GreatNorthCollective/greatnorth-canada-federal-laws-text huggingface dataset:
Canada Cooperatives Act — C-1.7 337.5
Individual or personal body corporate 337.5 (1) Defendants and third parties referred to in subsection 337.2(1) are jointly and severally, or solidarily, liable for the damages awarded to a plaintiff who is an individual or a personal body corporate and who (a) had a financial interest in a cooperative on the day that an error, omission or misstatement in financial information concerning the cooperative occurred, or acquired a financial interest in the period between the day that the error, omission or misstatement occurred and the day, as determined by the court, that it was generally disclosed; and (b) has established that the value of the plaintiff’s total financial interest in the cooperative was not more than the prescribed amount at the close of business on the day that the error, omission or misstatement occurred or at the close of business on any day that the plaintiff acquired a financial interest in the period referred to in paragraph (a). Exception (1.1) Subsection (1) does not apply when the plaintiff brings the action as a member of a partnership or other association or as a trustee in bankruptcy, liquidator, receiver or sequestrator of a body corporate. Interpretation (2) For the purposes of this section, (a) a personal body corporate is a body corporate that is not actively engaged in any financial, commercial or industrial business and that is controlled by an individual, or by a group of individuals who are connected by marriage, common-law partnership or any legal parent-child relationship or are connected indirectly by a combination of those relationships, whether or not the individuals through whom they are connected are members of the group; and (b) a common-law partnership is a relationship between two persons who are cohabiting with each other in a conjugal relationship and have done so for a period of at least one year. 2001, c. 14, s. 218; 2005, c. 33, s. 6; 2011, c. 21, s. 114(E)
Canada Cooperatives Act — C-1.7 337.6
Equitable grounds 337.6 (1) If the value of the plaintiff’s total financial interest referred to in subsection 337.5(1) is greater than the prescribed amount, a court may nevertheless determine that the defendants and third parties are jointly and severally, or solidarily, liable if the court considers that it is just and reasonable to do so. Factors (2) The Governor in Council may establish factors that the court shall take into account in deciding whether to hold the defendants and third parties jointly and severally, or solidarily, liable. Statutory Instruments Act (3) The Statutory Instruments Act does not apply to the factors referred to in subsection (2), but the factors shall be published in Part I of the Canada Gazette . 2001, c. 14, s. 218
Canada Cooperatives Act — C-1.7 337.7
Value of security 337.7 (1) When, in order to establish the value of the total financial interest referred to in subsection 337.5(1), it is necessary to determine the value of a security that is traded on an organized market, the value of the security is, on the day specified in subsection (3), (a) the closing price of that class of security; (b) if no closing price is given, the average of the highest and lowest prices of that class of security; or (c) if the security was not traded, the average of the bid and ask prices of that class of security. Court may adjust value (2) The court may adjust the value of a security that has been determined under subsection (1) when the court considers it reasonable to do so. Valuation day (3) The value of the security is to be determined as of the day that the error, omission or misstatement occurred. If the security was acquired in the period between that day and the day, as determined by the court, that the error, omission or misstatement was generally disclosed, the value is to be determined as of the day that it was acquired. Definition of organized market (4) In this section, organized market means a recognized exchange for a class of securities or a market that regularly publishes the price of that class of securities in a publication that is generally available to the public. 2001, c. 14, s. 218; 2018, c. 8, s. 85(F)
Canada Cooperatives Act — C-1.7 337.8
Court determines value 337.8 (1) The court shall determine the value of all or any part of a financial interest that is subject to resale restrictions or for which there is no organized market. Factors (2) The Governor in Council may establish factors that the court may take into account in determining value under subsection (1). Statutory Instruments Act (3) The Statutory Instruments Act does not apply to the factors referred to in subsection (2), but the factors shall be published in Part I of the Canada Gazette . 2001, c. 14, s. 218
Canada Cooperatives Act — C-1.7 337.9
Application to determine value 337.9 The plaintiff may, by application made at any time before or during the course of the proceedings, request the court to determine the value of the plaintiff’s financial interest for the purpose of subsection 337.5(1). 2001, c. 14, s. 218
Canada Cooperatives Act — C-1.7 338
Definitions 338 The definitions in this section apply in this Part. action means an action taken under this Act. ( action ) complainant means (a) a member or former member; (b) a registered holder or beneficial owner, or a former registered holder or beneficial owner, of a security of a cooperative or any of its affiliates; (c) a director or an officer, or a former director or officer, of a cooperative or any of its affiliates; or (d) [Repealed, 2001, c. 14, s. 219] (e) any other person who, in the opinion of the court, is a proper person to make an application under this Part. ( plaignant ) 1998, c. 1, s. 338; 2001, c. 14, s. 219
Canada Cooperatives Act — C-1.7
action means an action taken under this Act. ( action )
Canada Cooperatives Act — C-1.7 (a)
complainant means (a) a member or former member; (b) a registered holder or beneficial owner, or a former registered holder or beneficial owner, of a security of a cooperative or any of its affiliates; (c) a director or an officer, or a former director or officer, of a cooperative or any of its affiliates; or (d) [Repealed, 2001, c. 14, s. 219] (e) any other person who, in the opinion of the court, is a proper person to make an application under this Part. ( plaignant )
Canada Cooperatives Act — C-1.7 339
Commencement of derivative action 339 (1) Subject to subsection (2), a complainant may apply to the court for leave to bring an action in the name and on behalf of a cooperative or any of its subsidiaries, or to intervene in an action to which the cooperative or any of its subsidiaries is a party, for the purpose of prosecuting, defending or discontinuing the action on behalf of the cooperative or subsidiary. Condition precedent (2) No person may bring an action and no person may intervene in an action brought under subsection (1) unless the court is satisfied that (a) if the directors of the cooperative or its subsidiary do not bring, diligently prosecute, defend or discontinue the action, the complainant has given notice to the directors of the cooperative or its subsidiary of the complainant’s intention to apply to the court under subsection (1) not less than fourteen days before bringing the application, or as otherwise ordered by the court; (b) the complainant is acting in good faith; and (c) it appears to be in the interests of the cooperative or its subsidiary to bring, prosecute, defend or discontinue the action. Powers of court (3) In an action brought or intervened in under this section, the court may make any order it considers appropriate, including an order (a) authorizing the complainant or any other person to control the conduct of the action; (b) giving directions for the conduct of the action; (c) directing that an amount adjudged payable by a defendant in the action be paid, in whole or in part, directly to a former or present member or to a former or present security holder of the cooperative or its subsidiary instead of to the cooperative or its subsidiary; or (d) requiring the cooperative or its subsidiary to pay reasonable costs incurred by the complainant in connection with the action. 1998, c. 1, s. 339; 2001, c. 14, s. 220
Canada Cooperatives Act — C-1.7 341
Evidence of member or shareholder approval not decisive 341 (1) No application made and no action brought or intervened in under this Part is to be stayed or dismissed by reason only that it is shown that an alleged breach of a right or duty owed to the cooperative or any of its subsidiaries has been or may be approved by the members or shareholders, but evidence of approval by the members or shareholders must be taken into account by the court in making an order under section 313 or this Part. Court approval to discontinue (2) No application made and no action brought or intervened in under this Part is to be stayed, discontinued, settled or dismissed for want of prosecution or, in Quebec, failure to respect the agreement between the parties as to the conduct of the proceeding without the approval of the court given on any terms that the court considers appropriate. Notice (3) If the court determines that the interests of a complainant may be substantially affected by a stay, discontinuance, settlement or dismissal mentioned in subsection (2), the court may order any party to the application or action to give notice of the application or action to the complainant. No security for costs (4) A complainant is not required to give security for costs in an application made or action brought or intervened in under this Part. Interim costs (5) In an application made or an action brought or intervened in under this Part, the court may at any time order the cooperative or its subsidiary to pay to the complainant interim costs, including legal fees and disbursements, but the complainant may be held accountable for any interim costs so paid on the final disposition of the application or action. 1998, c. 1, s. 341; 2011, c. 21, s. 115
Canada Cooperatives Act — C-1.7 342
Application to court to rectify records 342 (1) If the name of a person is alleged to be or to have been wrongly entered or retained in or wrongly deleted or omitted from the registers or other records of a cooperative, the cooperative, a security holder of the cooperative or any aggrieved person may apply to the court for an order that the registers or records be rectified. Power of court (2) On an application made under this section, the court may make any order it considers appropriate, including an order (a) requiring the registers or records of the cooperative to be rectified; (b) restraining the cooperative from calling or holding a meeting or allocating or paying a dividend or interest on shares or a patronage refund before rectification of the registers or records; (c) determining the right of a party to the proceedings to have the party’s name entered or retained in or deleted or omitted from the registers or records of the cooperative, whether the issue arises between two or more members or security holders, or alleged members or security holders, or between the cooperative and a member or security holder or alleged member or security holder; or (d) compensating a party who has incurred a loss by reason of the wrongful entry, retention, deletion or omission.
Canada Cooperatives Act — C-1.7 343
Application for directions 343 The Director may apply to a court for directions in respect of any matter concerning the Director’s duties under this Act and, on the application, the court may give any directions that it thinks fit.
Canada Cooperatives Act — C-1.7 344
Notice of refusal by Director 344 (1) The Director must file all documents that are required to be sent to him or her under this Act. If the Director refuses to file any of those documents, the Director must, no later than twenty days after the later of the receipt of the document and the receipt of any approval that may be required under any other law, give written notice of the refusal to the person who sent the document, giving reasons for the refusal. Deemed refusal (2) If the Director does not file or give written reasons of refusal to file the documents within the twenty days provided for in subsection (1), the Director is deemed to have refused to file the document.
Canada Cooperatives Act — C-1.7 345
Appeal from Director’s decision 345 A person who feels aggrieved by a decision of the Director referred to in any of paragraphs (a) to (f) may apply to a court for an order, including an order requiring the Director to change the decision: (a) to refuse to file in the form submitted any articles or other documents required by this Act to be sent; (b) to give a name, change or revoke a name or refuse to reserve, accept, change or revoke a name under this Act; (c) to grant, or to refuse to grant, an exemption that may be granted under this Act and the regulations; (d) to refuse to issue a certificate of discontinuance or a certificate attesting that as of a certain date the cooperative exists under section 375; (d.1) to correct, or to refuse to correct, articles, a notice, a certificate or other document under section 376.1; (d.2) to cancel, or to refuse to cancel, the articles and related certificate under section 376.2; (e) to issue, or refuse to issue, a certificate of revival or the decision with respect to the terms for revival imposed by the Director; or (f) to dissolve a cooperative under section 311. 1998, c. 1, s. 345; 2001, c. 14, s. 222
Canada Cooperatives Act — C-1.7 346
Restraining or compliance order 346 If a cooperative or any director, officer, employee, agent or mandatary, auditor, trustee, receiver, receiver-manager, sequestrator or liquidator of a cooperative does not comply with this Act, the regulations, the articles, the by-laws or a unanimous agreement, a complainant or the Director may, in addition to any other right, apply to a court for an order directing any such person to comply with or restraining them from acting in breach of it. On the application, the court may order compliance and make any further order it thinks fit. 1998, c. 1, s. 346; 2011, c. 21, s. 116(E)
Canada Cooperatives Act — C-1.7 347
Summary application to court 347 When this Act states that a person may apply to a court, the application may be made in any summary manner by petition, originating notice of motion or otherwise as the rules of court provide and subject to any order respecting notice to interested parties or costs or any other order the court thinks fit.
Canada Cooperatives Act — C-1.7 348
Appeal of final order 348 (1) An appeal lies to the court of appeal of a province from any final order made by a court of that province under this Act. Appeal on leave (2) An appeal lies to the court of appeal of a province from any other order made by a court of that province, only with leave of the court of appeal in accordance with the rules of that court.
Canada Cooperatives Act — C-1.7 349
Offences with respect to this Act 349 (1) Every person who knowingly contravenes section 31, 32 or 33, subsection 165(1), section 166, 168, 169, 172, 251 or 252, subsection 260(2), 264(1) or (3) or 272(5), section 325 or 335 or any other provision of this Act or who does not fulfil a duty imposed under this Act is guilty of an offence punishable on summary conviction. Offences with respect to the regulations (2) Every person who, without reasonable cause, contravenes a provision of the regulations or does not fulfil a duty imposed by the regulations is guilty of an offence punishable on summary conviction. Offences with respect to reports (3) A person is guilty of an offence punishable on summary conviction if the person knowingly makes or assists in making a report, return, notice or other document required by this Act or the regulations to be sent to the Director or to any other person that (a) contains an untrue statement of a material fact; or (b) omits to state a material fact required in it or necessary to make a statement contained in it not misleading in the light of the circumstances in which it was made.
Canada Cooperatives Act — C-1.7 350
Order to comply 350 (1) If a person is guilty of an offence under this Act or the regulations, the court in which proceedings in respect of the offence are taken may, in addition to any punishment it may impose, order the person to comply with the provisions of this Act or the regulations for the contravention of which the person has been convicted. Limitation period (2) A prosecution of an offence under this Act may be instituted at any time within but not later than two years after the time when the subject-matter of the complaint arose. Civil remedy not affected (3) No civil remedy for an act or omission is suspended or affected by reason that the act or omission is an offence under this Act.
Canada Cooperatives Act — C-1.7 351
Alternative resolution 351 The Minister of Agriculture and Agri-Food may, in accordance with any regulations, provide assistance with respect to the alternative resolution of any dispute relating to the affairs of a cooperative.
Canada Cooperatives Act — C-1.7 352
Application 352 This Part applies to cooperatives for which articles are issued to carry on business as non-profit housing cooperatives.
Canada Cooperatives Act — C-1.7 353
Requirement of articles 353 The articles of a non-profit housing cooperative must provide that (a) the name of the non-profit housing cooperative include the words “non-profit”, “not-for-profit”, “not for profit”, “sans but lucratif” or “à but non lucratif” and “housing cooperative”, “housing co-operative”, “housing co-op”, “coopérative d’habitation”, “coop d’habitation”, “co-op d’habitation”, “coopérative de logement”, “coop de logement” or “co-op de logement”; and (b) the business of the cooperative is restricted to that of primarily providing housing to its members.
Canada Cooperatives Act — C-1.7 354
Special limitations 354 The following restrictions apply to a non-profit housing cooperative: (a) it may not issue investment shares; (b) it may only issue membership shares on a par-value basis; (c) it must in each year conduct at least fifty per cent of its business with its members; (d) subject to subsection 357(2), its business must be carried on without the purpose of gain for its members; and (e) on its dissolution, and after the payment of its liabilities, its remaining property is to be transferred to or distributed among one or more non-profit housing cooperatives, cooperatives incorporated in a province that have similar objectives and limitations, or charitable organizations.
Canada Cooperatives Act — C-1.7 355
By-laws 355 (1) The by-laws of a non-profit housing cooperative must include (a) any obligation of a member to provide capital to the cooperative and the manner in which the capital is to be contributed; (b) any obligation of a member to contribute to charges of the cooperative and the manner in which the charges are to be determined and paid; (c) the procedure for determining disputes between members and between members and the cooperative; (d) subject to subsection (2), the manner in which the membership of a member may be terminated; (e) the manner in which a member’s equity is to be determined on the member’s withdrawal from the cooperative, or on the termination of their membership and on a dissolution of the cooperative and the manner in which that equity is to be repaid; (f) a provision for the establishment of adequate reserves and the maintenance of adequate insurance to protect the cooperative from loss; and (g) a provision for the establishment of the rules governing charges by the cooperative for the occupation, leasing, subletting and subleasing of housing units of the cooperative. Termination of membership (2) If the by-laws provide that membership is to be terminated by the directors, the by-laws must include a right of appeal to the members. Despite section 40, the by-laws may require that an appeal from the decision of the directors may only be launched within seven days after the member receives notice of the termination of membership. Other provisions in by-laws (3) The by-laws of a non-profit housing cooperative may provide (a) the rules by which the directors may establish a system of providing subsidies to members for housing charges, provided that the administration of the rules by the directors is fair as among the members; and (b) any rules in addition to those specified in paragraph (1)(g) relating to the occupancy of a housing unit of the cooperative.
Canada Cooperatives Act — C-1.7 356
Member occupancy rights 356 (1) A person who is a member is entitled to occupy the housing unit allocated to them by the non-profit housing cooperative while they are a member, although the directors may, subject to the by-laws, by notice, require the member to occupy an alternate housing unit. Appeal (2) A member to whom a notice has been given by the cooperative to occupy an alternate housing unit may appeal that decision in the same manner as that provided for appeals of decisions by the directors to terminate the membership of a member. Unsuccessful appeal (3) If an appeal by the member is not successful and the member does not relocate to the alternate housing unit within the time provided by the directors, their membership is deemed to have been terminated and despite section 40 and subsection 356(4), the member has no further appeal. Occupancy during appeal (4) Despite section 40, if, in accordance with the by-laws, the directors terminate a member’s membership and the member appeals the termination, the member has the right to occupy the housing unit allocated to them until the termination has been confirmed by the members. Confirmation on appeal (5) A decision of the directors to terminate the membership of a member is confirmed if the members, at a duly called meeting of the members, do not reverse the directors’ decision. Deemed confirmation (6) If a meeting of the members is duly called to consider the appeal of a terminated member and a quorum of members is not available for the meeting, the decision of the directors is deemed to be confirmed. Regaining possession of unit (7) If a member’s membership has been terminated and the member no longer has the right to occupy a housing unit of the cooperative, the cooperative regains possession of the housing unit by consent or by appropriate legal proceedings. Compensation for occupation past termination date (8) The cooperative is entitled to compensation for a housing unit that is occupied by a terminated member until it is vacated. Cooperative not to take other property (9) The cooperative may not take the property of a member to satisfy amounts due to the cooperative except by consent or by legal proceedings. Inclusion in by-laws (10) For the purpose of section 16, the provisions of this section must be included in the by-laws of a non-profit housing cooperative.