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Bill 190, COVID-19 Response and Reforms to Modernize Ontario Act, 2020

Calandra, Hon. Paul Minister Without Portfolio

Royal Assent received. Statutes of Ontario 2020,

chapter 7

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Bill 190 Royal Assent (PDF)

EXPLANATORY

NOTE

This Explanatory Note was written as a reader’s

aid to Bill 190 and does not form part of the law.

Bill 190 has been enacted as

Chapter 7 of the Statutes of Ontario, 2020.

SCHEDULE

Alternative Filing Methods for Business Act, 2020

The

Schedule enacts the Alternative Filing Methods for

Business Act, 2020 . The Act permits documents required or permitted to

be filed by in-person delivery or mail under certain business statutes to

instead be filed by alternative methods, and permits electronic signatures and

electronic copies in respect of certain documents, to address public health and

safety concerns in respect of an emergency declared under the Emergency Management and Civil Protection Act .

SCHEDULE

Business Corporations Act

A new

Part XIX is added to the Business Corporations Act to provide that certain

provisions of the Act are temporarily suspended and that replacement provisions

apply during the temporary suspension period. The replacement provisions are

set out in a new

Schedule to the Act. Those provisions were previously set out

in an order made under subsection 7.1 (2) of the Emergency

Management and Civil Protection Act and filed as Ontario Regulation

107/20. The replacement provisions address, among other things, information

that must be laid before an annual meeting; extending the time period in which

a corporation must hold annual meetings in specified circumstances; the holding

of meetings of shareholders and directors by telephonic or electronic means and

notification requirements for meetings.

The temporary suspension period for each

section of the

Schedule is the period of the emergency that was declared on

March 17, 2020 under the Emergency Management and Civil

Protection Act and a further period that ends on the 120th day after the

day the declared emergency is terminated and, if the regulations so provide for

a particular section, a further prescribed period of time immediately following

the end of the 120-day period.

These

amendments to the Business Corporations Act are

retroactive to March 17, 2020.

Schedule 7 deems Ontario Regulation 107/20 to be

revoked on the same date.

The

Act is also amended to permit for electronic signatures on certain documents,

to permit for copies of certain documents to be used in place of originals and

to accommodate alternative methods of filing under the Alternative

Filing Methods for Business Act, 2020 .

SCHEDULE

Business Names Act

The

Schedule amends the Business Names Act to permit

for electronic signatures on certain documents, to permit for copies of certain

documents to be used in place of originals and to accommodate alternative

methods of filing under the Alternative Filing Methods for

Business Act, 2020 .

SCHEDULE

Commissioners for Taking Affidavits Act

The

Schedule makes various amendments to the Commissioners for

taking Affidavits Act , including adjusting its

short title and making

consequential amendments to other Acts:

Section

3 of the Act, providing authority for the Attorney General to grant specified

powers respecting the administration of oaths and taking of affidavits to

specified persons, is repealed. Under the new

section 12.1, persons exercising

powers conferred under

section 3 before its repeal may continue to exercise

those powers in accordance with the Act.

Section

4 of the Act is amended to remove special provision for the appointment of

certain corporate officers as commissioners for taking affidavits, and to give

the Attorney General the authority to, by regulations made under the Act,

change the terms of appointment and renewal of appointment for commissioners.

3. Under

subsection 4 (1.1) of the Act, the Attorney General may delegate the authority

to appoint commissioners. Subsection 8 (3) is added to the Act to give the

Attorney General power to delegate the authority to revoke appointments.

Section

9 of the Act is re-enacted to provide for circumstances in which a person

administering an oath or declaration need not be in the physical presence of

the deponent or declarant.

5. The

regulation-making authority in

section 13 of the Act, currently with the

Lieutenant Governor in Council, is amended to grant certain of the

regulation-making powers to the Attorney General.

SCHEDULE

Condominium Act, 1998

new

Part IV.1 is added to the Condominium Act, 1998

to provide that certain provisions of the Act are temporarily suspended and

that replacement provisions apply during the temporary suspension period. The

replacement provisions are set out in a new

Schedule to the Act. Those provisions

were previously set out in an order made under subsection 7.1 (2) of the Emergency Management and Civil Protection Act and filed

as Ontario Regulation 107/20. The replacement provisions address, among other

things, extending the time period in which corporations must hold annual

general meetings in specified circumstances; the holding of meetings of owners

and directors by telephonic or electronic means; and notification requirements

for meetings.

The temporary suspension period for each

section of the

Schedule is the period of the emergency that was declared on

March 17, 2020 under the Emergency Management and Civil

Protection Act and a further period that ends on the 120th day after the

day the declared emergency is terminated and, if the regulations so provide for

a particular section, a further prescribed period of time immediately following

the end of the 120-day period.

The

amendments to the Condominium Act, 1998 are

retroactive to March 17, 2020.

Schedule 7 deems Ontario Regulation 107/20 to be

revoked on the same date.

SCHEDULE

Co-operative Corporations Act

The

Co-operative Corporations Act is amended to provide

that certain provisions of the Act are temporarily suspended and that

replacement provisions apply during the temporary suspension period. The

replacement provisions are set out in the new

Schedule to the Act. Those provisions

were previously set out in an order made under subsection 7.1 (2) of the Emergency Management and Civil Protection Act and filed

as Ontario Regulation 107/20. The replacement provisions address, among other

things, information that must be laid before an annual meeting; extending the

time period in which a co-operative corporation must hold an annual meeting in

specified circumstances; the holding of meetings of members, shareholders and

directors by telephonic, electronic or other means; and notification

requirements for meetings.

The

temporary suspension period for each

section of the

Schedule is the period of

the emergency that was declared on March 17, 2020 under the Emergency Management and Civil Protection Act and a

further period that ends on the 120th day after the day the declared emergency

is terminated and, if the regulations so provide for a particular section, a

further prescribed period of time immediately following the end of the 120-day

period.

These

amendments to the Co-operative Corporations Act are

retroactive to March 17, 2020.

Schedule 7 deems Ontario Regulation 107/20 to be

revoked on the same date.

The

Schedule also amends the Act to permit for electronic signatures on certain

documents, to permit for copies of certain documents to be used in place of

originals and to accommodate alternative methods of filing under the Alternative Filing Methods for Business Act, 2020 .

SCHEDULE

Corporations Act

new

Part VIII is added to the Corporations Act to

provide that certain provisions of the Act are temporarily suspended and that

replacement provisions apply during the temporary suspension period. The

replacement provisions are set out in new

Schedule 2 to the Act. Those provisions

were previously set out in an order made under subsection 7.1 (2) of the Emergency Management and Civil Protection Act and filed

as Ontario Regulation 107/20. The replacement provisions address, among other

things, information that must be laid before an annual meeting; extending the

time period in which a corporation must hold annual meetings in specified

circumstances; the holding of meetings of shareholders, members and directors

by telephonic or electronic means and notification requirements for meetings.

The

temporary suspension period for each

section of

Schedule 2 is the period of the

emergency that was declared on March 17, 2020 under the Emergency

Management and Civil Protection Act and a further period that ends on

the 120th day after the day the declared emergency is terminated and, if the

regulations so provide for a particular section, a further prescribed period of

time immediately following the end of the 120-day period.

These

amendments to the Corporations Act are retroactive

to March 17, 2020. Ontario Regulation 107/20 is deemed to have been revoked on

the same date.

The

Act is also amended to permit for electronic signatures on certain documents,

to permit for copies of certain documents to be used in place of originals and

to accommodate alternative methods of filing under the Alternative

Filing Methods for Business Act, 2020 .

SCHEDULE

Corporations Information Act

The

Schedule amends the Corporations Information Act to

permit for electronic signatures on certain documents, to permit for copies of

certain documents to be used in place of originals and to accommodate

alternative methods of filing under the Alternative Filing

Methods for Business Act, 2020 .

SCHEDULE

Education Act

Currently,

the Education Act includes provisions addressing

when members of a board are required to be physically present at board

meetings. These provisions are repealed and related regulation-making powers

are amended and enacted.

The

Act also currently requires the physical attendance of the chair or designate

at meetings of the Centre Jules-Léger Consortium. An exception is added

providing that the requirement does not apply when an emergency order has been

made.

SCHEDULE

Extra-Provincial Corporations Act

The

Schedule amends the Extra-Provincial Corporations Act

to permit for electronic signatures on certain documents, to permit for copies

of certain documents to be used in place of originals and to accommodate

alternative methods of filing under the Alternative Filing

Methods for Business Act, 2020 .

SCHEDULE

Limited Partnerships Act

The

Schedule amends the Limited Partnerships Act to

permit for electronic signatures on certain documents, to permit for copies of

certain documents to be used in place of originals and to accommodate

alternative methods of filing under the Alternative Filing

Methods for Business Act, 2020 .

SCHEDULE

MÉtis Nation of Ontario Secretariat Act, 2015

The

Schedule amends

section 4 of the Métis Nation of Ontario

Secretariat Act, 2015 to provide that the election of councillors

scheduled to be held in 2020 may be held up to 90 days after the end of the

emergency declared on March 17, 2020 under the Emergency

Management and Civil Protection Act .

SCHEDULE

Notaries Act

The

Schedule makes various amendments to the Notaries Act :

Section

2 of the Act is amended in the first instance to change the conditions for

appointment and reappointment. In the second instance,

section 2 is repealed

and replaced in order to provide that the requirements a person must meet to be

appointed a notary public be specified by regulations made under the Act;

section 8 of the Act is amended to give that regulation-making authority, along

with certain other regulation-making authorities, to the Attorney General.

2. Sections

3 and 4 of the Act are repealed, and a new

section 3 is re-enacted, to restate

the powers of a notary public. Subsection 3 (3) provides for circumstances in

which a notary public need not be in the physical presence of the person with

respect to whom the notary public is exercising his or her powers.

Section

5 of the Act is amended to give the Attorney General the authority to, by

regulation, change the terms of appointment and reappointment for notaries

public.

4. Under

subsection 1 (2) of the Act, the Attorney General may delegate the authority to

appoint notaries public. Subsection 7 (4) is added to the Act to give the

Attorney General a power to delegate the authority to revoke appointments.

5. Numerous

amendments are made to the Act to provide that it applies to persons licensed

under the Law Society Act to provide legal services

in Ontario in the same way as it applies to persons licensed under that Act to

practise law in Ontario.

SCHEDULE

Not-For-Profit Corporations Act, 2010

The

Schedule amends the Not-for-Profit Corporations Act, 2010

to permit for electronic signatures on certain documents, to permit for copies

of certain documents to be used in place of originals and to accommodate

alternative methods of filing under the Alternative Filing

Methods for Business Act, 2020 .

SCHEDULE

Succession Law Reform Act

Section

51 of the Succession Law Reform Act is amended to

provide that certain designations of a person to receive a benefit payable

under a plan on the participant’s death may be provided electronically. A

consequential amendment is made to the Pension Benefits

Act .

Bill 190 2020

Act to enact one Act and amend various Acts in respect of COVID-19 and to make

other amendments

CONTENTS

Contents

of this Act

Commencement

Short

title

Schedule 1

Alternative

Filing Methods for Business Act, 2020

Schedule 2

Business

Corporations Act

Schedule 3

Business

Names Act

Schedule 4

Commissioners

for Taking Affidavits Act

Schedule 5

Condominium

Act, 1998

Schedule 6

Co-operative

Corporations Act

Schedule 7

Corporations

Act

Schedule 8

Corporations

Information Act

Schedule 9

Education

Act

Schedule 10

Extra-Provincial

Corporations Act

Schedule 11

Limited

Partnerships Act

Schedule 12

Métis

Nation of Ontario Secretariat Act, 2015

Schedule 13

Notaries

Act

Schedule 14

Not-for-Profit

Corporations Act, 2010

Schedule 15

Succession

Law Reform Act

Her

Majesty, by and with the advice and consent of the Legislative Assembly of the

Province of Ontario, enacts as follows:

Contents

of this Act

1 This Act consists of this section, sections 2

and 3 and the Schedules to this Act.

Commencement

(1) Subject to subsections (2) and

(3), this Act comes into force on the day it receives Royal Assent.

(2) The

Schedules to this Act come into force as provided in each Schedule.

(3) If

a

Schedule to this Act provides that any provisions are to come into force on a

day to be named by proclamation of the Lieutenant Governor, a proclamation may

apply to one or more of those provisions, and proclamations may be issued at

different times with respect to any of those provisions.

Short

title

3 The

short title of this Act is the COVID-19 Response and Reforms to Modernize Ontario Act, 2020 .

SCHEDULE 1

Alternative Filing Methods for Business Act, 2020

Purpose

The

purpose of this Act is to permit documents required or permitted to be filed by

in-person delivery or mail under certain business statutes to instead be filed

by alternative methods, and to permit electronic signatures and electronic

copies in respect of certain documents, to address public health and safety

concerns in respect of an emergency declared under the Emergency

Management and Civil Protection Act .

Interpretation

Definitions

(1) In

this Act,

“business

statute” means,

(

a) the

Business Corporations Act ,

(

b) the

Business Names Act ,

(

c) the

Corporations Act ,

(

d) the

Co-operative Corporations Act ,

(

e) the

Corporations Information Act ,

(

f) the

Extra-Provincial Corporations Act ,

(

g) the

Limited Partnerships Act , or

(

h) any

other prescribed act; (“loi sur les entreprises”)

“document”

means any document, including any articles, notice, declaration, application or

any accompanying document under any business statute. (“document”)

Minister,

Director or Registrar

(2) A

reference to a Minister, Director or Registrar is a reference to a Minister,

Director or Registrar as defined under the applicable business statute for the

purposes of that statute.

Alternative

filing methods may be permitted

(1) If

a business statute requires or permits a document to be filed by in-person

delivery or mail with the Minister, Director or Registrar, the Minister,

Director or Registrar may permit a person or entity to instead file the

document by a method that is specified under this Act by the Minister, Director

or Registrar.

Legible

electronic copy

(2) Unless

otherwise provided in the regulations or requirements under this Act, the

document must be a legible electronic copy.

Electronic

signature

(3) If

a document filed by a method specified under subsection (1) is required to be

signed under a requirement of a business statute, it may be signed by

electronic signature in accordance with the requirements for electronic

signatures established by the Minister, Director or Registrar under that

business statute.

Requirements

(4) Unless

otherwise provided in the regulations or requirements under this Act, the

person or entity referred to in subsection (1) must comply with any

requirement,

(

a) established

under this Act by the Minister, Director or Registrar; and

(

b) under

the business statute, except for a requirement under the business statute that

conflicts with this Act.

Clarification

(5) For

greater certainty, a method specified under subsection (1) is an alternative to

any other method under the business statute, and this Act does not prohibit

using a method under the business statute.

Deemed

compliance

(1) Filing

the document under the business statute in accordance with this Act by a method

specified under subsection 3 (1) is deemed to satisfy,

(

a) any

requirement under the business statute that conflicts with this Act; and

(

b) for

greater certainty, any requirement under the business statute for an original

document, two original documents or two duplicates.

Endorsement

or issuance

(2) An

endorsement or issuance by the Minister, Director or Registrar under a business

statute, in respect of a document filed under the business statute by a method

specified under this Act, is deemed to comply with a business statute’s

requirements for endorsement or issuance if it complies, with necessary

modifications, with all the requirements of the business statute other than any

requirements respecting originals, duplicates, number of documents, method of

delivery and similar requirements.

Conflict

there is a conflict between this Act, a specification for the purpose of

subsection 3 (1), a requirement for the purpose of clause 3 (4) (

a) or the

regulations made under this Act and a business statute, a requirement of the

Minister, Director or Registrar made under the business statute or the

regulations made under the business statute, this Act, the specification under

this Act, the requirement under this Act or the regulations under this Act, as

the case may be, prevails to the extent of the conflict.

Specifications

(1) A

specification for the purpose of subsection 3 (1) may be general or particular

in its application.

Public

notice

(2) The

specification shall be made available to the public on a website of the

Government of Ontario or in any other manner that the Minister responsible for

the administration of the business statute considers advisable.

Classes

(3) The

specification may prescribe a class.

Same

(4) For

the purposes of subsection (3), a class may be defined,

(

a) in

terms of any attribute or combination of attributes; or

(

b) as

consisting of, including or excluding a specified member.

Non-application

of Legislation Act, 2006

(5) Part

III (Regulations) of the Legislation Act, 2006 does

not apply to the specification.

Requirements

(1) For

the purpose of clause 3 (4) (a), the requirements established under this Act by

the Minister, Director or Registrar for the purposes of a business statute may

include requirements,

(

a) respecting

and governing the content, form, format and filing of documents that are filed

by a method specified under subsection 3 (1) and the form, format and payment

of fees, including respecting or governing the use of a prescribed, required or

approved form under a business statute;

(

b) respecting

and governing the manner of completion, submission and acceptance of documents,

the payment of fees and the determination of the date of receipt;

(

c) specifying

that documents may be submitted and fees may be paid only by a person

authorized by the Minister, Director or Registrar or who belongs to a class of

persons authorized by the Minister, Director or Registrar;

(

d) establishing

the time and circumstances when documents are considered to be sent to or

received by the Minister, Director or Registrar and the place where they are considered

to have been sent or received;

(

e) establishing

technology standards and requirements for filing documents by a method

specified by the Minister, Director or Registrar and for paying fees in

electronic format;

(

f) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed by a method specified

under this Act; and

(

g) governing

searches and search methods of records in respect of the records maintained by

the Minister, Director or Registrar under the business statute.

Classes

(2) The

requirements may prescribe a class.

Same

(3) For

the purposes of subsection (2), a class may be defined,

(

a) in

terms of any attribute or combination of attributes; or

(

b) as

consisting of, including or excluding a specified member.

Non-application

of Legislation Act, 2006

(4) Part

III (Regulations) of the Legislation Act, 2006 does

not apply to the requirements.

Conflict

(5) If

there is a conflict between the requirements and a regulation made under this

Act, the regulation prevails to the extent of the conflict.

Regulations

The

Minister of Government and Consumer Services, or any other member of the

Executive Council to whom responsibility for the administration of this Act is

assigned or transferred under the Executive Council Act ,

may make regulations,

(

a) defining

any word or expression used in this Act that has not already been expressly

defined in this Act;

(

b) governing

anything that, in this Act, is required or permitted to be prescribed or that

is required or permitted to be done by, or in accordance with, the regulations,

or as authorized, specified or provided for in the regulations;

(

c) providing

for any matter that the Minister considers necessary or advisable for the

purpose of this Act;

(

d) providing

for transitional matters that the Minister considers necessary or advisable in

connection with the implementation of the enactment of this Act.

Repeal

The

Act set out in this

Schedule is repealed.

Commencement

(1) Subject to subsection (2), the Act set out in this

Schedule

comes into force on the day the COVID-19 Response and

Reforms to Modernize Ontario Act, 2020 receives Royal Assent.

(2) Section

9 comes into force on a day to be named by proclamation of the Lieutenant

Governor.

Short

title

The

short title of the Act set out in this

Schedule is the Alternative Filing Methods for Business Act, 2020 .

SCHEDULE 2

Business Corporations Act

Section 267 of the Business Corporations Act is

repealed and the following substituted:

Accepting

copy of notice or other document

(1) If

a notice or other document is required to be sent to the Director under this

Act, the Director may accept a copy of it if it meets the Director’s

requirements established under this Act.

Articles

and applications

(2) Subsection

(1) does not apply to articles or applications filed by in-person delivery or

mail unless, under this Act, the Director permits a copy of such articles or

applications to be filed instead of the original.

Copy

deemed original

(3) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Director.

Endorsement

or issuance by Director

(4) An

endorsement or issuance by the Director under this Act in respect of a notice

or other document, including articles and applications, is deemed to comply

with requirements under this Act for endorsement or issuance if it complies,

with necessary modifications, with all the requirements of this Act other than

any requirements respecting originals, duplicates and number of documents.

Signatures

267.1 For greater certainty,

in respect of requirements under this Act respecting the signing of articles,

applications and other documents filed with the Director, any articles,

applications and other documents that meet the Director’s requirements

established under this Act are deemed to satisfy any requirements for a

signature under this Act.

The Act is amended by adding the following section:

Documents

filed under Alternative Filing Methods for Business Act,

267.2 Documents filed by a

method specified under the Alternative Filing Methods for

Business Act, 2020 , as it read immediately before it was repealed, are

deemed to have been filed by in-person delivery or mail for the purposes of

this Act.

(1) Clause 271.2 (1) (

h) of the Act is repealed and the following

substituted:

(

h) specifying

requirements for corporations filing articles, applications or other forms

approved under

section 272.2, whether electronically or by another method, to

keep a properly executed version of them, including records related to an

electronic signature if signed by electronic signature, at the registered

office in paper or electronic format and, if required by notice from the Director,

to provide a copy of the executed version, including records related to an

electronic signature, to the Director within the time period set out in the

notice;

(2) Clause

271.2 (1) (

k) of the Act is repealed and the following substituted:

(

k) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court that may be filed with the Director, and if

this Act specifies requirements respecting original articles, applications and

other documents filed with the Director, specifying and governing a type of

copy that may be filed with the Director instead of an original;

The Act is amended by adding the following section:

Requirements

established by the Director

271.2.1

(1) The

Director may establish requirements in respect of filings made by in-person

delivery, mail or by a method specified under the Alternative

Filing Methods for Business Act, 2020 ,

(

a) specifying

whether and which articles, applications, other forms prescribed under

section

271.1 or 271.2 and supporting documents must be signed, specifying requirements

respecting their signing, and governing the form and format of signatures,

including establishing rules respecting electronic signatures;

(

b) specifying

and governing methods of executing articles, applications, other forms

prescribed under

section 271.1 or 271.2, supporting documents and statements,

other than by signing them, and establishing rules respecting those methods;

(

c) if

this Act specifies requirements respecting the signing of articles,

applications and other documents filed with the Director, specifying and

governing alternative requirements for their signing or providing that signing

is not required;

(

d) specifying

requirements for corporations filing articles, applications and other forms

prescribed under

section 271.1 or 271.2, whether electronically or by another

method, to keep a properly executed version of them, including records related

to an electronic signature if signed by electronic signature, at the registered

office in paper or electronic format and, if required by notice from the

Director, to provide a copy of the executed version, including records related

to an electronic signature, to the Director within the time period set out in

the notice;

(

e) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Director, and if

this Act specifies requirements respecting original articles, applications and

other documents filed with the Director, specifying and governing a type of

copy that may be filed with the Director instead of an original.

Non-application

of Legislation Act, 2006

(2) Part

III (Regulations) of the Legislation Act, 2006 does

not apply to a requirement established by the Director under subsection (1).

Conflict

(3) If

there is a conflict between a requirement established under this

section and a

regulation made under this Act, including any requirement required by a form

that is prescribed or required under this Act, the requirement established

under this

section prevails to the extent of the conflict.

Repeal

(4) This

section is repealed on the day subsection 40 (1) of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Section 278 of the Act is repealed and the following substituted:

Appointment

of Director

The

Minister shall appoint a Director to exercise the powers and perform duties of

the Director under this or any other Act.

The Act is amended by adding the following Part:

Part XIX

Special Rules During Emergency

Interpretation

this Part and the

Schedule to this Act, references to the “emergency” and

“declared emergency” are references to the emergency declared pursuant to Order

in Council 518/2020 (Ontario Regulation 50/20) on March 17, 2020 pursuant to

section 7.0.1 of the Emergency Management and Civil

Protection Act and, for clarity, those references include any extension

of the emergency under

section 7.0.7 of that Act.

Application of

Schedule

(1) The

sections of the

Schedule to this Act apply during the temporary suspension

period, as described in subsection (2) for each section.

Temporary

suspension period

(2) The

temporary suspension period, as referred to in each

section of the

Schedule to

this Act, is the period of the emergency and a further period that ends on the

120th day after the day the declared emergency is terminated and, if the

regulations so provide for the section, a further prescribed period of time

immediately following the end of the 120-day period.

Regulations

(1) The

Lieutenant Governor in Council may make regulations prescribing further periods

of time for the purposes of subsection 280 (2).

Same

(2) A

regulation under subsection (1) may prescribe a different period of time for

different sections of the

Schedule to this Act and may provide for one or more

extensions of a previously prescribed period.

The Act is amended by adding the following Schedule:

SCHEDULE

Shareholders’

Meetings, Time Extension and Means of Meeting

The operation of

section 94 of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension

period only:

Shareholders’

meetings

(1) Subject

to subsection 104 (1), the directors of a corporation,

(

a) shall

call an annual meeting of shareholders not later than eighteen months after the

corporation comes into existence and subsequently not later than fifteen months

after holding the last preceding annual meeting; and

(

b) may

at any time call a special meeting of shareholders.

Shareholders’

meetings, time extension

(1.1) If

the last day on which a meeting referred to in clause (1) (

a) is required to be

held is a day that falls within the period of the declared emergency, the last

day on which the meeting is required to be held is no later than the 90th day

after the day the emergency is terminated.

Same

(1.2) If

the last day on which a meeting referred to in clause (1) (

a) is required to be

held is a day that falls within the 30-day period that begins on the day after

the day the emergency is terminated, the last day on which the meeting is

required to be held is no later than the 120th day after the day the emergency

is terminated.

Same

(1.3) Despite

clause (1) (a), the directors of a corporation may call a meeting that is to be

held on a day contemplated by subsection (1.1) or (1.2) at a time that enables

the corporation to comply with subsections (1.1) or (1.2), as applicable, and

that is reasonable in the circumstances.

Same

(1.4) For

the purposes of subsections (1.1) to (1.3), the day on which a meeting referred

to in clause (1) (

a) is required to be held shall be determined in accordance

with subsection 154 (1) as it read immediately before March 17, 2020.

Meeting

by electronic means

(2) Despite

any provision in the articles, by-laws or a unanimous shareholder agreement

that provides otherwise, a meeting of the shareholders may be held by

telephonic or electronic means and a shareholder who, through those means,

votes at the meeting or establishes a communications link to the meeting shall

be deemed for the purposes of this Act to be present at the meeting.

The operation of subsection 96 (1) of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Notice

of shareholders’ meetings

(1) Notice

of the time and place of a meeting of shareholders shall be sent, in the case

of an offering corporation, not less than twenty-one days and, in the case of

any other corporation, not less than ten days, but, in either case, not more

than fifty days, before the meeting,

(

a) to

each shareholder entitled to vote at the meeting;

(

b) to

each director; and

(

c) to

the auditor of the corporation.

Changes

re meeting after notice sent

(1.1) If

a notice of a meeting of shareholders has been sent for a meeting to be held on

a day that falls within the period of the declared emergency and, after the

notice is sent, the date, time or place of the meeting is changed in order to

hold the meeting by telephonic or electronic means, another notice of meeting

is not required to be sent but the persons entitled to receive the notice must

be informed of the change in a manner and within a time that is reasonable in

the circumstances.

The operation of subsections 103 (1) and (2) of the Act is temporarily

suspended and the following replacement provisions are in effect during the

temporary suspension period only:

Manner

of voting

(1) Subject

to subsection (2.1) and unless the by-laws otherwise provide, voting at a

meeting of shareholders shall be by show of hands, except where a ballot is

demanded by a shareholder or proxyholder entitled to vote at the meeting.

Same

(2) Subject

to subsection (2.1), a shareholder or proxyholder may demand a ballot either

before or after any vote by show of hands.

Same

(2.1) Despite

any provision of this Act and the regulations, where a meeting of shareholders

is held by telephonic or electronic means in accordance with subsection 94 (2),

the chair shall conduct the vote by a show of hands or by a ballot in

accordance with subsections (1) and (2), if feasible, otherwise the chair may

direct voting by alternate means.

Meetings

by Electronic Means, Directors’ Meetings

The operation of subsection 126 (13) of the Act is temporarily suspended and

the following replacement provision is in effect during the temporary

suspension period only:

Meeting

by electronic means

(13) Despite

any provision in the articles, by-laws or a unanimous shareholder agreement

that provides otherwise, a meeting of directors or of a committee of directors

may be held by means of such telephone, electronic or other communication

facilities as permit all persons participating in the meeting to communicate

with each other simultaneously and instantaneously, and a director

participating in such a meeting by such means is deemed for the purposes of

this Act to be present at that meeting.

The operation of subsection 154 (1) of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension

period only:

Information

to be laid before annual meeting

(1) For

an annual meeting of shareholders held on a date that is in the period that

begins on March 17, 2020 and ends on the 120th day after the day the declared

emergency is terminated, the directors shall place before the meeting,

(

a) in

the case of a corporation that is not an offering corporation, financial

statements for the period that began on the date the corporation came into

existence and ended before the annual meeting or, if the corporation has

completed a financial year, the period that began immediately after the end of

the last completed financial year and ended before the annual meeting;

(

b) in

the case of a corporation that is an offering corporation, the financial

statements required to be filed under the Securities Act

and the regulations thereunder relating separately to,

(

i) the

period that began on the date the corporation came into existence and ended

before the annual meeting or, if the corporation has completed a financial

year, the period that began immediately after the end of the last completed

financial year and ended before the annual meeting, and

(ii) the

immediately preceding financial year, if any;

(

c) the

report of the auditor, if any, to the shareholders; and

(

d) any

further information respecting the financial position of the corporation and

the results of its operations required by the articles, the by-laws or any

unanimous shareholder agreement.

Repeal

Part XIX of the Act, as enacted by

section 6, and the

Schedule to the Act, as

enacted by

section 7, are repealed.

Cutting

Unnecessary Red Tape Act, 2017

(1) Section 38 of

Schedule 6 to the Cutting

Unnecessary Red Tape Act, 2017 is repealed.

(2) Section

46 of

Schedule 6 to the Act is repealed.

Commencement

(1) Subject to subsections (2) to (5), this

Schedule comes into

force on the day the COVID-19 Response and Reforms to

Modernize Ontario Act, 2020 receives Royal Assent.

(2) Section

2 comes into force on the day

section 9 of

Schedule 1 ( Alternative

Filing Methods for Business Act, 2020 ) to the COVID-19

Response and Reforms to Modernize Ontario Act, 2020 comes into force.

(3) Section

3 comes into force on the day subsection 40 (1) of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

(4) Sections

6 and 7 are deemed to have come into force on March 17, 2020.

(5) Section

8 comes into force on a day to be named by proclamation of the Lieutenant Governor.

SCHEDULE 3

Business Names Act

The Business Names Act is amended by adding the

following section:

Accepting

copy of notice or other document

5.0.1

(1) If a

notice or other document is required to be sent to the Registrar under this

Act, the Registrar may accept a copy of it if it meets the Registrar’s

requirements established under this Act.

Copy

deemed original

(2) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Registrar.

Issuance

by Registrar

(3) An

issuance by the Registrar under this Act in respect of a notice or other

document is deemed to comply with requirements under this Act for issuance if

it complies, with necessary modifications, with all the requirements of this

Act other than any requirements respecting originals, duplicates and number of

documents.

Repeal

(4) This

section is repealed on the day

section 52 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Section 5.1 of the Act is repealed and the following substituted:

Accepting

copy of notice or other document

5.1

(1) If a

notice or other document is required to be sent to the Registrar under this

Act, the Registrar may accept a copy of it if it meets the Registrar’s requirements

established under this Act.

Copy

deemed original

(2) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Registrar.

Issuance

by Registrar

(3) An

issuance by the Registrar under this Act in respect of a notice or other

document is deemed to comply with requirements under this Act for issuance if

it complies, with necessary modifications, with all the requirements of this

Act other than any requirements respecting originals, duplicates and number of

documents.

The Act is amended by adding the following section:

Signatures

5.2 For greater certainty,

in respect of requirements under this Act respecting the signing of forms and

other documents filed with the Registrar, any forms and other documents that

meet the Registrar’s requirements established under this Act are deemed to

satisfy any requirements for a signature under this Act.

The Act is amended by adding the following section:

Documents

filed under Alternative Filing Methods for Business Act,

5.3 Documents filed by a

method specified under the Alternative Filing Methods for

Business Act, 2020 , as it read immediately before it was repealed, are

deemed to have been filed by in-person delivery or mail for the purposes of

this Act.

(1) Clause 10.4 (1) (

g) of the Act is repealed and the following

substituted:

(

g) specifying

requirements for corporations or other persons filing forms approved under

section 10.2, whether electronically or by another method, to keep a properly

executed version of them, including records related to an electronic signature

if signed by electronic signature, in paper or electronic format and, if

required by notice from the Registrar, to provide a copy of the executed

version, including records related to an electronic signature, to the Registrar

within the time period set out in the notice;

(2) Clause

10.4 (1) (

j) of the Act is repealed and the following substituted:

(

j) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Registrar;

The Act is amended by adding the following section:

Requirements

established by the Registrar

10.5

(1) The

Registrar may establish requirements in respect of filings made by in-person

delivery, mail or by a method specified under the Alternative

Filing Methods for Business Act, 2020 ,

(

a) specifying

whether and which forms prescribed under

section 10.2 or 11 and supporting

documents must be signed, specifying requirements respecting their signing, and

governing the form and format of signatures, including establishing rules

respecting electronic signatures;

(

b) specifying

and governing methods of executing forms prescribed under

section 10.2 or 11

and supporting documents, other than by signing them, and establishing rules

respecting those methods;

(

c) specifying

requirements for corporations or other persons filing forms prescribed under

section 10.2 or 11, whether electronically or by another method, to keep a

properly executed version of them, including records related to an electronic

signature if signed by electronic signature, in paper or electronic format and,

if required by notice from the Registrar, to provide a copy of the executed

version, including records related to an electronic signature, to the Registrar

within the time period set out in the notice;

(

d) specifying

and governing a type of copy, including a type of copy of a court order or other

document issued by the court, that may be filed with the Registrar.

Non-application

of Legislation Act, 2006

(2) Part

III (Regulations) of the Legislation Act, 2006 does

not apply to a requirement established by the Registrar under subsection (1).

Conflict

(3) If

there is a conflict between a requirement established under this

section and a

regulation made under this Act, including any requirement required by a form

that is prescribed or required under this Act, the requirement established

under this

section prevails to the extent of the conflict.

Definition

(4) In

this section,

“electronic

signature” has the same meaning as in the Business

Corporations Act .

Repeal

(5) This

section is repealed on the day

section 58 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Commencement

(1) Subject to subsections (2) to (4), this

Schedule comes into

force on the day the COVID-19 Response and Reforms to

Modernize Ontario Act, 2020 receives Royal Assent.

(2) Section

2 comes into force on the day

section 52 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

(3) Section

4 comes into force on the day

section 9 of

Schedule 1 ( Alternative

Filing Methods for Business Act, 2020 ) to the COVID-19

Response and Reforms to Modernize Ontario Act, 2020 comes into force.

(4) Section

5 comes into force on the day

section 58 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

SCHEDULE 4

Commissioners for Taking Affidavits Act

taking Affidavits Act is amended by striking out “taking” and

substituting “Taking”.

Section 3 of the Act is repealed.

(1) Subsection 4 (2) of the Act is repealed.

(2) Subsection

4 (3) of the Act is repealed and the following substituted:

Period

of appointment

(3) Commissioners

appointed under this

section shall be appointed for a three-year period or such

other period as may be specified by the regulations made under this Act.

Renewal

(3.1) An

appointment under this

section may be renewed for one or more periods of three

years or such other period as may be specified by the regulations made under

this Act.

anywise”.

Section 8 of the Act is amended by adding the following subsection:

Delegation

(3) The

Attorney General may, in writing, delegate the power conferred by subsection

(1) to a public servant employed under

Part III of the Public

Service of Ontario Act, 2006 .

Section 9 of the Act is repealed and the following substituted:

Administration

of oath, declaration

person

(1) Every oath and declaration shall be taken by

the deponent or declarant in the physical presence of the commissioner, notary

public or other person administering the oath or declaration.

Not

in person

(2) Despite

subsection (1), if the regulations made under this Act so provide and the

conditions set out in the regulations are met, an oath or declaration may be

taken by a deponent or declarant in accordance with the regulations without

being in the physical presence of a commissioner, notary public or other person

administering the oath or declaration.

Duty

of commissioner, etc.

(3) A

commissioner, notary public or other person administering an oath or

declaration shall satisfy himself or herself of the genuineness of the

signature of the deponent or declarant and shall administer the oath or

declaration in the manner required by law before signing the jurat or

declaration.

Section 10 of the Act is amended by striking out “notary public, justice of the

peace or other officer or person” and substituting “notary public or other

person”.

The Act is amended by adding the following section:

Transition,

commissioners for specific purposes

12.1 A person who exercised powers, conferred by the

Attorney General under

section 3 immediately before its repeal by

section 2 of

Schedule 4 to the COVID-19 Response and Reforms to

Modernize Ontario Act, 2020 to administer oaths and take affidavits in

connection with the performance of his or her official duties may continue to

exercise the conferred powers, subject to any limitations determined by the

Attorney General when the powers were conferred, and continues to be subject to

this Act in respect of the exercise of those powers until the person ceases or

is no longer authorized to perform those duties.

(1) Clause 13 (

a) of the Act is repealed and the following

substituted:

(

a) prescribing

the fees payable to commissioners under this Act and requiring their payment;

(2) Section

13 of the Act is amended by adding the following clauses:

(

d) for

the purposes of subsection 9 (2), providing that an oath or declaration may be

taken by a deponent or declarant without being in the physical presence of a

commissioner, notary public or other person administering the oath or

declaration, specifying conditions that must be met in order for an oath or

declaration to be administered without being in the physical presence of the

deponent or declarant, and governing the administering of an oath or

declaration without being in the physical presence of the deponent or declarant;

(

e) respecting

any matter necessary or advisable to carry out effectively the intent and

purpose of this Act.

(3) Section

13 of the Act is amended by adding the following subsection:

Same,

Attorney General

(2) The

Attorney General may make regulations,

(

a) prescribing

a period of appointment for the purposes of subsection 4 (3) or a period of

renewal of appointment for the purposes of subsection 4 (3.1);

(

b) prescribing

fees payable to the Crown under this Act and requiring their payment;

(

c) exempting

any person or class of persons from paying any or all of the fees prescribed

under clause (b).

Evidence

Act

substituting “Taking”.

Homemakers

and Nurses Services Act

out “taking” and substituting “Taking”.

Legal

Aid Services Act, 1998

“taking” and substituting “Taking”.

Long-Term

Care Homes Act, 2007

“taking” and substituting “Taking”.

Mining

Act

substituting “Taking”.

Ministry

of Northern Development, Mines and Forestry Act

amended by striking out “taking” and substituting “Taking”.

Ontario

Disability Support Program Act, 1997

by striking out “taking” and substituting “Taking”.

Ontario

Works Act, 1997

“taking” wherever it appears and substituting in each case “Taking”.

Provincial

Offences Act

“taking” and substituting “Taking”.

Commencement

(1) Subject to subsection (2), this

Schedule

comes into force on the day the COVID-19 Response and

Reforms to Modernize Ontario Act, 2020 receives Royal Assent.

(2) Sections

2, 3 and 5 to 9 come into force on a day to be named by proclamation of the

Lieutenant Governor.

SCHEDULE 5

Condominium Act, 1998

The Condominium Act, 1998 is amended by adding the

following Part:

Part

IV.1

Special Rules During Emergency

Interpretation

71.0.1 In this Part and the

Schedule

to this Act, references to the “emergency” and “declared emergency” are

references to the emergency declared pursuant to Order in Council 518/2020

(Ontario Regulation 50/20) on March 17, 2020 pursuant to

section 7.0.1 of the Emergency Management and Civil Protection Act and, for

clarity, those references include any extension of the emergency under

section

7.0.7 of that Act.

Application

of

Schedule

71.0.2

(1) The sections of the

Schedule to

this Act apply during the temporary suspension period, as described in

subsection (2) for each section.

Temporary suspension period

(2) The

temporary suspension period, as referred to in each

section of the

Schedule to

this Act, is the period of the emergency and a further period that ends on the

120th day after the day the declared emergency is terminated and, if the

regulations so provide for the section, a further prescribed period of time

immediately following the end of the 120-day period.

Regulations

71.0.3

(1) The Lieutenant Governor in

Council may make regulations prescribing further periods of time for the

purposes of subsection 71.0.2 (2).

Same

(2) A

regulation under subsection (1) may prescribe a different period of time for

different sections of the

Schedule to this Act and may provide for one or more

extensions of a previously prescribed period.

The Act is amended by adding the following Schedule:

SCHEDULE

Meetings

of Directors

The operation of subsection 35 (2) of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension

period only:

Notice

(2) The

person calling a meeting of directors shall give a written notice of the

meeting to every director of the corporation in the following manner:

1. The

notice shall be given at least 10 days before the day of the meeting, unless

the by-laws specify otherwise.

2. The

notice shall be given to the director by one of the following means,

i. delivering

the notice personally, unless the by-laws specify otherwise,

ii. sending

the notice by prepaid mail or courier delivery addressed to the director at the

latest address as shown on the records of the corporation, unless the by-laws

specify otherwise,

iii. sending

the notice by electronic communication addressed to the director at the latest

address as shown on the records of the corporation, whether or not the by-laws

specify otherwise.

The operation of subsection 35 (5) of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension period

only:

Teleconference

(5) A

meeting of the directors may be held, in accordance with the regulations, by

teleconference or another form of communications system that is prescribed.

Time

Extension for Annual General Meetings

The operation of subsection 45 (2) of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Annual

general meeting

(2) The

board shall hold a general meeting of owners not more than three months after the

registration of the declaration and description and subsequently within six

months of the end of each fiscal year of the corporation.

Annual

general meetings, time extension

(2.1) Despite

subsection (2), if the last day on which a meeting is required to be held under

subsection (2) is a day that falls within the period of the declared emergency,

the last day on which the meeting is instead required to be held is no later

than the 90th day after the day the emergency is terminated.

Same

(2.2) Despite

subsection (2), if the last day on which a meeting is required to be held under

subsection (2) is a day that falls within the 30-day period that begins on the

day after the day the emergency is terminated, the last day on which the

meeting is instead required to be held is no later than the 120th day after the

day the emergency is terminated.

Change

in Date, Time or Place of Meeting of Owners

The operation of subsection of 47 (1) of the Act is temporarily suspended and

the following replacement provisions are in effect during the temporary

suspension period only:

Giving

notice to owners

(1) Any

notice that is required under this Act to be given to owners shall,

(

a) be

in writing;

(

b) be

given at least 15 days before the day of the meeting, if the notice is a notice

of meeting of owners;

(

c) if

the notice is a preliminary notice described in subsection 45.1 (1), be given

at least 20 days before the subsequent notice of meeting of owners described in

that subsection;

(

d) be

given to the owners in accordance with subsection (4); and

(

e) if

the notice is a notice of meeting of owners or a preliminary notice described

in subsection 45.1 (1), be given to the mortgagees described in subsections

(2) and (3) in accordance with subsection (5).

Changes

re meeting after notice given

(1.1) If

a notice of meeting of owners mentioned in clause (1) (

b) has been given in

respect of a meeting to be held on a day that falls within the period of the

declared emergency and, after the notice is given, the date, time or place of

the meeting is changed in order to hold the meeting by telephonic or electronic

means, another notice of meeting is not required to be given but the persons

entitled to receive the notice must be informed of the change in a manner and

within a time that is reasonable in the circumstances.

Meeting

of Owners by Electronic Means

The operation of subsection 50 (2) of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Determination

of quorum

(2) To

count towards the quorum, an owner must be entitled to vote at a meeting and

shall be present at the meeting or represented by proxy.

Meeting

of owners by electronic means

(2.1) Despite

any by-law, a meeting of owners may be held by telephonic or electronic means,

as defined in subsection 52 (1.1), and an owner or a mortgagee who, personally

or by proxy, through those means, votes at the meeting or establishes a

communications link to the meeting shall be deemed, for the purposes of this

Act, to be present at the meeting or represented by proxy, as the case may be.

Voting

by Electronic Means

The operation of subsection 52 (1) of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension

period only:

Method

of voting

(1) Votes

may be cast by,

(

a) a

show of hands, personally or by proxy; or

(

b) a

recorded vote that is,

(

i) marked

on a ballot cast personally or by a proxy,

(ii) marked

on an instrument appointing a proxy, or

(iii) indicated

by telephonic or electronic means, whether or not the by-laws so permit.

Service

by Electronic Means

The operation of

section 54 of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension

period only:

Service

(1) U nless this Act indicates otherwise, anything

required to be given to an owner or a mortgagee under this Act is sufficiently

served if it is given in accordance with subsection 47 (4) or (5), as the case may

be.

Service

re meetings

(2) Despite

any provision of this Act or the regulations and despite the declaration or

by-laws of a corporation, anything required by this Act or the regulations to

be given to an owner or a mortgagee in respect of any meeting under this Act is

sufficiently served if it is given by electronic means.

Same

(3) For

greater certainty, subsection (2) applies even if an owner has not entered an

agreement described in clause 47 (4) (

c) and even if a mortgagee has not

entered an agreement described in clause 47 (5) (c).

Matters

and material

(4) Despite

any provision of this Act or the regulations and despite the declaration or

by-laws of a corporation, any matters or material required or permitted to be

placed before a meeting of owners may be placed by electronic means.

Forms

(5) For

greater certainty, if a form has been specified under this Act as the form in

which a document or information shall be given, the document or information

shall be given in that form with any modifications necessary to reflect changes

to this Act set out in the

Schedule to this Act.

Definition

(6) In

this section,

“electronic

means” means any means that uses any electronic or other technological means to

transmit information or data, including fax, e-mail, computer or computer

networks.

Repeal

Part IV.1 of the Act, as enacted by

section 1, and the

Schedule to the Act, as enacted by

section 2, are repealed.

Commencement

(1) Subject to subsection (2), this

Schedule

is deemed to have come into force on March 17, 2020.

(2) Section

3 comes into force on a day to be named by proclamation of the Lieutenant

Governor.

SCHEDULE 6

Co-operative Corporations Act

Subsection 1 (1) of the Co-operative Corporations Act

is amended by adding the following

definitions:

“Director”

means the Director appointed under

section 278 of the Business

Corporations Act ; (“directeur”)

“electronic

signature” has the same meaning as in the Business

Corporations Act ; (“signature électronique”)

Section 1.1 of the Act is amended by adding the following subsection:

Same,

Director

(2) The

Director may delegate in writing any or all of the Director’s duties and powers

under this Act to any person, subject to any restrictions set out in the delegation.

The Act is amended by adding the following sections:

Accepting

copy of notice or other document

172.1

(1) If a notice or other document is

required to be sent to the Minister under this Act, the Minister may accept a

copy of it if it meets the Director’s requirements established under this Act.

Copy

deemed original

(2) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Minister.

Endorsement

or issuance

(3) An

endorsement or issuance by the Minister under this Act in respect of a notice

or other document, including articles and applications, is deemed to comply

with requirements under this Act for endorsement or issuance if it complies,

with necessary modifications, with all the requirements of this Act other than

any requirements respecting originals, duplicates and number of documents.

Signatures

172.2 For greater certainty, in respect of

requirements under this Act respecting the signing of articles, applications

and other documents filed with the Minister, any articles, applications and

other documents that meet the Director’s requirements established under this

Act are deemed to satisfy any requirements for a signature under this Act.

The Act is amended by adding the following section:

Documents

filed under Alternative Filing Methods for Business Act,

172.3 Documents filed by a method specified under the

Alternative Filing Methods for Business Act, 2020 ,

as it read immediately before it was repealed, are deemed to have been filed by

in-person delivery or mail for the purposes of this Act.

(1) The Act is amended by adding the following section:

Requirements

established by the Director

185.2

(1) The Director may establish

requirements in respect of filings made by in-person delivery, mail or by a

method specified under the Alternative Filing Methods for

Business Act, 2020 ,

(

a) specifying

whether and which articles, applications, other forms approved under

section

187 and supporting documents must be signed, specifying requirements respecting

their signing, and governing the form and format of signatures, including

establishing rules respecting electronic signatures;

(

b) specifying

and governing methods of executing articles, applications, other forms approved

under

section 187, supporting documents and statements, other than by signing

them, and establishing rules respecting those methods;

(

c) if

this Act specifies requirements respecting the signing of articles,

applications and other documents filed with the Minister, specifying and

governing alternative requirements for their signing or providing that signing

is not required;

(

d) specifying

requirements for co-operatives filing articles, applications and other forms

approved under

section 187, whether electronically or by another method, to

keep a properly executed version of them, including records related to an

electronic signature if signed by electronic signature, at the head office in

paper or electronic format and, if required by notice from the Director, to

provide a copy of the executed version, including records related to an

electronic signature, to the Minister within the time period set out in the

notice;

(

e) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Minister.

Non-application

of Legislation Act, 2006

(2) Part

III (Regulations) of the Legislation Act, 2006 does

not apply to a requirement established by the Director under subsection (1).

Conflict

(3) If

there is a conflict between a requirement established under this

section and a

regulation made under this Act, the regulation prevails to the extent of the

conflict.

(2) Subsection

185.2 (1) of the Act, as enacted by subsection (1), is amended by striking out

“in respect of filings made by in-person delivery, mail or by a method

specified under the Alternative Filing Methods for

Business Act, 2020 ” at the end of the portion before clause (a).

The Act is amended by adding the following sections:

Special Rules During Emergency

Interpretation

188 In this

section and sections 189 and 190 and the

Schedule

to this Act, references to the “emergency” and “declared emergency” are references

to the emergency declared pursuant to Order in Council 518/2020 (Ontario

Regulation 50/20) on March 17, 2020 pursuant to

section 7.0.1 of the Emergency Management and Civil Protection Act and, for

clarity, those references include any extension of the emergency under

section

7.0.7 of that Act.

Application

of

Schedule

(1) The sections of the

Schedule to this Act apply

during the temporary suspension period, as described in subsection (2) for each

section.

Temporary

suspension period

(2) The

temporary suspension period, as referred to in each

section of the

Schedule to

this Act, is the period of the emergency and a further period that ends on the

120th day after the day the declared emergency is terminated and, if the

regulations so provide for the section, a further prescribed period of time

immediately following the end of the 120-day period.

Regulations

(1) The Lieutenant Governor in Council may make

regulations prescribing further periods of time for the purposes of subsection 189

(2).

Same

(2) A

regulation under subsection (1) may prescribe a different period of time for

different sections of the

Schedule to this Act and may provide for one or more

extensions of a previously prescribed period.

The Act is amended by adding the following Schedule:

SCHEDULE

Meeting

by Electronic Means, Members’ Meetings

The operation of subsections 74 (3) to (5) of the Act is temporarily suspended

and the following replacement provisions are in effect during the temporary

suspension period only:

Meeting

by electronic means

(3) Whether

or not the articles or by-laws of a co-operative so provide, a meeting of the

members of a co-operative, including a meeting of the members of a non-profit

housing co-operative, may be held by telephonic or electronic means by which

all members participating in the meeting can hear each other, and a member who,

through those means, votes at the meeting or establishes a communications link

to the meeting is deemed for the purposes of this Act to be present at the

meeting.

Same

(4) A

meeting held under subsection (3) is deemed to be held at the place where the

head office of the co-operative is located.

Definition

of “telephonic or electronic means”

(5) For

the purposes of this

section and sections 75, 76 and 90,

“telephonic

or electronic means” means telephone calls or messages, facsimile messages,

electronic mail, transmission of data or information through automated

touch-tone telephone systems, transmission of data or information through

computer networks, any other similar means or any other prescribed means.

The operation of subsection 75 (3) of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Poll

(3) If

a poll is demanded, it shall be taken in such manner as the by-laws prescribe,

and, if the by-laws make no provision therefor, then as the chair directs.

Changes

re meeting after notice given

(4) If

a notice of meeting of members or shareholders has been given in respect of a

meeting to be held on a day that falls within the period of the declared

emergency and, after the notice is given, the date, time or place of the

meeting is changed in order to hold the meeting by telephonic or electronic

means, another notice of meeting is not required to be given but members,

shareholders and any other person entitled to receive the notice must be

informed of the change in a manner and within a time that is reasonable in the

circumstances.

Suspension

of In-Person Voting

The operation of subsection 76 (4) of the Act is temporarily suspended.

Voting

by Electronic Means

The operation of subsection 76 (5) of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension

period only:

Voting

by other means

(5) Whether

or not the articles or by-laws of a co-operative, including a non-profit

housing co-operative, so provide, voting may take place by mail or by

telephonic or electronic means.

Time

Extension for Annual Meetings

The operation of

section 77 of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Annual

meetings

(1) A co-operative shall hold an annual meeting

of its members not later than eighteen months after its incorporation and

subsequently not more than fifteen months after the holding of the last

preceding annual meeting and at such meeting any member shall have an

opportunity to raise any matter relevant to the affairs and business of the

co-operative.

Annual

meetings, time extension

(2) Despite

subsection (1), if the last day on which a meeting is required to be held under

subsection (1) is a day that falls within the period of the declared emergency,

the last day on which the meeting is instead required to be held is no later

than the 90th day after the day the emergency is terminated.

Same

(3) Despite

subsection (1), if the last day on which a meeting is required to be held under

subsection (1) is a day that falls within the 30-day period that begins on the

day after the day the emergency is terminated, the last day on which the

meeting is instead required to be held is no later than the 120th day after the

day the emergency is terminated.

Election

of Directors by Electronic Means

The operation of subsection 90 (1) of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Election

of directors

(1) The

directors shall be elected by the members in general meeting, and the election

shall be by ballot in the manner prescribed by

section 91.

Method

of voting or election

(1.1) Where

a general meeting of members referred to in subsection (1) is held by

telephonic or electronic means in accordance with subsection 74 (3), the chair

shall conduct a vote or election by ballot in the manner prescribed by

section

91, otherwise the chair may direct the vote or election by alternate means.

Meeting

by Telephone, Board and Executive meetings

The operation of subsection 94 (3) of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension

period only:

Meetings

by telephone

(3) Whether

or not the by-laws or articles of a co-operative provide otherwise, any

director may participate in a meeting of the board of directors or of the

executive committee by means of conference, telephone or other communications

equipment by means of which all persons participating in the meeting can hear

each other, and a director participating in a meeting pursuant to this

subsection shall be deemed for the purposes of this Act to be present in person

at that meeting.

Information

to be Laid Before Annual Meeting

The operation of subsection 128 (1) of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension

period only:

Information

to be laid before annual meeting

(1) For

an annual meeting of the members held on a day that is in the period that

begins March 17, 2020 and ends on the 120th day after the day the declared

emergency is terminated, the directors shall lay before the meeting,

(

a) a

comparative financial statement relating separately to,

(

i) the

period that commenced on the date of incorporation and ended before the annual

meeting or, if the co-operative has completed a financial year, that commenced

immediately after the end of the last completed financial year and ended before

such annual meeting, as the case may be, and

(ii) the

period covered by the financial year next preceding such latest completed

financial year, if any,

made

up of,

(iii) a

statement of profit and loss for each period,

(iv) a

statement of surplus for each period,

(

v) a

statement of patronage returns allocated to members during the year,

(vi) a

statement of source and application of funds for each period, and

(vii) a

balance sheet as at the end of each period;

(

b) the

report of the auditor to the members; and

(

c) such

further information respecting the financial position of the co-operative as

the articles or by-laws of the co-operative require.

Repeal

8 Sections 188, 189 and 190 of the Act, as enacted by

section 6, and the

Schedule to the Act, as enacted by

section 7, are repealed.

Commencement

(1) Subject to subsections (2) to (4), this

Schedule comes into force on the day the COVID-19 Response

and Reforms to Modernize Ontario Act, 2020 receives Royal Assent.

(2) Section

4 and subsection 5 (2) come into force on the day

section 9 of

Schedule 1 ( Alternative Filing Methods for Business Act, 2020 ) to the

COVID-19 Response and Reforms to Modernize Ontario Act,

2020 comes into force.

(3) Sections

6 and 7 are deemed to have come into force on March 17, 2020.

(4) Section

8 comes into force on a day to be named by proclamation of the Lieutenant

Governor.

SCHEDULE 7

Corporations Act

(1) Section 1 of the Corporations Act is

amended by adding the following

definitions:

“day”

means a clear day; (“jour”)

“electronic

signature” means an identifying mark or process that is,

(

a) created

or communicated using telephonic or electronic means,

(

b) attached

to or associated with a document or other information, and

(

c) made

or adopted by a person to associate the person with the document or other

information, as the case may be; (“signature électronique”)

(2) Section

1 of the Act is amended by adding the following definition:

“Director”

means the Director appointed under

section 278 of the Business

Corporations Act ; (“directeur”)

The Act is amended by adding the following

section before

Part I:

Delegation

by Director

2.1.1

(1) The

Director may delegate in writing any or all of his or her duties and powers

under this Act to any person, subject to any restrictions set out in the

delegation.

Repeal

(2) This

section is repealed on the day

section 5 of

Schedule 7 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Section 211 of the Act is amended by striking out “in accordance with the

Schedule to this Act” at the end and substituting “in accordance with

Schedule

1 to this Act”.

(1) Clause 326.3 (1) (

g) of the Act is repealed and the following

substituted:

(

g) specifying

requirements for corporations filing letters patent, supplementary letters

patent, other applications and forms approved under

section 326.6, whether

electronically or by another method, to keep a properly executed version of

them, including records related to an electronic signature if signed by

electronic signature, at the head office in paper or electronic format and, if

required by notice from the Director, to provide a copy of the executed

version, including records related to an electronic signature, to the Minister

within the time period set out in the notice;

(2) Clause

326.3 (1) (

j) of the Act is repealed and the following substituted:

(

j) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Minister, and if

this Act specifies requirements respecting original documents filed with the

Minister, specifying and governing a type of copy that may be filed with the

Minister instead of an original;

The Act is amended by adding the following sections:

Requirements

established by the Director

326.3.1

(1) The Director may establish

requirements in respect of filings made by in-person delivery, mail or by a

method specified under the Alternative Filing Methods for

Business Act, 2020 ,

(

a) specifying

whether and which applications for letters patent or supplementary letters

patent, other applications and forms prescribed under

section 326.1 or 327 and

supporting documents must be signed, specifying requirements respecting their

signing, and governing the form and format of signatures, including

establishing rules respecting electronic signatures;

(

b) specifying

and governing methods of executing applications for letters patent or

supplementary letters patent, other applications and forms prescribed under

section 326.1 or 327 and supporting documents, other than by signing them, and

establishing rules respecting those methods;

(

c) specifying

requirements for corporations filing letters patent, supplementary letters

patent, other applications and forms prescribed under

section 326.1 or 327,

whether electronically or by another method, to keep a properly executed

version of them, including records related to an electronic signature if signed

by electronic signature, at the head office in paper or electronic format and,

if required by notice from the Director, to provide a copy of the executed

version, including records related to an electronic signature, to the Minister

within the time period set out in the notice;

(

d) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Minister, and if

this Act specifies requirements respecting original documents filed with the

Minister, specifying and governing a type of copy that may be filed with the

Minister instead of an original.

Non-application

of Legislation Act, 2006

(2) Part

III (Regulations) of the Legislation Act, 2006 does

not apply to a requirement established by the Director under subsection (1).

Conflict

(3) If

there is a conflict between a requirement established under this

section and a regulation

made under this Act, including any requirement required by a form that is

prescribed or required under this Act, the requirement established under this

section prevails to the extent of the conflict.

Definition

(4) In

this section,

“electronic

signature” has the same meaning as in the Business

Corporations Act .

Repeal

(5) This

section is repealed on the day

section 73 of

Schedule 7 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Accepting

copy of notice or other document

326.3.2

(1) If a notice or other document is

required to be sent to the Minister under this Act, the Minister may accept a

copy of it if it meets the Director’s requirements established under this Act.

Exception,

certain applications

(2) Subsection

(1) does not apply to applications for letters patent or supplementary letters

patent or other applications filed by in-person delivery or mail unless, under

this Act, the Director permits a copy of such applications for letters patent

or supplementary letters patent or other applications to be filed instead of

the original.

Copy

deemed original

(3) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Minister.

Issuance

by Minister

(4) An

issuance by the Minister under this Act in respect of a notice or other

document, including applications for letters patent or supplementary letters

patent or other applications, is deemed to comply with requirements under this

Act for issuance if it complies, with necessary modifications, with all the

requirements of this Act other than any requirements respecting originals,

duplicates and number of documents.

Repeal

(5) This

section is repealed on the day

section 73 of

Schedule 7 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Section 326.4 of the Act is repealed and the following substituted:

Accepting

copy of notice or other document

326.4

(1) If a notice or other document is

required to be sent to the Minister under this Act, the Minister may accept a

copy of it if it meets the Director’s requirements established under this Act.

Exception,

certain applications

(2) Subsection

(1) does not apply to applications for letters patent or, supplementary letters

patent or other applications filed by in-person delivery or mail unless, under

this Act, the Director permits a copy of such applications for letters patent

or supplementary letters patent or other applications to be filed instead of

the original.

Copy

deemed original

(3) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Minister.

Issuance

by Minister

(4) An

issuance by the Minister under this Act in respect of a notice or other

document, including applications for letters patent or supplementary letters

patent or other applications, is deemed to comply with requirements under this

Act for issuance if it complies, with necessary modifications, with all the

requirements of this Act other than any requirements respecting originals,

duplicates and number of documents.

The Act is amended by adding the following section:

Signatures

326.4.1 For greater certainty, in respect of

requirements under this Act respecting the signing of applications for letters

patent or supplementary letters patent, or other applications and other

documents filed with the Minister, any applications for letters patent or

supplementary letters patent, or other applications and other documents that

meet the Director’s requirements established under this Act are deemed to

satisfy any requirements for a signature under this Act.

The Act is amended by adding the following section:

Documents

filed under Alternative Filing Methods for Business Act,

326.4.2 Documents filed by a method specified under the

Alternative Filing Methods for Business Act, 2020 ,

as it read immediately before it was repealed, are deemed to have been filed by

in-person delivery or mail for the purposes of this Act.

The Act is amended by adding the following Part:

Part VIII

Special Rules During Emergency

Interpretation

334 In this Part and

Schedule 2 to this Act, references to the

“emergency” and “declared emergency” are references to the emergency declared

pursuant to Order in Council 518/2020 (Ontario Regulation 50/20) on March 17,

2020 pursuant to

section 7.0.1 of the Emergency Management

and Civil Protection Act and, for clarity, those references include any

extension of the emergency under

section 7.0.7 of that Act.

Application

of

Schedule 2

(1) The sections of

Schedule 2 to this Act apply during the temporary suspension period, as

described in subsection (2) for each section.

Temporary

suspension period

(2) The

temporary suspension period, as referred to in each

section of

Schedule 2 to

this Act, is the period of the emergency and a further period that ends on the

120th day after the day the declared emergency is terminated and, if the

regulations so provide for the section, a further prescribed period of time

immediately following the end of the 120-day period.

Regulations

(1) The

Lieutenant Governor in Council may make regulations prescribing further periods

of time for the purposes of subsection 335 (2).

Same

(2) A

regulation under subsection (1) may prescribe a different period of time for

different sections of

Schedule 2 to this Act and may provide for one or

more extensions of a previously prescribed period.

The title of the

Schedule to the Act is repealed and the following substituted:

Schedule 1

CONVERSION OF JOINT STOCK LIFE COMPANIES INTO MUTUAL COMPANIES

The Act is amended by adding the following Schedule:

SCHEDULE 2

Special Rules During Emergency

Meetings for Corporations

The operation of subsection 93 (3) of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Poll

(3) If

a poll is demanded, it shall be taken in such manner as the by-laws prescribe,

and, if the by-laws make no provision therefor, then as the chair directs.

Changes

re meeting after notice given

(4) If

a notice of meeting of shareholders has been given in respect of a meeting to

be held on a day that falls within the period of the declared emergency and,

after the notice is given, the date, time or place of the meeting is changed in

order to hold the meeting by telephonic or electronic means, another notice of

meeting is not required to be given but the persons entitled to receive the

notice must be informed of the change in a manner and within a time that is

reasonable in the circumstances.

The operation of subsection 97 (1) of the Act is temporarily suspended and the

following replacement provision is in effect during the temporary suspension

period only:

Information

to be laid before annual meeting

(1) For

an annual meeting of shareholders held on a date that is in the period that

begins on March 17, 2020 and ends on the 120th day after the day the declared emergency

is terminated, the directors shall lay before the meeting,

(

a) in

the case of a private company, a financial statement for the period that

commenced on the date of incorporation and ended before such annual meeting or,

if the company has completed a financial year, that commenced immediately after

the end of the last completed financial year and ended before such annual meeting,

as the case may be, made up of,

(

i) a

statement of profit and loss for such period,

(ii) a

statement of surplus for such period, and

(iii) a

balance sheet as at the end of such period;

(

b) in

the case of a public company, a comparative financial statement relating

separately to,

(

i) the

period that commenced on the date of incorporation and ended before such annual

meeting or, if the company has completed a financial year, that commenced

immediately after the end of the last completed financial year and ended before

such annual meeting, as the case may be, and

(ii) the

period covered by the financial year next preceding such latest completed

financial year, if any,

made

up of,

(iii) a

statement of profit and loss for each period,

(iv) a

statement of surplus for each period,

(

v) a

statement of source and application of funds for each period, and

(vi) a

balance sheet as at the end of each period;

(

c) the

report of the auditor to the shareholders;

(

d) such

further information respecting the financial position of the company as the

letters patent, supplementary letters patent or by-laws of the company require.

Meeting

by Electronic Means, Members’ and Shareholders’ Meetings

The operation of

section 125.1 of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Meeting

by electronic means, all corporations

125.1

(1) Despite any provision in the

letters patent, supplementary letters patent or by-laws of a corporation that

provides otherwise, a meeting of the members or shareholders of a corporation

may be held by telephonic or electronic means and a member or shareholder who,

through those means, votes at the meeting or establishes a communications link

to the meeting is deemed for the purposes of this Act to be present at the

meeting.

Same

(2) Despite

section 117, subsection (1) applies to all corporations to which this Act, or

any provision thereof, applies.

Time

Extension for Annual Meetings, Insurance Corporations

4 The operation of subsection 159 (1) of the

Act is temporarily suspended and the following replacement provisions are in

effect during the temporary suspension period only:

Annual

meeting

(1) A meeting of the shareholders

and members for the election of directors shall be held within the first three

months of every year at such time and place as the by-laws of the corporation

prescribe.

Annual

meeting, time extension

(1.1) Despite

subsection (1), the meeting of the shareholders and members for the election of

directors required to be held in 2020 shall be held no later than the 90th day

after the day the emergency is terminated.

Meeting

by Electronic Means, Directors’ Meetings

The operation of subsection 283 (3.1) of the Act is temporarily suspended and

the following replacement provision is in effect during the temporary

suspension period only:

Meeting

by electronic means

(3.1) Despite

any provision in the letters patent, supplementary letters patent or by-laws of

a corporation that provides otherwise, a meeting of directors or of a committee

of directors may be held by such telephone, electronic or other communication

facilities as permit all persons participating in the meeting to communicate

with each other simultaneously and instantaneously, and a director

participating in the meeting by those means is deemed for the purposes of this

Act to be present at the meeting.

Means

for Meetings of Shareholders or Members

The operation of subsection 287 (1) of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Election

of directors

(1) The

directors shall be elected by the shareholders or members in general meeting

and the election shall be by ballot or in such other manner as the by-laws of

the corporation prescribe.

Method

of voting or election

(1.1) Despite

any provision of this Act or the regulations, where a meeting of shareholders

or members is held by telephonic or electronic means in accordance with subsection

125.1 (1), the chair shall conduct a vote or election by ballot or by such

other manner as the by-laws of the corporation prescribe, if feasible,

otherwise the chair may direct the vote or election by alternate means.

Time

Extension for Annual Meetings, General

The operation of

section 293 of the Act is temporarily suspended and the

following replacement provisions are in effect during the temporary suspension

period only:

Annual

meetings

(1) A corporation shall hold an annual meeting

of its shareholders or members not later than eighteen months after its

incorporation and subsequently not more than fifteen months after the holding

of the last preceding annual meeting.

Annual

meetings, time extension

(2) Despite

subsection (1), if the last day on which a meeting is required to be held under

subsection (1) is a day that falls within the period of the declared emergency,

the last day on which the meeting is instead required to be held is no later

than the 90th day after the day the emergency is terminated.

Same

(3) Despite

subsection (1), if the last day on which a meeting is required to be held under

subsection (1) is a day that falls within the 30-day period that begins on the

day after the day the emergency is terminated, the last day on which the

meeting is instead required to be held is no later than the 120th day after the

day the emergency is terminated.

Repeal

Part VIII of the Act, as enacted by

section 9, and

Schedule 2 to the Act, as enacted by

section 11, are repealed.

Revocation

13 Ontario Regulation 107/20 (Order Under Subsection 7.1

(2) of the Act — Corporations, Co-operative Corporations and Condominium

Corporations), made under the Emergency Management and

Civil Protection Act , is revoked.

Cutting

Unnecessary Red Tape Act, 2017

14 (1) Subsection 1 (1) of

Schedule 7 to the Cutting Unnecessary Red Tape Act, 2017 is repealed.

(2) Subsection

1 (2) of

Schedule 7 to the Act is amended by striking out “section 1 of the

Act” and substituting “section 1 of the Corporations Act ”.

Commencement

(1) Subject to subsections (2) to (6), this

Schedule comes into force on the day the COVID-19 Response

and Reforms to Modernize Ontario Act, 2020 receives Royal Assent.

(2) Subsection

1 (1) comes into force on the day subsection 1 (4) of

Schedule 7 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

(3) Sections

3, 9 to 11 and 13 are deemed to have come into force on March 17, 2020.

(4) Sections

4 and 6 come into force on the day

section 73 of

Schedule 7 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

(5) Section

8 comes into force on the day

section 9 of

Schedule 1 ( Alternative

Filing Methods for Business Act, 2020 ) to the COVID-19

Response and Reforms to Modernize Ontario Act, 2020 comes into force.

(6) Section

12 comes into force on a day to be named by proclamation of the Lieutenant

Governor.

SCHEDULE 8

Corporations Information Act

(1) Section 1 of the Corporations Information

Act is amended by adding the following

definitions:

“day”

means a clear day; (“jour”)

“electronic

signature” means an identifying mark or process that is,

(

a) created

or communicated using telephonic or electronic means,

(

b) attached

to or associated with a document or other information, and

(

c) made

or adopted by a person to associate the person with the document or other

information, as the case may be; (“signature électronique”)

(2) Section

1 of the Act is amended by adding the following definition:

“Director”

means the Director appointed under

section 278 of the Business

Corporations Act ; (“directeur”)

The Act is amended by adding the following section:

Delegation

by Director

1.1.1

(1) The

Director may delegate in writing any or all of the Director’s duties and powers

under this Act to any person, subject to any restrictions set out in the

delegation.

Repeal

(2) This

section is repealed on the day that

section 67 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

The Act is amended by adding the following section:

Accepting

copy of notice or other document

10.2.1

(1) If a notice or other document is

required to be sent to the Ministry under this Act, the Ministry may accept a

copy of it if it meets the Director’s requirements established under this Act.

Copy

deemed original

(2) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Ministry.

Issuance

by Minister

(3) An

issuance by the Minister under this Act in respect of a notice or other

document is deemed to comply with requirements under this Act for issuance if

it complies, with necessary modifications, with all the requirements of this

Act other than any requirements respecting originals, duplicates and number of

documents.

Repeal

(4) This

section is repealed on the day

section 77 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Section 10.3 of the Act is repealed and the following substituted:

Accepting

copy of notice or other document

10.3

(1) If a notice or other document is

required to be sent to the Ministry under this Act, the Ministry may accept a

copy of it if it meets the Director’s requirements established under this Act.

Copy

deemed original

(2) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Ministry.

Issuance

by Minister

(3) An

issuance by the Minister under this Act in respect of a notice or other

document is deemed to comply with requirements under this Act for issuance if

it complies, with necessary modifications, with all the requirements of this

Act other than any requirements respecting originals, duplicates and number of

documents.

The Act is amended by adding the following section:

Signatures

10.4 For greater certainty, in respect of

requirements under this Act respecting the signing of returns, notices and

other documents filed with the Ministry, any returns, notices and other

documents that meet the Director’s requirements established under this Act are

deemed to satisfy any requirements for a signature under this Act.

The Act is amended by adding the following section:

Documents

filed under Alternative Filing Methods for Business Act,

10.5 Documents filed by a method specified under the

Alternative Filing Methods for Business Act, 2020 ,

as it read immediately before it was repealed, are deemed to have been filed by

in-person delivery or mail for the purposes of this Act.

(1) Clause 21.4 (1) (

g) of the Act is repealed and the following

substituted:

(

g) specifying

requirements for corporations filing returns, notices and other forms approved

under

section 21.3, whether electronically or by another method, to keep a

properly executed version of them, including records related to an electronic

signature if signed by electronic signature, at the head or registered office

in paper or electronic format and, if required by notice from the Director, to

provide a copy of the executed version, including records related to an

electronic signature, to the Director within the time period set out in the

notice;

(2) Clause

21.4 (1) (

k) of the Act is repealed and the following substituted:

(

k) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Ministry;

The Act is amended by adding the following section:

Requirements

established by the Director

21.4.1

(1) The Director may establish

requirements in respect of filings made by in-person delivery, mail or by a

method specified under the Alternative Filing Methods for

Business Act, 2020 ,

(

a) specifying

whether and which returns, notices and other forms prescribed under

section

21.3 or 22 and supporting documents must be signed, specifying requirements

respecting their signing, and governing the form and format of signatures,

including establishing rules respecting electronic signatures;

(

b) specifying

and governing methods of executing returns, notices and other forms prescribed

under

section 21.3 or 22 and supporting documents, other than by signing them,

and establishing rules respecting those methods;

(

c) specifying

requirements for corporations filing returns, notices and other forms

prescribed under

section 21.3 or 22, whether electronically or by another

method, to keep a properly executed version of them, including records related

to an electronic signature if signed by electronic signature, at the head or

registered office in paper or electronic format and, if required by notice from

the Director, to provide a copy of the executed version, including records

related to an electronic signature, to the Director within the time period set

out in the notice;

(

d) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Ministry.

Non-application

of Legislation Act, 2006

(2) Part

III (Regulations) of the Legislation Act, 2006 does

not apply to a requirement established by the Director under subsection (1).

Conflict

(3) If

there is a conflict between a requirement established under this

section and a

regulation made under this Act, including any requirement required by a form

that is prescribed or required under this Act, the requirement established

under this

section prevails to the extent of the conflict.

Definition

(4) In

this section,

“electronic

signature” has the same meaning as in the Business

Corporations Act .

Repeal

(5) This

section is repealed on the day

section 85 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Cutting

Unnecessary Red Tape Act, 2017

9 Subsection 66 (2) of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 is repealed.

Commencement

(1) Subject to subsections (2) to (5), this

Schedule comes into force on the day the COVID-19 Response

and Reforms to Modernize Ontario Act, 2020 receives Royal Assent.

(2) Subsection

1 (1) comes into force on the day subsection 66 (5) of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

(3) Section

4 comes into force on the day

section 77 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

(4) Section

6 comes into force on the day

section 9 of

Schedule 1 ( Alternative

Filing Methods for Business Act, 2020 ) to the COVID-19

Response and Reforms to Modernize Ontario Act, 2020 comes into force.

(5) Section

7 comes into force on the day

section 85 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

SCHEDULE 9

Education Act

Section 208.1 of the Education Act is repealed and

the following substituted:

Regulations:

electronic meetings

208.1

(1) The

Lieutenant Governor in Council may make regulations,

(

a) respecting

the use of electronic means for the holding of meetings of a board and meetings

of a committee of a board, including a committee of the whole board;

(

b) prescribing

the circumstances in which a member of a board is required to be physically

present in the meeting room of a board for meetings of the board;

(

c) authorizing

or requiring a board to develop and implement policies with respect to any

matter referred to in clause (

a) and governing the content of such policies.

Same

(2) A

regulation under clause (1) (

a) may provide that a board member who

participates in a meeting through electronic means shall be deemed to be

present at the meeting for the purposes of this and every other Act, subject to

such conditions or limitations as may be provided for in the regulation.

Same

(3) A

regulation under clause (1) (

a) may provide for participation in meetings

through electronic means by members of the board, student trustees and members

of the public.

Same

(4) A

regulation under clause (1) (

b) may set out rules with respect to periods of

time before the regulation is filed.

Clause 228 (1) (

e) of the Act is repealed and the following substituted:

(

e) fails to be physically present as

required by the regulations made under clause 208.1 (1) (b) .

Section 229 of the Act is repealed.

Section 9 of

Schedule 1 to the Act is amended by adding the following

subsections:

Exception,

emergency

(4) The requirements

under subsections (1) to (3) do not apply for the period described in

subsection (5) if all schools of the Consortium are closed pursuant to an order

made by,

(

a) the

Minister under

section 5 (1) of this Act;

(

b) a

medical officer of health or the Chief Medical Officer of Health under

section

22 or 77.1 of the Health Protection and Promotion Act ;

(

c) the

Lieutenant Governor in Council under paragraph 5 of subsection 7.0.2 (4) of the

Emergency Management and Civil Protection Act .

Same

(5) The

period referred to in subsection (4) starts on the later of,

(

a) the

day the order under clause (4) (a), (

b) or (

c) is made; and

(

b) the

day

section 4 of

Schedule 9 to the COVID-19 Response and

Reforms to Modernize Ontario Act, 2020 comes into force,

and

ends 60 days after the order ceases to apply.

Commencement

5 This

Schedule comes into force on a day to be named by

proclamation of the Lieutenant Governor.

SCHEDULE 10

Extra-Provincial Corporations Act

The Extra-Provincial Corporations Act is amended by

adding the following section:

Accepting

copy of notice or other document

16.3.1

(1) If a

notice or other document is required to be sent to the Director under this Act,

the Director may accept a copy of it if it meets the Director’s requirements

established under this Act.

Exception,

certain applications

(2) Subsection

(1) does not apply to applications filed by in-person delivery or mail unless,

under this Act, the Director permits a copy of such applications to be filed

instead of the original.

Copy

deemed original

(3) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Director.

Endorsement

or issuance by Director

(4) An

endorsement or issuance by the Director under this Act in respect of a notice

or other document, including applications, is deemed to comply with

requirements under this Act for endorsement or issuance if it complies, with

necessary modifications, with all the requirements of this Act other than any

requirements respecting originals, duplicates and number of documents.

Repeal

(5) This

section is repealed on the day

section 99 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Section 16.4 of the Act is repealed and the following substituted:

Accepting

copy of notice or other document

16.4

(1) If a notice or other document is

required to be sent to the Director under this Act, the Director may accept a

copy of it if it meets the Director’s requirements established under this Act.

Exception,

certain applications

(2) Subsection

(1) does not apply to applications filed by in-person delivery or mail unless,

under this Act, the Director permits a copy of such applications to be filed

instead of the original.

Copy

deemed original

(3) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Director.

Endorsement

or issuance by Director

(4) An

endorsement or issuance by the Director under this Act in respect of a notice

or other document, including applications, is deemed to comply with

requirements under this Act for endorsement or issuance if it complies, with

necessary modifications, with all the requirements of this Act other than any

requirements respecting originals, duplicates and number of documents.

The Act is amended by adding the following section:

Signatures

16.5 For greater certainty, in respect of

requirements under this Act respecting the signing of applications and other

documents filed with the Director, any applications and other documents that

meet the Director’s requirements established under this Act are deemed to

satisfy any requirements for a signature under this Act.

The Act is amended by adding the following section:

Documents

filed under Alternative Filing Methods for Business Act,

16.6 Documents filed by a method specified under the

Alternative Filing Methods for Business Act, 2020 ,

as it read immediately before it was repealed, are deemed to have been filed by

in-person delivery or mail for the purposes of this Act.

(1) Clause 24.4 (1) (

g) of the Act is repealed and the following

substituted:

(

g) specifying

requirements for corporations filing applications and other documents and other

forms approved under

section 24.2, whether electronically or by another method,

to keep a properly executed version of them, including records related to an

electronic signature if signed by electronic signature, at the registered

office in paper or electronic format and, if required by notice from the

Director, to provide a copy of the executed version, including records related

to an electronic signature, to the Director within the time period set out in

the notice;

(2) Clause

24.4 (1) (

k) of the Act is repealed and the following substituted:

(

k) specifying

a type of copy, including a type of copy of a court order or other document

issued by the court, that may be filed with the Director, and if this Act

specifies requirements respecting original documents filed with the Director,

specifying and governing a type of copy that may be filed with the Director

instead of an original;

The Act is amended by adding the following section:

Requirements

established by the Director

24.5

(1) The Director may establish

requirements in respect of filings made by in-person delivery, mail or by a

method specified under the Alternative Filing Methods for

Business Act, 2020 ,

(

a) specifying

whether and which applications and other forms prescribed under

section 24.1 or

24.2 and supporting documents must be signed, specifying requirements

respecting their signing, and governing the form and format of signatures,

including establishing rules respecting electronic signatures;

(

b) specifying

and governing methods of executing applications, other documents and other

forms prescribed under

section 24.1 or 24.2 and supporting documents, other

than by signing them, and establishing rules respecting those methods;

(

c) if

this Act specifies requirements respecting the signing of applications and

other documents filed with the Director, specifying and governing alternative

requirements for their signing or providing that signing is not required;

(

d) specifying

requirements for corporations filing applications and other forms prescribed

under

section 24.1 or 24.2, whether electronically or by another method, to

keep a properly executed version of them, including records related to an

electronic signature if signed by electronic signature, at the registered

office in paper or electronic format and, if required by notice from the

Director, to provide a copy of the executed version, including records related

to an electronic signature, to the Director within the time period set out in

the notice;

(

e) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Director, and if

this Act specifies requirements respecting original documents filed with the

Director, specifying and governing a type of copy that may be filed with the

Director instead of an original.

Non-application

of Legislation Act, 2006

(2) Part

III (Regulations) of the Legislation Act, 2006 does

not apply to a requirement established by the Director under subsection (1).

Conflict

(3) If

there is a conflict between a requirement established under this

section and a

regulation made under this Act, including any requirement required by a form

that is prescribed or required under this Act, the requirement established

under this

section prevails to the extent of the conflict.

Definition

(4) In

this section,

“electronic

signature” has the same meaning as in the Business

Corporations Act .

Repeal

(5) This

section is repealed on the day

section 104 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Commencement

(1) Subject to subsections (2) to (4), this

Schedule comes into force on the day the COVID-19 Response

and Reforms to Modernize Ontario Act, 2020 receives Royal Assent.

(2) Section

2 comes into force on the day

section 99 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

(3) Section

4 comes into force on the day

section 9 of

Schedule 1 ( Alternative

Filing Methods for Business Act, 2020 ) to the COVID-19

Response and Reforms to Modernize Ontario Act, 2020 comes into force.

(4) Section

5 comes into force on the day

section 104 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

SCHEDULE 11

Limited Partnerships Act

The Limited Partnerships Act is amended by adding

the following section:

Accepting

copy of notice or other document

35.1.1

(1) Where a

notice or other document is required to be sent to the Registrar under this

Act, the Registrar may accept a copy of it if it meets the Registrar’s

requirements established under this Act.

Exception,

certain declarations

(2) Subsection

(1) does not apply to declarations filed by in-person delivery or mail unless,

under this Act, the Registrar permits a copy of such declarations to be filed

instead of the original.

Copy

deemed original

(3) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Registrar.

Issuance

by Registrar

(4) An

issuance by the Registrar under this Act in respect of a notice or other

document, including declarations, is deemed to comply with requirements under

this Act for issuance if it complies, with necessary modifications, with all

the requirements of this Act other than any requirements respecting originals,

duplicates and number of documents.

Repeal

(5) This

section is repealed on the day subsection 126 (1) of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Section 35.2 of the Act, as re-enacted by subsection 126 (1) of

Schedule 6 to

the Cutting Unnecessary Red Tape Act, 2017 , is

repealed and the following substituted:

Accepting

copy of notice or other document

35.2

(1) Where a notice or other document

is required to be sent to the Registrar under this Act, the Registrar may

accept a copy of it if it meets the Registrar’s requirements established under

this Act.

Exception,

certain declarations

(2) Subsection

(1) does not apply to declarations filed by in-person delivery or mail unless,

under this Act, the Registrar permits a copy of such declarations to be filed

instead of the original.

Copy

deemed original

(3) A

copy referred to in subsection (1) is deemed to satisfy any requirements under

this Act for an original to be sent to the Registrar.

Issuance

by Registrar

(4) An

issuance by the Registrar under this Act in respect of a notice or other

document, including declarations, is deemed to comply with requirements under

this Act for issuance if it complies, with necessary modifications, with all

the requirements of this Act other than any requirements respecting originals,

duplicates and number of documents.

The Act is amended by adding the following section:

Signatures

35.2.1 For greater certainty, in respect of

requirements under this Act respecting the signing of declarations and other

documents filed with the Registrar, any declarations and other documents that

meet the Registrar’s requirements established under this Act are deemed to

satisfy any requirements for a signature under this Act.

The Act is amended by adding the following section:

Documents

filed under Alternative Filing Methods for Business Act,

35.2.2 Documents filed by a method specified under the

Alternative Filing Methods for Business Act, 2020 ,

as it read immediately before it was repealed, are deemed to have been filed by

in-person delivery or mail for the purposes of this Act.

(1) Clause 36 (1) (

g) of the Act is repealed and the following

substituted:

(

g) specifying

requirements for limited partnerships or other persons filing declarations and

other forms approved under

section 35.3, whether electronically or by another

method,

(

i) to

keep a properly executed version of them, including records related to an

electronic signature if signed by electronic signature, in paper or electronic

format at,

(

A) the

limited partnership’s principal place of business in Ontario, or

(

B) the

address of the limited partnership’s attorney and representative set out in the

declaration filed under subsection 25 (1) and stated in the power of attorney

executed under subsection 25 (4), if the limited partnership is an

extra-provincial limited partnership that does not have a principal place of

business in Ontario, and

(ii) if

required by notice from the Registrar, to provide a copy of the executed

version, including records related to an electronic signature, to the Registrar

within the time period set out in the notice;

(2) Clause

36 (1) (

k) of the Act is repealed and the following substituted:

(

k) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Registrar;

The Act is amended by adding the following section:

Requirements

established by the Registrar

(1) The Registrar may establish requirements in

respect of filings made by in-person delivery, mail or by a method specified

under the Alternative Filing Methods for Business Act,

2020 ,

(

a) specifying

whether and which declarations and other forms prescribed under

section 35.2 or

36 and supporting documents must be signed, specifying requirements respecting

their signing, and governing the form and format of signatures, including

establishing rules respecting electronic signatures;

(

b) specifying

and governing methods of executing declarations, other forms prescribed under

section 35.2 or 36 and supporting documents, other than by signing them, and

establishing rules respecting those methods;

(

c) if

this Act specifies requirements respecting the signing of declarations or other

documents filed with the Registrar, specifying and governing alternative

requirements for their signing or providing that signing is not required;

(

d) specifying

requirements for limited partnerships or other persons filing declarations and

other forms prescribed under

section 35.2 or 36, whether electronically or by

another method,

(

i) to

keep a properly executed version of them, including records related to an

electronic signature if signed by electronic signature, in paper or electronic

format, at,

(

A) the

limited partnership’s principal place of business in Ontario, or

(

B) the

address of the limited partnership’s attorney and representative set out in the

declaration filed under subsection 25 (1) and stated in the power of attorney

executed under subsection 25 (4), if the limited partnership is an

extra-provincial limited partnership that does not have a principal place of

business in Ontario, and

(ii) if

required by notice from the Registrar, to provide a copy of the executed

version, including records related to an electronic signature, to the Registrar

within the time period set out in the notice;

(

e) specifying

and governing a type of copy, including a type of copy of a court order or

other document issued by the court, that may be filed with the Registrar.

Non-application

of the Legislation Act, 2006

(2) Part

III (Regulations) of the Legislation Act, 2006 does

not apply to a requirement established by the Registrar under subsection (1).

Conflict

(3) If

there is a conflict between a requirement established under this

section and a

regulation made under this Act, including any requirement required by a form

that is prescribed or required under this Act, the requirement established

under this

section prevails to the extent of the conflict.

Definition

(4) In

this section,

“electronic

signature” has the same meaning as in the Business

Corporations Act .

Repeal

(5) This

section is repealed on the day

section 127 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

Commencement

(1) Subject to subsections (2) to (4), this

Schedule comes into force on the day the COVID-19 Response

and Reforms to Modernize Ontario Act, 2020 receives Royal Assent.

(2) Section

2 comes into force on the day subsection 126 (1) of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

(3) Section 4 comes into force on

the day

section 9 of

Schedule 1 ( Alternative Filing

Methods for Business Act, 2020 ) to the COVID-19

Response and Reforms to Modernize Ontario Act, 2020 comes into force.

(4) Section

5 comes into force on the day

section 127 of

Schedule 6 to the Cutting Unnecessary Red Tape Act, 2017 comes into force.

SCHEDULE

MÉtis Nation of Ontario Secretariat Act, 2015

Section 4 of the Métis Nation of Ontario Secretariat Act,

2015 is amended by ad