Revive Closed Company to Manage Property

Summary#

This private bill revives a single company: 2771280 Ontario Inc. The company was dissolved on September 5, 2024 under the Business Corporations Act. The bill restores the company so it can deal with real property (land or buildings) that was in its name when it was dissolved. It takes effect when it receives Royal Assent.

• Revives 2771280 Ontario Inc. as if it had not been dissolved.
• Restores all its property, rights, and privileges, and also its debts, contracts, and liabilities, as of the date of dissolution.
• Protects any rights that other people acquired after the company was dissolved.
• Starts on the day of Royal Assent.

What it means for you#

• 2771280 Ontario Inc. (the company)

  • The company regains legal status to own, manage, and transfer its property, enter contracts, and go to court.
  • It regains title to any real property it held at dissolution, unless others gained rights to that property after dissolution.

• Directors, officers, and shareholders of the company

  • They can act for the company again.
  • They must address any contracts, debts, and other obligations that existed as of the dissolution date, because those are restored.

• Creditors and people with contracts with the company

  • You can enforce claims and contracts as if the company had not been dissolved, subject to any rights others gained after dissolution.

• People who acquired rights after the dissolution (for example, purchasers or lien holders)

  • Your rights are preserved. The revival does not take away rights you gained after September 5, 2024.

• General public

  • This is a narrow, company‑specific bill. It has little direct effect on people or businesses not dealing with this company or its property.

Expenses#

No publicly available information.

• The bill text does not create any new taxes, fees, fines, or spending.

Proponents' View#

• The bill appears intended to let the company deal with real property that remained in its name after it was dissolved.
• Restoring the company “as if it had not been dissolved” could clear title issues and allow sales, financing, or other transactions to proceed.
• By restoring liabilities and contracts as well, the bill could be seen as maintaining accountability to creditors and contract partners.
• The explicit protection of rights acquired by others after dissolution aims to avoid harming third parties.

Opponents' View#

• One concern is that making the revival effective “as of” the dissolution date may create complexity for anyone who dealt with the company or its assets during the dissolved period, even though third‑party rights are protected.
• The bill gives no details about how records (such as land titles or corporate registries) will be updated, which may leave some administrative steps unclear.
• The bill does not explain the circumstances of the dissolution or the scope of the property involved, so it is hard to gauge any wider impact beyond this single case.