Government of Ontario: Ministry of Government and Consumer Services

ServiceOntario

Companies and Personal Property Security Branch

(mailing address)
393 University Avenue, Suite 200
Toronto ON M5G 2M2
(physical address)
375 University Avenue, 2^nd floor

CORRECTED LETTERS PATENT (NOT-FOR-PROFIT CORPORATIONS)

Companies and Personal Property Security Branch Requirements:

An application for a Corrected Letters Patent for a document filed under the Corporations Act must be submitted to the Companies and Personal Property Security Branch and must include the following:

Corrected Letters Patent or Supplementary Letters Patent in duplicate and bearing original signatures on both copies;
A certified copy of a resolution of the directors confirmed by the members, authorizing the application for the Corrected Letters Patent;

(The resolution must be on 8 1/2" by 11" size paper pursuant to the Regulations.)
The surrender of the original Letters Patent or Supplementary Letters Patent as issued by the Companies and Personal Property Security Branch bearing the original effective date;
The fee of $155.00 made payable to the Minister of Finance;
A covering letter giving a contact name, return address and telephone number and clearly outlining the nature of the original error.

FORMS:

Applications for Incorporation of a Corporation without Share Capital are available on the ServiceOntario website at www.ServiceOntario.ca.

Forms prescribed under the Corporations Act may be obtained, at no charge, from:

Companies and Personal Property Security Branch
Ministry of Government and Consumer Services
393 University Avenue, Suite 200
Toronto ON M5G 2M2

Tel: (416) 314-8880 or toll-free in Ontario 1-800-361-3223
TTY: (416) 212-1476

Please be advised that the Branch CANNOT GIVE LEGAL ADVICE. This information is intended as a general guide only. For further assistance or legal information, please consult private legal counsel.

Please refer to the Corporations Act for details governing not-for-profit corporations in Ontario. The Corporations Act is available on the Internet at www.e-laws.gov.on.ca or can be purchased through Publications Ontario at (416) 326-5200 or toll-free at 1-800-668-9938. The website for Publications Ontario is www.publications.gov.on.ca.

General Information:

Please refer to Section 16 of the Corporations Act for details on application for a Corrected Letters Patent.
Errors - Application for a Corrected Letters Patent under S. 16 of the Corporations Act may be made for an error contained in Letters Patent or Supplementary Letters Patent filed under the Act.

In order to qualify for correction, the error must be on the face of the document, a clerical error or provisions in the application which do not conform to the Act. Errors must be clearly explained in writing. Each application is dealt with on an individual basis. In many cases, supporting documentation such as original resolutions is required.

Date - Corrected Letters Patent or Supplementary Letters Patent may bear the date of the Letters Patent or Supplementary Letters Patent which are being replaced.

Examples of circumstances which may warrant application for Corrected Letters Patent:

an error in the name of the corporation (does not correspond to the NUANS report, missing a word, etc.)
incorrect Ontario Corporation Number (# misquoted on Application for Supplementary Letters Patent, etc.)
typographical errors, obvious spelling errors, words which have clearly been omitted from a sentence
missing pages or clauses (where it is apparent that they are missing)
anything that was clearly intended to be done at the time of the original application (as evidenced by the original resolution)

Examples of circumstances under which Corrected Letters Patent would NOT be granted:

things that were not intended to be done at the time of the original application
change in effective date (unless the specific date had originally been requested)
where the error invalidates the document (e.g. no confirmation by members)

November xx, 2007

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