a person has acquired property of a bankrupt under a transaction that is void or under a voidable transaction that is set aside and has sold, disposed of, realized or collected the property or any part thereof, the money or other proceeds, whether further disposed of or not, shall be deemed the property of the trustee.

Clause 60: Existing text of subsection 99(1):

99. (1) All transactions by a bankrupt with any person dealing with him in good faith and for value in respect of property acquired by the bankrupt after the bankruptcy, if completed before any intervention by the trustee, are valid against the trustee, and any estate or interest in the property that by virtue of this Act is vested in the trustee shall determine and pass in such manner and to such extent as may be required for giving effect to any such transaction.

Clause 61: Relevant portion of subsection 101(2):

(2) Where a transaction referred to in subsection (1) has occurred, the court may give judgment to the trustee against the directors of the corporation, jointly and severally, in the amount of the dividend or redemption or purchase price, with interest thereon, that has not been paid to the corporation where the court finds that

Clause 62: Existing text of section 101.2:

101.2 Sections 91 to 101 apply as though the debtor became bankrupt on the date of the initial bankruptcy event where the proposal is annulled either by the court pursuant to subsection 63(1) or as a result of a receiving order or assignment.

Clause 63: (1) and (2) Existing text of subsections 109(4) and (5):

(4) A debtor may not be appointed a proxy to vote at any meeting of his creditors.

(5) A corporation may vote by an authorized agent at meetings of creditors.

Clause 64: Existing text of subsection 113(2):

(2) The vote of the trustee or of his partner, clerk, solicitor or solicitor’s clerk, either as creditor or as proxy for a creditor, shall not be reckoned in the majority required for passing any resolution affecting the remuneration or conduct of the trustee.

Clause 65: Existing text of subsection 120(3):

(3) The inspectors shall from time to time verify the bank balance of the estate, examine the trustee’s accounts and inquire into the adequacy of the security filed by the trustee and, subject to subsection (4), shall approve the trustee’s final statement of receipts and disbursements, dividend sheet and disposition of unrealized property.

Clause 66: Existing text of subsection 122(2):

(2) Where interest on any debt or sum certain is provable under this Act but the rate of interest has not been agreed on, the creditor may prove interest at a rate not exceeding five per cent per annum to the date of the bankruptcy from the time the debt or sum was payable, if evidenced by a written instrument, or, if not so evidenced, from the time notice has been given the debtor of the interest claimed.

Clause 67: Existing text of subsection 127(2):

(2) Where a secured creditor surrenders his security to the trustee for the general benefit of the creditors, he may prove his whole claim.

Clause 68: Existing text of subsection 128(1.1):

(1.1) Where the trustee serves a notice pursuant to subsection (1), and the person on whom the notice is served does not file a proof of security within thirty days after the day of service of the notice, the trustee may thereupon, with leave of the court, sell or dispose of any property that was subject to the security, free of that security.

Clause 69: Existing text of subsection 129(4):

(4) The costs and expenses of a sale made under this section are in the discretion of the court.

Clause 70: (1) to (3) Relevant portion of subsection 136(1):

136. (1) Subject to the rights of secured creditors, the proceeds realized from the property of a bankrupt shall be applied in priority of payment as follows:

(a) in the case of a deceased bankrupt, the reasonable funeral and testamentary expenses incurred by the legal personal representative of the deceased bankrupt;

...

(e) municipal taxes assessed or levied against the bankrupt, within the two years immediately preceding the bankruptcy, that do not constitute a secured claim against the real property or immovables of the bankrupt, but not exceeding the value of the interest of the bankrupt in the property in respect of which the taxes were imposed as declared by the trustee;

(f) the landlord for arrears of rent for a period of three months immediately preceding the bankruptcy and accelerated rent for a period not exceeding three months following the bankruptcy if entitled thereto under the lease, but the total amount so payable shall not exceed the realization from the property on the premises under lease, and any payment made on account of accelerated rent shall be credited against the amount payable by the trustee for occupation rent;

Clause 71: Existing text of section 144:

144. The bankrupt or the legal personal representative of a deceased bankrupt is entitled to any surplus remaining after payment in full of his creditors with interest as provided by this Act and of the costs, charges and expenses of the bankruptcy proceedings.

Clause 72: Existing text of section 146:

146. Subject to priority of ranking as provided by section 136 and subject to subsection 73(4), the rights of landlords shall be determined according to the laws of the province in which the leased premises are situated.

Clause 73: Relevant portion of section 158:

158. A bankrupt shall

...

(l) execute such powers of attorney, conveyances, deeds and instruments as may be required;

Clause 74: Existing text of section 160:

160. Where a bankrupt is undergoing imprisonment, the court may, in order to enable the bankrupt to attend in court in bankruptcy proceedings at which his personal presence is required, to attend the first meeting of creditors or to perform the duties required of him under this Act, direct that the bankrupt be produced in the protective custody of a sheriff or other duly authorized officer at such time and place as may be designated, or it may make such other order as it deems proper and requisite in the circumstances.

Clause 75: Existing text of subsection 161(1):

161. (1) Before a bankrupt’s discharge, the official receiver shall, on the attendance of the bankrupt, examine the bankrupt under oath with respect to the bankrupt’s conduct, the causes of the bankruptcy and the disposition of the bankrupt’s property and shall put to the bankrupt the prescribed question or questions to the like effect and such other questions as the official receiver may see fit.

Clause 76: Existing text of subsection 162(1):

162. (1) The official receiver may, and on the direction of the Superintendent shall, make or cause to be made any inquiry or investigation that may be deemed necessary in respect of the conduct of the bankrupt, the causes of his bankruptcy and the disposition of his property, and the official receiver shall report the findings on any such inquiry or investigation to the Superintendent, the trustee and the court.

Clause 77: Existing text of subsection 163(1):

163. (1) The trustee, on ordinary resolution passed by the creditors or on the written request or resolution of a majority of the inspectors, may, without an order, examine under oath before the registrar of the court or other authorized person, the bankrupt, any person reasonably thought to have knowledge of the affairs of the bankrupt or any person who is or has been an agent, clerk, servant, officer, director or employee of the bankrupt, respecting the bankrupt, his dealings or property and may order any person liable to be so examined to produce any books, documents, correspondence or papers in his possession or power relating in all or in part to the bankrupt, his dealings or property.

Clause 78: Existing text of subsection 164(3):

(3) Any person referred to in subsection (1) may be compelled to attend and testify, and to produce on his examination any book, document or paper that under this section he is liable to produce, in the same manner and subject to the same rules of examination, and the same consequences of neglecting to attend or refusing to disclose the matters in respect of which he may be examined, as would apply to a bankrupt.

Clause 79: Existing text of section 167:

167. Any person being examined is bound to answer all questions relating to the business or property of the bankrupt, to the causes of his bankruptcy and the disposition of his property.

Clause 80: (1) and (2) Relevant portion of subsection 168(1):

168. (1) The court may by warrant cause a bankrupt to be arrested, and any books, papers and property in his possession to be seized, and the bankrupt, books, papers and property to be safely kept as directed until such time as the court may order, under the following circumstances:

(a) if, after the filing of a bankruptcy petition against the bankrupt, it appears to the court that there are grounds for believing that he has absconded or is about to abscond from Canada with a view of avoiding payment of the debt in respect of which the bankruptcy petition was filed, of avoiding appearance to any such petition, of avoiding examination in respect of his affairs or of otherwise avoiding, delaying or embarrassing proceedings in bankruptcy against him;

...

(c) if, after the filing of a bankruptcy petition or an assignment, it appears to the court that there are reasonable grounds for believing that the bankrupt

(i) is about to remove his property with a view to preventing or delaying possession being taken thereof by the trustee, or

(ii) has concealed or is about to conceal or destroy any of his property or any books, documents or writings that might be of use to the trustee or to his creditors in the course of the bankruptcy proceedings;

(d) if the bankrupt removes any property in his possession above the value of twenty-five dollars without leave of the court after service of a bankruptcy petition, or without leave of the trustee after an assignment has been made; or

Clause 81: Relevant portion of subsection 168.1(1):

168.1 (1) Except as provided in subsection (2), the following provisions apply in respect of an individual bankrupt who has never before been bankrupt under the laws of Canada or of any prescribed jurisdiction:

(a) the trustee shall, before the expiration of the eight month period immediately following the date on which a receiving order is made against, or an assignment is made by, the individual bankrupt, file a report prepared under subsection 170(1) with the Superintendent and send a copy of the report to the bankrupt and to each creditor who requested a copy;

Clause 82: Existing text of subsection 169(1):

169. (1) Subject to section 168.1, the making of a receiving order against, or an assignment by, any person except a corporation operates as an application for discharge, unless the bankrupt, by notice in writing, files in the court and serves on the trustee a waiver of application before being served by the trustee with a notice of the trustee’s intention to apply to the court for an appointment for the hearing of the application as provided in this section.

Clause 83: Relevant portion of subsection 178(1):

178. (1) An order of discharge does not release the bankrupt from

...

(b) any debt or liability for alimony;

(c) any debt or liability under a support, maintenance or affiliation order, or under an agreement for maintenance and support of a spouse, former spouse, former common-law partner or child living apart from the bankrupt;

Clause 84: Existing text of section 179:

179. An order of discharge does not release a person who at the date of the bankruptcy was a partner or co-trustee with the bankrupt or was jointly bound or had made a joint contract with him, or a person who was surety or in the nature of a surety for him.

Clause 85: Existing text of subsection 180(3):

(3) An order revoking or annulling the discharge of a bankrupt does not prejudice the validity of a sale, disposition of property, payment made or thing duly done before the revocation or annulment of the discharge.

Clause 86: Existing text of section 181:

181. (1) Where, in the opinion of the court, a receiving order ought not to have been made or an assignment ought not to have been filed, the court may by order annul the bankruptcy.

(2) Where an order is made under subsection (1), all sales, dispositions of property, payments duly made and acts done theretofore by the trustee or other person acting under his authority, or by the court, are valid, but the property of the bankrupt shall vest in such person as the court may appoint, or, in default of any appointment, revert to the bankrupt for all the estate or interest of the trustee therein on such terms and subject to such conditions, if any, as the court may order.

Clause 87: Existing text of subsection 187(10):

(10) Nothing in this section invalidates any proceedings by reason of their having been commenced, taken or carried on in the wrong court, but the court may at any time transfer to the proper court the petition, application or proceedings, as the case may be.

Clause 88: (1) Relevant portion of subsection 192(1):

192. (1) The registrars of the courts have power and jurisdiction, without limiting the powers otherwise conferred by this Act or the General Rules,

(a) to hear bankruptcy petitions and to make receiving orders where they are not opposed;

(2) Existing text of subsection 192(3):

(3) A registrar has no power to commit for contempt of court.

Clause 89: (1) and (2) Relevant portion of subsection 197(6):

(6) Legal costs shall be payable according to the following priorities:

(a) commissions on collections, which are a first charge on any sums collected;

...  

(c) the costs on an assignment or costs incurred by a petitioning creditor up to the issue of a receiving order;

Clause 90: (1) and (2) Relevant portion of subsection 198(1):

198. (1) Any bankrupt who

...  

(d) after or within one year immediately preceding the date of the initial bankruptcy event, conceals, destroys, mutilates, falsifies, makes an omission in or disposes of, or is privy to the concealment, destruction, mutilation, falsification, omission from or disposition of, a book or document affecting or relating to the bankrupt’s property or affairs, unless the bankrupt had no intent to conceal the state of the bankrupt’s affairs,

...  

(g) after or within one year immediately preceding the date of the initial bankruptcy event, hypothecates, pawns, pledges or disposes of any property that the bankrupt has obtained on credit and has not paid for, unless in the case of a trader the hypothecation, pawning, pledging or disposing is in the ordinary way of trade and unless the bankrupt had no intent to defraud,

Clause 91: Relevant portion of subsection 200(1):

200. (1) Any person becoming bankrupt or making a proposal who has on any previous occasion been bankrupt or made a proposal to the person’s creditors is guilty of an offence punishable on summary conviction and is liable to a fine not exceeding five thousand dollars or to imprisonment for a term not exceeding one year, or to both, if

...

(b) within the period mentioned in paragraph (a), that person conceals, destroys, mutilates, falsifies or disposes of, or is privy to the concealment, destruction, mutilation, falsification or disposition of, any book or document affecting or relating to the person’s property or affairs, unless the person had no intent to conceal the state of the person’s affairs.

Clause 92: (1) to (3) Relevant portion of subsection 202(1):

202. (1) A person who

...

(b) being a trustee, either before providing the bond required by subsection 16(1) or after providing the bond but at any time while the bond is not in force, acts as or exercises any of the powers of trustee,

...

(f) directly or indirectly solicits or canvasses any person to make an assignment or a proposal under this Act, or to petition for a receiving order,

...

(h) being a trustee, makes any arrangement under any circumstances with the bankrupt, or any solicitor, auctioneer or other person employed in connection with a bankruptcy, for any gift, remuneration or pecuniary or other consideration or benefit whatever beyond the remuneration payable out of the estate, or accepts any such consideration or benefit from any such person, or makes any arrangement for giving up, or gives up, any part of his remuneration, either as a receiver or trustee, to the bankrupt or any solicitor, auctioneer or other person employed in connection with the bankruptcy,

is guilty of an offence punishable on summary conviction and is liable to a fine not exceeding five thousand dollars, or to imprisonment for a term not exceeding one year, or to both.

Clause 93: Existing text of section 204:

204. Where a corporation commits an offence under this Act, any officer, director or agent of the corporation, or any person who has or has had, directly or indirectly, control in fact of the corporation, who directed, authorized, assented to, acquiesced in or participated in the commission of the offence is a party to and guilty of the offence and is liable on conviction to the punishment provided for the offence, whether or not the corporation has been prosecuted or convicted.

Clause 94: Existing text of subsection 206(1):

206. (1) Where the official receiver or trustee believes on reasonable grounds that an offence under this Act or the Criminal Code relating to the property of the bankrupt was committed either before or after the date of the initial bankruptcy event by the bankrupt or any other person, the official receiver or trustee shall make a report thereon to the Deputy Attorney General or other appropriate legal officer of the province concerned or to such person as is duly designated by that legal officer for that purpose.

Clause 95: Existing text of section 213:

213. Where a petition for a receiving order or an assignment has been filed under this Act in respect of a corporation, the Winding-up and Restructuring Act does not extend or apply to that corporation notwithstanding anything contained in that Act, and any proceedings that are instituted under the Winding-up and Restructuring Act in respect of that corporation before the petition or assignment is filed under this Act shall abate subject to such disposition of the costs of those proceedings to be made in the bankruptcy proceedings as the justice of the case may require.

Clause 96: Existing text of subsection 237(1):

237. (1) Where a debtor, in respect of whom a consolidation order has been issued under this Part, makes an assignment pursuant to section 49 or where a receiving order is made against him under section 43 or where a proposal by the debtor is approved by the court having jurisdiction in bankruptcy under sections 59 to 61, any moneys that have been paid into court pursuant to the consolidation order and that have not yet been distributed to the registered creditors shall thereupon be distributed among those creditors by the clerk in the proportions to which they are entitled under the consolidation order.

Clause 97: (1) Relevant portion of the definition:

“customer” includes

(a) a person with or for whom a securities firm deals as principal or agent and who has a claim against the securities firm in respect of a security received, acquired or held by the securities firm in the ordinary course of business as a securities firm from or for a securities account of that person

(i) for safekeeping or in segregation,

...

...

but does not include a person who has a claim against the securities firm for cash or securities that, by agreement or operation of law, is part of the capital of the securities firm or a claim that is subordinated to claims of creditors of the securities firm;

(2) Existing text of the definition:

“securities firm” means a person who carries on the business of buying and selling securities from, to or for a customer, whether or not as a member of an exchange, as principal or agent, and includes any person required to be registered to enter into securities transactions with the public, but does not include a corporate entity that is not a corporation within the meaning of section 2;

(3) Relevant portion of the definition:

“security” means any document, instrument or written or electronic record that is commonly known as a security, and includes, without limiting the generality of the foregoing,

...

(b) a document, instrument or written or electronic record evidencing indebtedness, including a note, bond, debenture, mortgage, certificate of deposit, commercial paper or mortgage-backed instrument,

Clause 98: Existing text of subsection 254(4):

(4) Nothing in this Part affects the rights of a party to a contract, including an eligible financial contract within the meaning of subsection 65.1(8), with respect to termination or set-off.

Clause 99: (1) Existing text of subsection 256(1):

256. (1) In addition to any creditor who may petition in accordance with sections 43 to 45, a petition for a receiving order against a securities firm may be filed by

(a) a securities commission established under an enactment of a province, if

(i) the securities firm has committed an act of bankruptcy referred to in section 42 or subsection (2) of this section within the six months before the filing of the petition and while the securities firm was licensed or registered by the securities commission to carry on business in Canada, and

(ii) in the case where the act of bankruptcy was that referred to in subsection (2), the suspension referred to in that subsection is in effect when the petition is filed;

(b) a securities exchange recognized by a provincial securities commission, if

(i) the securities firm has committed an act of bankruptcy referred to in section 42 or subsection (2) of this section within the six months before the filing of the petition and while the securities firm was a member of the securities exchange, and

(ii) in the case where the act of bankruptcy was that referred to in subsection (2), the suspension referred to in that subsection is in effect when the petition is filed;

(c) a customer compensation body, if

(i) the securities firm has committed an act of bankruptcy referred to in section 42 or subsection (2) of this section within the six months before the filing of the petition and while the securities firm had customers whose securities accounts were protected, in whole or in part, by the customer compensation body, and

(ii) in the case where the act of bankruptcy was that referred to in subsection (2), the suspension referred to in that subsection is in effect when the petition is filed; and

(d) a person who, in respect of property of a securities firm, is a receiver, receiver-manager, liquidator or other person with similar functions appointed under a federal or provincial enactment relating to securities that provides for the appointment of such other person, where the securities firm has committed an act of bankruptcy referred to in section 42 within the six months before the filing of the petition.

(2) Existing text of subsection 256(3):

(3) Where

(a) a securities exchange files a petition pursuant to paragraph (1)(b), or

(b) a customer compensation body files a petition pursuant to paragraph (1)(c),

a copy of the petition must be served on the securities commission, if any, having jurisdiction in the locality of the securities firm where the petition was filed, before

(c) such interval preceding the hearing of the petition as may be prescribed; or

(d) such shorter interval preceding the hearing of the petition as may be fixed by the court.

Clause 100: (1) and (2) Relevant portion of section 259:

259. The trustee may, in respect of a bankruptcy under this Part, without the permission of inspectors until inspectors are appointed and thereafter with the permission of inspectors,

(a) exercise a power of attorney in respect of and transfer any security vested in the trustee;

...

(d) discharge any security interests on securities vested in the trustee;

Clause 101: Relevant portion of subsection 261(2):

(2) Where a securities firm becomes bankrupt and property vests in a trustee under subsection (1) or under other provisions of this Act, the trustee shall establish

(a) a fund, in this Part called the “customer pool fund”, including therein

...

(ii) cash, including cash obtained after the date of the bankruptcy, and including

...

(B) proceeds of disposal of securities referred to in subparagraph (i), and

Clause 102: (1) Existing text of subsection 268(2):

(2) Where a foreign proceeding has been commenced and a receiving order or assignment is made under this Act in respect of a debtor, the court may, on application and on such terms as it considers appropriate, limit the property to which the authority of the trustee extends to the property of the debtor situated in Canada and to such property of the debtor outside Canada as the court considers can be effectively administered by the trustee.

(2) Existing text of subsection 268(5):

(5) Nothing in this Part prevents the court, on the application of a foreign representative or any other interested person, from applying such legal or equitable rules governing the recognition of foreign insolvency orders and assistance to foreign representatives as are not inconsistent with the provisions of this Act.

Clause 103: Relevant portion of section 274:

274. Where any receiving order, proposal or assignment is made in respect of a debtor under this Act,