C-38 - Companies Act

Section 28 Disposition versions

2011-02-14

28. A company may be dissolved, on its application, if it proves to the enterprise registrar

(1)  that it has no debts or obligations;

(2)  that it has parted with its property, divided its assets rateably amongst its shareholders or members, and has no debts or liabilities; or

(3)  that its debts and obligations have been duly provided for or protected, or that its creditors or their successors consent; and

(4)  that it has given notice to the enterprise registrar of its intention to apply for its dissolution by filing a declaration to that effect in accordance with the Act respecting the legal publicity of enterprises (chapter P-44.1) and by making an announcement to that effect in a newspaper published at or as near as may be to the place where the company has its head office.

R. S. 1964, c. 271, s. 26; 1966-67, c. 72, s. 23; 1972, c. 61, s. 12; 1975, c. 76, s. 11; 1979, c. 31, s. 17; 1982, c. 52, s. 138; 1993, c. 48, s. 251; 1999, c. 40, s. 70; 2002, c. 45, s. 278; 2010, c. 7, s. 282.

2004-02-01

28. A company may be dissolved, on its application, if it proves to the enterprise registrar

(1)  that it has no debts or obligations;

(2)  that it has parted with its property, divided its assets rateably amongst its shareholders or members, and has no debts or liabilities; or

(3)  that its debts and obligations have been duly provided for or protected, or that its creditors or their successors consent; and

(4)  that it has given notice to the enterprise registrar of its intention to apply for its dissolution by filing a declaration to that effect in accordance with the Act respecting the legal publicity of sole proprietorships, partnerships and legal persons (chapter P-45) and by making an announcement to that effect in a newspaper published at or as near as may be to the place where the company has its head office.

R. S. 1964, c. 271, s. 26; 1966-67, c. 72, s. 23; 1972, c. 61, s. 12; 1975, c. 76, s. 11; 1979, c. 31, s. 17; 1982, c. 52, s. 138; 1993, c. 48, s. 251; 1999, c. 40, s. 70; 2002, c. 45, s. 278.

1999-10-22

28. A company may be dissolved, on its application, if it proves to the Inspector General

(1)  that it has no debts or obligations;

(2)  that it has parted with its property, divided its assets rateably amongst its shareholders or members, and has no debts or liabilities; or

(3)  that its debts and obligations have been duly provided for or protected, or that its creditors or their successors consent; and

(4)  that it has given notice to the Inspector General of its intention to apply for its dissolution by filing a declaration to that effect in accordance with the Act respecting the legal publicity of sole proprietorships, partnerships and legal persons (chapter P-45) and by making an announcement to that effect in a newspaper published at or as near as may be to the place where the company has its head office.

R. S. 1964, c. 271, s. 26; 1966-67, c. 72, s. 23; 1972, c. 61, s. 12; 1975, c. 76, s. 11; 1979, c. 31, s. 17; 1982, c. 52, s. 138; 1993, c. 48, s. 251; 1999, c. 40, s. 70.

1999-04-01

28. A company may be dissolved, on its application, if it proves to the Inspector General

(1)  that it has no debts or obligations;

(2)  that it has parted with its property, divided its assets rateably amongst its shareholders or members, and has no debts or liabilities; or

(3)  that its debts and obligations have been duly provided for or protected, or that its creditors or their assignees consent; and

(4)  that it has given notice to the Inspector General of its intention to apply for its dissolution by filing a declaration to that effect in accordance with the Act respecting the legal publicity of sole proprietorships, partnerships and legal persons (chapter P-45) and by making an announcement to that effect in a newspaper published at or as near as may be to the place where the company has its head office.

R. S. 1964, c. 271, s. 26; 1966-67, c. 72, s. 23; 1972, c. 61, s. 12; 1975, c. 76, s. 11; 1979, c. 31, s. 17; 1982, c. 52, s. 138; 1993, c. 48, s. 251.

1983-04-01

28. A company may be dissolved, on its application, if it proves to the Inspector General

(1)  that it has no debts or obligations;

(2)  that it has parted with its property, divided its assets rateably amongst its shareholders or members, and has no debts or liabilities; or

(3)  that its debts and obligations have been duly provided for or protected, or that its creditors or their assignees consent; and

(4)  that it has given notice of its intent to apply for its dissolution in the Gazette officielle du Québec and in a newspaper published at or as near as may be to the place where the company has its head office.

R. S. 1964, c. 271, s. 26; 1966-67, c. 72, s. 23; 1972, c. 61, s. 12; 1975, c. 76, s. 11; 1979, c. 31, s. 17; 1982, c. 52, s. 138.

1980-01-30

28. A company may be dissolved, on its application, if it proves to the Minister

(1)  that it has no debts or obligations;

(2)  that it has parted with its property, divided its assets rateably amongst its shareholders or members, and has no debts or liabilities; or

(3)  that its debts and obligations have been duly provided for or protected, or that its creditors or their assignees consent; and

(4)  that it has given notice of its intent to apply for its dissolution in the Gazette officielle du Québec and in a newspaper published at or as near as may be to the place where the company has its head office.

R. S. 1964, c. 271, s. 26; 1966-67, c. 72, s. 23; 1972, c. 61, s. 12; 1975, c. 76, s. 11; 1979, c. 31, s. 17.

1977-12-31

28. (1)  The charter of a company incorporated by letters patent may be surrendered if the company prove, to the satisfaction of the Minister,—

(a)  That it has no debts or obligations; or

(b)  That it has parted with its property, divided its assets rateably amongst its shareholders or members, and has no debts or liabilities; or

(c)  That the debts and obligations of the company have been duly provided for or protected, or that the creditors of the corporation or their assignees consent; and

(d)  That the company has given notice of the application for leave to surrender its charter, by publishing the same once in the Gazette officielle du Québec and once in a newspaper published in the French language and once in a newspaper published in the English language at or as near as may be to the place where the company has its head office.

(2)  The Minister upon a due compliance with the provisions of this Part, may accept a surrender of the charter, direct its cancellation, and fix a date upon and from which the company shall be dissolved. Notice of such dissolution shall be given by the Minister or the deputy minister of Consumer Affairs, Cooperatives and Financial Institutions by one insertion in the Gazette officielle du Québec , as in the form prescribed by the Minister, and the company shall thereupon become dissolved from and after the date fixed.

R. S. 1964, c. 271, s. 26; 1966-67, c. 72, s. 23; 1972, c. 61, s. 12; 1975, c. 76, s. 11.