Summary#
The 2708634 Ontario Ltd. Act, 2025 is a special Ontario law that revives one corporation; it does not amend the Business Corporations Act. Its stated goal is to let the corporation deal with real property that was in its name when it was dissolved. The supplied material says the Act received Royal Assent and took effect on that day, but does not give the date.
- 2708634 Ontario Ltd. is restored to its legal position as of its dissolution on June 10, 2022, as if it had not been dissolved.
- The corporation’s property, rights, privileges and franchises are restored, subject to rights any person acquired after its dissolution.
- The corporation is also restored subject to its liabilities, contracts, disabilities and debts.
- The bill revives this corporation only. It does not create a general revival process or set out an application or review process.
What it means for you#
- The corporation and its applicant: Paula Silver, the applicant, represented that she was the corporation’s sole director and shareholder when it was dissolved, and that she wants to deal with real property held in its name. The Act restores the corporation; it does not guarantee any particular outcome involving the property.
- People who acquired rights after dissolution: Their acquired rights are expressly protected, though the Act does not explain how that protection applies to any particular right.
- The corporation’s creditors and contract parties: The corporation is revived subject to its debts, liabilities and contracts.
- Others: The Act does not directly change general rules for other corporations, businesses or the public.
Money#
No publicly available information on public cost is included in the supplied material.
- The Act specifies no spending, fees, fines, staffing or cost estimate.
What is unclear#
- The material does not identify the real property or explain what steps the corporation plans to take regarding it.
- It does not explain how disputes about rights acquired after dissolution would be resolved.
- The date of Royal Assent—and therefore the exact effective date—is not provided.
- The material gives no cost estimate or information about any costs connected with the revival.
Case for#
- The applicant’s stated reason is to deal with real property held in the corporation’s name when it was dissolved. Restoring the corporation’s legal position may provide a way to do that.
- A possible argument for the special Act is that it addresses this corporation’s circumstances directly, while preserving rights acquired by others after dissolution.
- The Act restores the corporation along with its liabilities and contracts, rather than restoring its property and rights alone.
Case against#
- Reviving the corporation also restores its debts, liabilities and contracts. That may carry obligations as well as rights.
- The Act does not explain how the protected rights of people who acquired rights after dissolution will be identified or handled.
- The law is specific to one corporation. The supplied material does not explain why special legislation was chosen or what criteria would apply to similar requests.