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Development Corporations Act, R.S.O. 1990, c. D.10
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Development Corporations Act
R.S.O. 1990, CHAPTER D.10
Historical version for the period June 20, 2012 to June 30, 2013.
Last amendment: 2012, c. 8, Sched. 12.
Definitions
1. (1) In this Act,
“board” means the Board of Directors of Ontario Development Corporation, the Northern Ontario Development Corporation or the Eastern Ontario Development Corporation; (“conseil”)
“corporation”, except in section 5, means the Ontario Development Corporation, the Northern Ontario Development Corporation or the Eastern Ontario Development Corporation; (“société”)
“Eastern Ontario” means the counties of Hastings, Prince Edward, Renfrew, Lennox and Addington, Frontenac, Lanark, Leeds, Grenville, Russell, Dundas, Stormont, Prescott and Glengarry and the City of Ottawa; (“Est de l’Ontario”)
“industry” includes any trade or other business undertaking of any kind, and “industrial” has a corresponding meaning; (“industrie”, “industriel”)
“Minister” means the Minister of Economic Development and Trade; (“ministre”)
“Northern Ontario” means the districts of Algoma, Cochrane, Manitoulin, Nipissing, Sudbury, Timiskaming, Kenora, Rainy River and Thunder Bay. (“Nord de l’Ontario”) R.S.O. 1990, c. D.10, s. 1 (1); 2002, c. 17, Sched. F, Table; 2006, c. 19, Sched. I, s. 1 (1); 2009, c. 33, Sched. 12, s. 1 (1).
Designation of areas
(2) The Lieutenant Governor in Council may designate such areas in addition to those described in the definitions in subsection (1) of “Eastern Ontario” and “Northern Ontario” as the Lieutenant Governor in Council considers advisable. R.S.O. 1990, c. D.10, s. 1 (2).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 1 is repealed and the following substituted:
Interpretation
Definitions
1. (1) In this Act,
“corporation” means a corporation constituted or continued under section 5, either before or after subsection 2 (1) of Schedule 12 to the Strong Action for Ontario Act (Budget Measures), 2012 comes into force; (“société”)
“development corporation” means a corporation with the objects described in section 8. (“société de développement”) 2012, c. 8, Sched. 12, s. 1.
Reference to regulations made under s. 5
(2) A reference in this Act to a regulation made under section 5 is to a regulation made under section 5 either before or after subsection 2 (1) of Schedule 12 to the Strong Action for Ontario Act (Budget Measures), 2012 comes into force. 2012, c. 8, Sched. 12, s. 1.
See: 2012, c. 8, Sched. 12, ss. 1, 4 (1).
Ontario Development Corporation continued
2. (1) The body corporate known as the Ontario Development Corporation is continued under the name Ontario Development Corporation in English and Société de développement de l’Ontario in French. R.S.O. 1990, c. D.10, s. 2 (1).
Composition
(2) The Ontario Development Corporation shall consist of not more than sixteen directors appointed by the Lieutenant Governor in Council of whom four shall be appointed from the Board of Directors of Eastern Ontario Development Corporation and four shall be appointed from the Board of Directors of Northern Ontario Development Corporation. R.S.O. 1990, c. D.10, s. 2 (2).
Share capital
(3) The capital of the Ontario Development Corporation is $7,000,000 divided into 7,000 shares, each having a par value of $1,000. R.S.O. 1990, c. D.10, s. 2 (3).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 2 is repealed. See: 2012, c. 8, Sched. 12, ss. 1, 4 (1).
Northern Ontario Development Corporation continued
3. (1) The body corporate known as the Northern Ontario Development Corporation is continued as a corporation without share capital under the name Northern Ontario Development Corporation in English and Société de développement du Nord de l’Ontario in French. R.S.O. 1990, c. D.10, s. 3 (1).
Composition
(2) The Northern Ontario Development Corporation shall consist of not fewer than five and not more than fourteen directors appointed by the Lieutenant Governor in Council. R.S.O. 1990, c. D.10, s. 3 (2).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 3 is repealed. See: 2012, c. 8, Sched. 12, ss. 1, 4 (1).
Eastern Ontario Development Corporation continued
4. (1) The body corporate known as the Eastern Ontario Development Corporation is continued as a corporation without share capital under the name Eastern Ontario Development Corporation in English and Société de développement de l’Est de l’Ontario in French. R.S.O. 1990, c. D.10, s. 4 (1).
Composition
(2) The Eastern Ontario Development Corporation shall consist of not fewer than five and not more than fourteen directors appointed by the Lieutenant Governor in Council. R.S.O. 1990, c. D.10, s. 4 (2).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 4 is repealed. See: 2012, c. 8, Sched. 12, ss. 1, 4 (1).
Creation of other corporations
5. (1) The Lieutenant Governor in Council may by regulation constitute corporations with the objects, purposes, powers and duties set out in the regulation and may provide for the constitution and management of the corporations. 2009, c. 33, Sched. 12, s. 1 (2).
Objects, powers, etc.
(2) Without limiting the generality of subsection (1), the Lieutenant Governor in Council may, under that subsection, constitute development corporations or corporations that are not development corporations, and the objects, purposes, powers and duties of the development or other corporations may be similar to or different from those given to the Ontario Development Corporation, the Northern Ontario Development Corporation and the Eastern Ontario Development Corporation under this Act. 2009, c. 33, Sched. 12, s. 1 (2).
Capacity, etc., of a natural person
(3) Without limiting the generality of subsection (1), the Lieutenant Governor in Council may, under that subsection, give a corporation the capacity, rights, powers and privileges of a natural person for carrying out its objects, subject to any limitations that the Lieutenant Governor in Council considers appropriate. 2009, c. 33, Sched. 12, s. 1 (2).
Employees
(4) Without limiting the generality of subsection (1), the Lieutenant Governor in Council may, under that subsection,
(a) give a corporation the power to employ persons that the corporation considers necessary for the proper conduct of its business; or
(b) provide that employees may be appointed under Part III of the Public Service of Ontario Act, 2006. 2009, c. 33, Sched. 12, s. 1 (2).
Application
(5) This section applies to a regulation made under this Act constituting a corporation, whether the regulation was made before or after the day on which the Good Government Act, 2009 receives Royal Assent, and a regulation made before that day is deemed to have been validly made as of the date on which it was made. 2009, c. 33, Sched. 12, s. 1 (2).
Limitation re constituting non-development corporations
(6) The Lieutenant Governor in Council shall not, after June 30, 2011, constitute a new corporation that is not a development corporation by a regulation made under subsection (1). 2009, c. 33, Sched. 12, s. 1 (2).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 5 is repealed and the following substituted:
Corporations constituted by regulation
New development corporations
5. (1) The Lieutenant Governor in Council may by regulation constitute new corporations that are development corporations, or continue corporate bodies that are development corporations, with the objects, purposes, powers and duties set out in this Act and in the regulation, and may provide for the constitution and management of the corporations. 2012, c. 8, Sched. 12, s. 2 (1).
Existing corporations
(2) The Lieutenant Governor in Council may by regulation amend a regulation that was made under this section before subsection 2 (1) of Schedule 12 to the Strong Action for Ontario Act (Budget Measures), 2012 comes into force. 2012, c. 8, Sched. 12, s. 2 (1).
Same
(3) Without limiting the generality of subsection (2), the Lieutenant Governor in Council may, under that subsection, amend a regulation that constituted or continued a development corporation or a corporation that is not a development corporation, but may not amend the objects of a development corporation to such a degree that the corporation becomes a corporation that is not a development corporation. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Jurisdiction
6. (1) The Northern Ontario Development Corporation shall carry out the objects of the Corporation in Northern Ontario. R.S.O. 1990, c. D.10, s. 6 (1).
Idem
(2) The Eastern Ontario Development Corporation shall carry out the objects of the Corporation in Eastern Ontario. R.S.O. 1990, c. D.10, s. 6 (2).
Idem
(3) The Ontario Development Corporation shall carry out the objects of the Corporation in Ontario. R.S.O. 1990, c. D.10, s. 6 (3).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 6 is repealed and the following substituted:
Continuation of existing corporations
6. (1) Any corporation that was constituted or continued under section 5 before the day subsection 2 (1) of Schedule 12 to the Strong Action for Ontario Act (Budget Measures), 2012 comes into force and is in existence on that day is continued, and may be dissolved or wound up,
(a) as provided in the regulation that constituted or continued the corporation; or
(b) if there is no provision as described in clause (a), by a regulation made under subsection 5 (2). 2012, c. 8, Sched. 12, s. 2 (1).
Regulations deemed validly made
(2) A regulation that constituted or continued a corporation under section 5, as it read before the day subsection 2 (1) of Schedule 12 to the Strong Action for Ontario Act (Budget Measures), 2012 comes into force, is deemed to have been validly made as of the date on which it was made. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Fiscal year
7. The fiscal year of each corporation commences on April 1 in each year and ends on March 31 in the following year. 2010, c. 16, Sched. 6, s. 1 (1).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 7 is repealed and the following substituted:
Capacity, etc., of a natural person
7. A regulation made under section 5 may provide that a corporation has the capacity, rights, powers and privileges of a natural person for carrying out its objects, subject to any limitations set out in this Act or that the Lieutenant Governor in Council considers appropriate. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Non-application of certain Acts
7.1 The Business Corporations Act does not apply to the Ontario Development Corporation and the Corporations Act does not apply to the Eastern Ontario Development Corporation or the Northern Ontario Development Corporation. 2010, c. 16, Sched. 6, s. 1 (1).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 7.1 is repealed. See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Directors, ineligibility of certain persons
8. (1) A person who holds office as a member of the council of a municipality or as a member of a local board, as defined in the Municipal Affairs Act, of such a municipality or who is an employee of such a municipality or local board is not eligible to be appointed as a director of a corporation. R.S.O. 1990, c. D.10, s. 8 (1); 2002, c. 17, Sched. F, Table.
Idem
(2) A director of a corporation who, during his or her term of office as director, is elected to hold office as a member of the council of a municipality or a local board thereof, as described in subsection (1), or who accepts employment with such a municipality or local board, shall be deemed to have resigned as a director of the corporation on the first day of his or her term of office as a member of the council of the municipality or local board or on the first day of his or her employment, as the case may be. R.S.O. 1990, c. D.10, s. 8 (2).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 8 is repealed and the following substituted:
Objects
8. (1) The objects of a development corporation must be consistent with encouraging and assisting in the development and diversification of industry in Ontario, including, without limiting the generality of the foregoing,
(a) by providing financial assistance by loan, guarantee or purchase of shares or other securities;
(b) by providing sites, equipment, premises, facilities and services; and
(c) by providing technical, business and financial information, advice, training and guidance to persons or organizations, whether or not incidental to the provision of financial assistance. 2012, c. 8, Sched. 12, s. 2 (1).
Definition — “industry”
(2) In this section,
“industry” includes any trade or other business undertaking of any kind. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Chief executive officer
9. (1) The Lieutenant Governor in Council shall appoint a person to be the chief executive officer of the corporations. R.S.O. 1990, c. D.10, s. 9 (1).
(2) Repealed: 2010, c. 16, Sched. 6, s. 1 (2).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 9 is repealed and the following substituted:
Crown agent or not Crown agent
9. (1) A regulation made under section 5 may provide,
(a) that a corporation is or is not a Crown agent;
(b) that the revenues and investments of a corporation that is a Crown agent do not, despite Part I of the Financial Administration Act, form part of the Consolidated Revenue Fund;
(c) that the revenues of a corporation that is a Crown agent must be applied to carrying out its objects. 2012, c. 8, Sched. 12, s. 2 (1).
Payment of judgments against a corporation that is a Crown agent
(2) The Minister of Finance shall pay from the Consolidated Revenue Fund the amount of any judgment against a corporation that is a Crown agent that remains unpaid after the corporation has made reasonable efforts, including liquidating assets, to pay the amount of the judgment. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Board of Directors
10. (1) The directors for the time being of each corporation form and are its Board of Directors, and the Lieutenant Governor in Council shall designate one of them as chair and one of them as vice-chair of the board. R.S.O. 1990, c. D.10, s. 10 (1).
Remuneration
(2) Each corporation may pay those of its directors who are not public servants employed under Part III of the Public Service of Ontario Act, 2006 such remuneration and expense allowance as may from time to time be fixed by the Lieutenant Governor in Council. R.S.O. 1990, c. D.10, s. 10 (2); 2006, c. 35, Sched. C, s. 26 (2).
Quorum
(3) A quorum of directors for each board shall be such number of directors as the board may designate by by-law. R.S.O. 1990, c. D.10, s. 10 (3).
By-laws
(4) The board of each corporation may make by-laws regulating its proceedings and generally for the conduct and management of the affairs of the corporation. R.S.O. 1990, c. D.10, s. 10 (4).
Management
(5) The affairs of each corporation are under the management and control of its board for the time being, and a chair shall preside at all meetings of the board and, in his or her absence or if the office of chair is vacant, the vice-chair has all the powers and shall perform all the duties of the chair. R.S.O. 1990, c. D.10, s. 10 (5).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 10 is repealed and the following substituted:
Non-application of certain Acts
10. The Business Corporations Act and the Corporations Act do not apply to a corporation, except as may be provided in the regulation made under section 5 constituting or continuing the corporation. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Note: On the first day that subsection 2 (1) of Schedule 12 to the Strong Action for Ontario Act (Budget Measures), 2012 and subsection 4 (1) of the Not-for-Profit Corporations Act, 2010 are both in force, section 10 is amended by striking out “the Corporations Act” and substituting “the Not-for-Profit Corporations Act, 2010”. See: 2012, c. 8, Sched. 12, ss. 2 (2), 4 (2).
Rights of Minister under agreements to be rights of Ontario Development Corporation
11. All rights of the Minister or Her Majesty in right of Ontario under any agreement heretofore entered into by the Minister under The Economic Development Loans Guarantee Act, 1962-63, being chapter 40, are vested in the Ontario Development Corporation. R.S.O. 1990, c. D.10, s. 11.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 11 is repealed and the following substituted:
Employees and experts
Employees
11. (1) A regulation made under section 5 may,
(a) give a corporation the power to employ persons that the corporation considers necessary for the proper conduct of its business; or
(b) provide that employees may be appointed under Part III of the Public Service of Ontario Act, 2006. 2012, c. 8, Sched. 12, s. 2 (1).
(2) A regulation made under section 5 may provide that a corporation may engage persons other than those employed or appointed under subsection (1) to provide professional, technical or other assistance to or on behalf of the corporation, and may prescribe the duties and other terms of engagement and provide for payment of the remuneration and expenses of such persons. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Objects
12. The objects of the corporations are to encourage and assist in the development and diversification of industry in Ontario, including, without limiting the generality of the foregoing,
(a) the provision of financial assistance by loan, guarantee or purchase of shares or other securities;
(b) the provision of sites, equipment, premises, facilities and services; and
(c) the provision of technical, business and financial information, advice, training and guidance to persons or organizations, whether or not incidental to the provision of financial assistance. R.S.O. 1990, c. D.10, s. 12.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 12 is repealed and the following substituted:
Corporations’ financial activities
12. (1) A regulation made under section 5 may provide that a corporation,
(a) may obtain funding by borrowing money and by issuing bonds, debentures and other securities;
(b) may invest funds;
(c) may manage financial risks. 2012, c. 8, Sched. 12, s. 2 (1).
Restrictions
(2) A corporation that is a Crown agent shall not exercise any power described in subsection (1) unless,
(a) the activity is authorized by a by-law of the corporation; and
(b) the by-law is approved by the Minister that is responsible for the corporation and by the Minister of Finance. 2012, c. 8, Sched. 12, s. 2 (1).
Co-ordination
(3) Subject to subsection (4), the Ontario Financing Authority shall co-ordinate and arrange all borrowing, investing of funds and managing of financial risks of a corporation that is a Crown agent. 2012, c. 8, Sched. 12, s. 2 (1).
Direction of Minister of Finance
(4) The Minister of Finance may in writing direct a person other than the Ontario Financing Authority to perform the functions referred to in subsection (3). 2012, c. 8, Sched. 12, s. 2 (1).
(5) A direction of the Minister of Finance under subsection (4) may be general or specific and may include terms and conditions that the Minister of Finance considers advisable. 2012, c. 8, Sched. 12, s. 2 (1).
Non-application of Legislation Act, 2006, Part III
(6) Part III of the Legislation Act, 2006 does not apply to a direction issued under subsection (4). 2012, c. 8, Sched. 12, s. 2 (1).
Exception
(7) Subsections (2) and (3) do not apply to a corporation constituted or continued by a regulation made before subsection 2 (1) of Schedule 12 to the Strong Action for Ontario Act (Budget Measures), 2012 comes into force, in respect of a power described in subsection (1), unless the corporation is given that power by a regulation made under subsection 5 (2) after that date. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Powers of corporations
13. (1) Despite any other Act, each corporation for the objects set out in section 12 possesses power to,
(a) lend money to a person carrying on any industrial undertaking in Ontario where, in the opinion of the board, the funds in the circumstances are not available elsewhere on reasonable terms;
(b) guarantee the payment of any loan, or any part thereof, and all or any part of the interest thereon, made by a lender approved by the corporation to a person carrying on any industrial undertaking in Ontario where, in the opinion of the board, the funds in the circumstances are not available elsewhere on reasonable terms;
(c) make grants to a person carrying on an industrial undertaking in Ontario;
(d) pay interest subsidies to a person carrying on an industrial undertaking in Ontario where the interest is charged in respect of a loan made by a lender approved by the corporation;
(e) lend money to a person establishing or substantially expanding any industrial undertaking in an area of equalization of industrial opportunity approved under section 8 of the Ministry of Economic Development and Trade Act and forgive repayment of the loan in whole or in part;
(f) take security by way of mortgage, charge, hypothecation or assignment of or on any real or personal property or otherwise and to compromise or release in whole or in part any such security and the repayment of the debt evidenced thereby;
(g) buy, hold, own, hire, maintain, control, take, lease, sell, assign, exchange, transfer, manage, improve, develop or otherwise deal in and dispose of, either absolutely or by way of security or otherwise, any property real and personal, movable and immovable, and assets generally;
(h) buy, acquire, accept, and hold, exchange, transfer, assign, sell, dispose of or deal in, either absolutely or by way of security or otherwise, all kinds of bills, notes, negotiable instruments, commercial paper, conditional sale agreements, lien notes, hire purchase agreements, chattel mortgages, bills of lading, bills of sale, warehouse receipts, guarantees, choses in action or instruments of assignment, conveyance, mortgage, pledge, charge or hypothecation, and shares, stocks, bonds, debentures, debenture stocks, securities, obligations, agreements and evidences of debt;
(i) do all things that are incidental or conducive to the attainment of the objects of the corporation. R.S.O. 1990, c. D.10, s. 13 (1); 2006, c. 19, Sched. I, s. 1 (2).
Approvals by Lieutenant Governor in Council
(2) The powers conferred by clause (1) (e) shall only be exercised with the approval of the Lieutenant Governor in Council and the Lieutenant Governor in Council may, by regulation, require the approval by the Lieutenant Governor in Council of the exercise of all or any of the powers of a corporation conferred by clauses (1) (a) to (d). R.S.O. 1990, c. D.10, s. 13 (2).
O.D.C. deemed creditor
(3) In respect of loans made by Northern Ontario Development Corporation or Eastern Ontario Development Corporation under clause (1) (a) or (e), the Ontario Development Corporation shall be deemed to be the creditor. R.S.O. 1990, c. D.10, s. 13 (3).
Application of rescission
(4) Where the approval of an area of equalization of industrial opportunity is rescinded, a corporation may proceed to exercise its power under clause (1) (e) in respect of any person whose application has been accepted before the rescission. R.S.O. 1990, c. D.10, s. 13 (4).
Validity of guarantee
(5) Every guarantee executed under the seal of a corporation and signed by the Minister of Finance and given or purporting to be given under the authority of this section is binding upon the Province of Ontario and is not open to question upon any ground whatsoever. R.S.O. 1990, c. D.10, s. 13 (5); 2010, c. 16, Sched. 6, s. 1 (3).
Subsidies
(6) Each corporation may, for the objects set out in section 12 and subject to the approval of the Lieutenant Governor in Council, make a loan to a municipality carrying on an industrial undertaking in Ontario, subject to such terms and conditions as the Lieutenant Governor in Council approves. R.S.O. 1990, c. D.10, s. 13 (6); 2002, c. 17, Sched. F, Table.
Policy directions
(7) In the exercise of its powers respecting the acquisition, financing, use and development of land in connection with industrial undertakings, each corporation shall comply with any directions from time to time given to it in writing by the Lieutenant Governor in Council or the Minister expressing the policy of the Government of Ontario. R.S.O. 1990, c. D.10, s. 13 (7).
Interpretation
(8) In this section,
“industrial undertaking” includes an undertaking by a municipality to encourage or assist in the development and diversification of industry. 2002, c. 17, Sched. F, Table.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 13 is repealed and the following substituted:
Debentures lawful investments for municipal, school and trust funds
13. A regulation made under section 5 may provide that, despite anything in any other Act, debentures issued by a corporation are at all times a lawful investment for municipal, school and trust funds. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Definitions
14. (1) In this section,
“building repairs” means repairs to a building or structure required by reason of damage to the building or structure caused by high water levels of or the impact of ice on a lake, river or other body of water or by damage to or erosion of the shore of a lake, river or other body of water caused by the elements; (“réparations de bâtiment”)
“owner” includes any person holding a licence, concession or contract under which there had been acquired from the Crown any right to be exercised in respect of, or over, or upon lands; (“propriétaire”)
“works” means retaining walls, dykes, breakwaters, cribs and other structures designed for the rehabilitation or protection, or both, of property on the shores of lakes, rivers or other bodies of water that have been damaged or eroded by the elements, and includes repairs and improvements to existing works. (“ouvrages”) R.S.O. 1990, c. D.10, s. 14 (1).
N.O.D.C. may lend for works or building repairs
(2) The Northern Ontario Development Corporation may lend money to an owner of land in any territory without municipal organization for the purposes of constructing works or building repairs on such terms and conditions as may in writing be agreed upon between the owner and Northern Ontario Development Corporation. R.S.O. 1990, c. D.10, s. 14 (2).
Where works or repairs on Crown land
(3) Where money is borrowed to construct works or make building repairs on Crown lands, it shall be deemed to be borrowed in respect of the land or interest of the owner who borrowed the money. R.S.O. 1990, c. D.10, s. 14 (3).
Deemed taxes
(4) Amounts that are repayable under an agreement made under subsection (2) may be collected under the Provincial Land Tax Act, 2006 as if the amounts were taxes imposed under that Act. 2006, c. 33, Sched. Z.3, s. 6.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 14 is repealed and the following substituted:
Sale of corporations’ securities to Ontario and provincial advances to corporations authorized
14. (1) The Lieutenant Governor in Council may authorize the Minister of Finance,
(a) to purchase shares of a corporation that is a share capital corporation from time to time for an amount equal to their fair market value;
(b) to purchase any debentures, bills or notes of a corporation; and
(c) to make advances to a corporation in such amounts, at such times and on such terms and conditions as the Lieutenant Governor in Council considers expedient. 2012, c. 8, Sched. 12, s. 2 (1).
(2) The money required for the purposes of subsection (1) shall be a charge on and payable out of the Consolidated Revenue Fund. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Borrowing powers
15. (1) Subject to the approval of the Lieutenant Governor in Council, a corporation may from time to time borrow or raise by way of loan such sums of money as the corporation considers requisite for any of the purposes of the corporation in any one or more, or partly in one and partly in another, of the following ways,
(a) by issue and sale of debentures, bills or notes of the corporation in such form or forms, in such denomination or denominations, bearing interest at such rate or rates and payable as to principal and interest at such time or times, in such currency or currencies and at such place or places as the corporation may determine; and
(b) by temporary loans or loans from any bank listed in Schedule I or II to the Bank Act (Canada) or from any person either by way of bank overdraft or loan or in any other manner whatsoever as the corporation may determine. R.S.O. 1990, c. D.10, s. 15 (1).
Purposes of corporations
(2) The purposes of each corporation, without limiting the generality thereof, include,
(a) the carrying out of the objects of the corporation mentioned in section 12;
(b) the payment, refunding or renewal from time to time of the whole or any part of any sum or sums of money raised by way of loan or of any securities issued by the corporation;
(c) the repayment in whole or in part of any advances made by the Province of Ontario to the corporation or of any securities of the corporation issued and delivered to the Minister of Finance in respect of any advances; and
(d) the payment of the whole or any part of any obligation, liability or indebtedness of the corporation. R.S.O. 1990, c. D.10, s. 15 (2); 2010, c. 16, Sched. 6, s. 1 (3).
Sale, etc., of corporations’ securities
(3) Subject to the approval of the Lieutenant Governor in Council, each corporation may sell any debentures, bills or notes of the corporation either at, or at less or more than, the par value thereof and may charge, pledge or otherwise deal with any such debentures, bills or notes as collateral security. R.S.O. 1990, c. D.10, s. 15 (3).
Authorization
(4) A recital or declaration in any resolution or minute of a corporation authorizing the issue and sale of debentures, bills or notes of the corporation to the effect that it is necessary to issue and sell such debentures, bills or notes for the purposes of the corporation in the amount authorized is conclusive evidence to that effect. R.S.O. 1990, c. D.10, s. 15 (4).
Sealing, signing, etc.
(5) Debentures, bills or notes of a corporation shall be sealed with the seal of the corporation and may be signed by the chair or vice-chair of the corporation and by the secretary or other officer of the corporation, and any interest coupon that may be attached to any debenture, bill or note of the corporation may be signed by the secretary or other officer of the corporation. R.S.O. 1990, c. D.10, s. 15 (5).
Mechanical reproduction of seal and signature authorized
(6) The seals of the corporations may be engraved, lithographed, printed or otherwise mechanically reproduced on any debenture, bill or note and any signature upon any debenture, bill or note and upon any coupon may be engraved, lithographed, printed or otherwise mechanically reproduced, and the seals of the corporations when so reproduced have the same force and effect as if manually affixed, and any such signature is for all purposes valid and binding upon the appropriate corporation even if any person whose signature is so reproduced has ceased to hold office. R.S.O. 1990, c. D.10, s. 15 (6).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 15 is repealed and the following substituted:
Redemption of shares
15. A corporation that is a share capital corporation may, with the approval of the Lieutenant Governor in Council, redeem its own shares from time to time. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Securities of corporation redeemable in advance
16. Any debenture, bill or note of a corporation may be made redeemable in advance of maturity at such time or times at such price or prices and on such terms and conditions as the corporation may determine at the time of the issue thereof. R.S.O. 1990, c. D.10, s. 16.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 16 is repealed and the following substituted:
Guarantee of payment by Ontario
16. (1) The Lieutenant Governor in Council may authorize the Minister of Finance to guarantee payment by the Province of Ontario of any debentures, bills or notes issued by or of any temporary loan made to a corporation under the authority of this Act. 2012, c. 8, Sched. 12, s. 2 (1).
Form of guaranty
(2) The form of guaranty and the manner of execution shall be determined by the Lieutenant Governor in Council. 2012, c. 8, Sched. 12, s. 2 (1).
Validity of guaranty
(3) Every guaranty given or purporting to be given under the authority of this section is binding upon the Province of Ontario and is not open to question upon any ground whatsoever. 2012, c. 8, Sched. 12, s. 2 (1).
Guaranteed debentures, etc., to be indefeasible
(4) Any debenture, bill or note issued by or temporary loan made to a corporation, payment whereof is guaranteed by Ontario under this section, is valid and binding upon the corporation and its successors and assigns according to its terms, and the validity of any debenture, bill or note or temporary loan so guaranteed is not open to question upon any ground whatsoever. 2012, c. 8, Sched. 12, s. 2 (1).
Guarantees made under Financial Administration Act
(5) Order in Council number 1236/2011, made on June 1, 2011 by the Lieutenant Governor in Council under the Financial Administration Act, and any guarantee signed by the Minister of Finance on behalf of Ontario under the authority of that Order in Council are not affected by the enactment of this section and continue in full force and effect. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Lost debentures
17. Where a debenture, bill or note of a corporation is defaced, lost or destroyed, the board of the corporation may provide for its replacement on such terms and conditions as to evidence and as to indemnity as the board may require. R.S.O. 1990, c. D.10, s. 17.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 17 is repealed and the following substituted:
Grants, transfer payments
17. The Crown may provide grants or other transfer payments to a corporation out of money appropriated for such purposes by the Legislature. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Guarantee of payment by Ontario
18. (1) The Lieutenant Governor in Council may authorize the Minister of Finance to guarantee payment by the Province of Ontario of any debentures, bills or notes issued by or of any temporary loan made to a corporation under the authority of this Act. R.S.O. 1990, c. D.10, s. 18 (1); 2010, c. 16, Sched. 6, s. 1 (3).
Form of guaranty
(2) The form of guaranty and the manner of execution shall be determined by the Lieutenant Governor in Council. R.S.O. 1990, c. D.10, s. 18 (2).
Validity of guaranty
(3) Every guaranty given or purporting to be given under the authority of this section is binding upon the Province of Ontario and is not open to question upon any ground whatsoever. R.S.O. 1990, c. D.10, s. 18 (3).
Guaranteed debentures, etc., to be indefeasible
(4) Any debenture, bill or note issued by or temporary loan made to a corporation, payment whereof is guaranteed by Ontario under this section, is valid and binding upon the corporation and its successors and assigns according to its terms, and the validity of any debenture, bill or note or temporary loan so guaranteed is not open to question upon any ground whatsoever. R.S.O. 1990, c. D.10, s. 18 (4).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 18 is repealed and the following substituted:
Limitation of personal liability
18. (1) A regulation made under section 5 may provide that no member, officer or employee of a corporation, or other person acting on behalf of the corporation, is personally liable for anything done or omitted in good faith in the exercise or purported exercise of the powers or duties conferred by this Act or by the regulation. 2012, c. 8, Sched. 12, s. 2 (1).
Corporation’s liability
(2) A regulation with a provision described in subsection (1) does not relieve the corporation of any liability to which it would otherwise be subject with respect to a cause of action arising from any act or omission mentioned in subsection (1). 2012, c. 8, Sched. 12, s. 2 (1).
Immunity of the Crown
(3) No action or other civil proceeding shall be commenced against the Crown for any act or omission by a person referred to in subsection (1) or for any act or omission of the corporation. 2012, c. 8, Sched. 12, s. 2 (1).
Exception
(4) Subsection (3) does not apply to a proceeding to enforce against the Crown its obligations under a written contract to which it is a party. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Debentures lawful trustee investments
19. Despite anything in any other Act, debentures issued by a corporation are at all times a lawful investment for municipal, school and trust funds. R.S.O. 1990, c. D.10, s. 19.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 19 is repealed and the following substituted:
Dissolution of statutory corporations
19. (1) The Ontario Development Corporation, the Northern Ontario Development Corporation and the Eastern Ontario Development Corporation are dissolved and all of their assets and liabilities are hereby transferred to and vested in the Crown in right of Ontario. 2012, c. 8, Sched. 12, s. 2 (1).
Continued limitation of personal liability
(2) No former member, officer or employee of the Ontario Development Corporation, the Northern Ontario Development Corporation or the Eastern Ontario Development Corporation, or other person who acted on behalf of those corporations, is personally liable for anything done or omitted in good faith in the exercise or purported exercise of the powers conferred by this Act, as it read when the thing was done or omitted. 2012, c. 8, Sched. 12, s. 2 (1).
Crown liability
(3) Despite subsections 5 (2) and (4) of the Proceedings Against the Crown Act, subsection (2) does not relieve the Crown of any liability in respect of a tort committed by a person mentioned in subsection (2) to which it would otherwise be subject. 2012, c. 8, Sched. 12, s. 2 (1).
See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Sale of corporations’ securities and of O.D.C.’s shares to Ontario and provincial advances to corporations authorized
20. (1) The Lieutenant Governor in Council may authorize the Minister of Finance,
(a) to purchase shares of the Ontario Development Corporation from time to time for an amount equal to their par value;
(b) to purchase any debentures, bills or notes of a corporation; and
(c) to make advances to a corporation in such amounts, at such times and on such terms and conditions as the Lieutenant Governor in Council considers expedient. R.S.O. 1990, c. D.10, s. 20 (1); 2010, c. 16, Sched. 6, s. 1 (3).
Idem
(2) The money required for the purposes of subsection (1) shall be paid out of the Consolidated Revenue Fund. R.S.O. 1990, c. D.10, s. 20 (2).
Redemption of O.D.C. shares
(3) The Ontario Development Corporation, with the approval of the Lieutenant Governor in Council, may redeem its own shares from time to time. R.S.O. 1990, c. D.10, s. 20 (3).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 20 is repealed. See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Agents of Crown for certain programs, etc.
21. The Lieutenant Governor in Council may authorize a corporation to act as agent for the Province of Ontario in respect of programs, projects or matters undertaken or carried out by the Province for the advancement of industrial or economic development in Ontario. R.S.O. 1990, c. D.10, s. 21.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 21 is repealed. See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Investment of surplus money
22. A corporation may temporarily invest any surplus money not immediately required for the objects of the corporation in,
(a) securities issued by or guaranteed as to principal and interest by the Province of Ontario, any other province of Canada, or Canada;
(b) deposit receipts, deposit notes, certificates of deposits, acceptances and other similar instruments issued or endorsed by a bank or authorized foreign bank within the meaning of section 2 of the Bank Act (Canada);
(c) deposits with a corporation registered under the Loan and Trust Corporations Act;
(d) deposits with a credit union within the meaning of the Credit Unions and Caisses Populaires Act, 1994. R.S.O. 1990, c. D.10, s. 22; 2007, c. 7, Sched. 7, s. 184.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 22 is repealed. See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Employees
23. (1) Such employees as are considered necessary for the proper conduct of the business of the corporations may be appointed under Part III of the Public Service of Ontario Act, 2006. 2006, c. 35, Sched. C, s. 26 (3).
Professional and other assistance
(2) Each corporation may engage persons other than those appointed under subsection (1) to provide professional, technical or other assistance to or on behalf of the corporation, and may prescribe the duties and other terms of engagement and, subject to the approval of the Lieutenant Governor in Council, provide for payment of the remuneration and expenses of such persons. R.S.O. 1990, c. D.10, s. 23 (2).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 23 is repealed. See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Money for administration
24. (1) The money required for the purpose of defraying the administrative expenses of the corporations shall be paid out of the money appropriated by the Legislature for the purpose. R.S.O. 1990, c. D.10, s. 24 (1).
Forgivable loans and guarantees Provincial expenses
(2) The money required for the purposes of clauses 13 (1) (b) and (c) shall be paid out of the money appropriated therefor by the Legislature. R.S.O. 1990, c. D.10, s. 24 (2).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 24 is repealed. See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Limitation of liability
25. No member, officer or employee of a corporation, or other person acting on behalf of the corporation, is personally liable for anything done or omitted in good faith in the exercise or purported exercise of the powers conferred by this Act. R.S.O. 1990, c. D.10, s. 25.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 25 is repealed. See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Audit
26. The accounts and financial transactions of each corporation shall be audited annually by the Auditor General, and reports of the audit shall be made to the corporation and to the Minister. R.S.O. 1990, c. D.10, s. 26; 2004, c. 17, s. 32.
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 26 is repealed. See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
Annual report
27. (1) The corporations shall make to the Minister an annual report of all the loans made and of all the guarantees given for the payment of loans under section 13, setting out the amounts and the terms of the loans and the guarantees together with the names and the addresses of the persons to whom the loans are made or in respect of whom the guarantees are given, and the Minister shall submit the report to the Lieutenant Governor in Council and shall then lay the report before the Assembly if it is in session or, if not, at the next session. R.S.O. 1990, c. D.10, s. 27 (1).
Other reports
(2) The corporations shall, in addition to making an annual report under subsection (1), make to the Minister such other reports of its affairs and operations as he or she may require. R.S.O. 1990, c. D.10, s. 27 (2).
Note: On July 1, 2013, the day named by proclamation of the Lieutenant Governor, section 27 is repealed. See: 2012, c. 8, Sched. 12, ss. 2 (1), 4 (1).
28. Repealed: 2006, c. 29, s. 61.
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