Short Title Short title 1 This Act may be cited as  The Roman Catholic Episcopal Corporation of Ottawa-Cornwall Act . Interpretation Definitions 2 The following definitions apply in this Act. amalgamating corporations  means (a) The Roman Catholic Episcopal Corporation of Ottawa incorporated under Chapter 104 of the Statutes of Canada, 1884; and (b) The Roman Catholic Episcopal Corporation for the Diocese of Alexandria-Cornwall, in Ontario, Canada, which was incorporated by an Act of the Legislative Assembly of the Province of Ontario, being chapter 98 of the Statutes of the Province of Ontario, 1891, which itself was amended by a further Act of that Legislature, being chapter 100 of the Statutes of the Province of Ontario, 1977. ( corporations fusionnantes ) Corporation  means The Roman Catholic Episcopal Corporation of Ottawa-Cornwall as amalgamated under subsection 3(1) of this Act. ( Corporation ) Amalgamation Amalgamation 3 (1) The Roman Catholic Episcopal Corporation for the Diocese of Alexandria-Cornwall, in Ontario, Canada, for which a certificate of continuance under subsection 211(1) of the  Canada Not-for-profit Corporations Act  is deemed to have been issued under subsection 10(3) of this Act, is amalgamated with The Roman Catholic Episcopal Corporation of Ottawa to form a body corporate to be known as “The Roman Catholic Episcopal Corporation of Ottawa-Cornwall” in English and “La Corporation épiscopale catholique romaine d’Ottawa-Cornwall” in French. Status (2) For greater certainty, the Corporation is a corporation without share capital incorporated by a special Act of Parliament and not continued under any other Act. Members of the Corporation (3) The Roman Catholic Archbishop of the Archdiocese of Ottawa-Cornwall, in communion with the Roman Catholic Church, is the sole member of the Corporation. Head office (4) The Corporation’s head office is to be at Ottawa, in the Province of Ontario, or in such other city as the Archbishop or his successors take up personal residence. Effect of amalgamation 4 Upon amalgamation, (a) the property of each of the amalgamating corporations becomes the property of the Corporation; (b) the Corporation becomes liable for the obligations of each of the amalgamating corporations; (c) a cause of action or claim against or liability of either of the amalgamating corporations that exists immediately prior to the coming into force of this Act becomes a cause of action or claim against or liability of the Corporation; (d) a civil, criminal or administrative action or proceeding that has been taken or could have been taken by or against either of the amalgamating corporations immediately prior to the coming into force of this Act may be continued or taken by or against the Corporation until the time limit that would have applied if the amalgamation had not taken place; (e) a conviction against or a ruling, order or judgment in favour of or against either of the amalgamating corporations may be enforced by or against the Corporation; (f) the claims, rights and privileges of the amalgamating corporations become the claims, rights and privileges of the Corporation; and (g) any devise, testament, bequest, donation, beneficial trust or other instrument transmitting property for the benefit of the amalgamating corporations is deemed to transmit such benefits to the Corporation. Objects 5 The objects of the Corporation are to (a) care for the faithful of the diocese; (b) provide for the spiritual needs of those in the diocese; (c) foster vocations to different ministries and to consecrated life; (d) govern diocesan affairs in accordance with the tenets of the Roman Catholic faith; and (e) administer the property, business and other temporal affairs of the Corporation. Capacity 6 The Corporation has all the rights, powers and privileges of a natural person. Non-profit corporation 7 (1) The Corporation is a not-for-profit corporation carrying out its objects without pecuniary gain to a member of the Corporation. No personal benefit from property (2) No income or other property, real or personal, of the Corporation is payable to or otherwise available for the personal benefit of a member of the Corporation. Archbishop’s powers 8 (1) The Archbishop may call upon or appoint any advisers or assistants that are necessary for carrying out the Corporation’s objects. Limitations — real property (2) The Archbishop may not make or execute any deed, mortgage, conveyance, demise, release or assignment of the whole or any part of the Corporation’s real property without the written consent of one member of the diocesan clergy and one lay person from the Archdiocese of Ottawa-Cornwall appointed by the Archbishop for this purpose. Execution of instruments (3) Any deed, mortgage, conveyance, demise, release or assignment related to real property or any interest in real property is deemed to be executed if (a) the Corporation’s seal or the Archbishop’s seal or signature appears on the deed, mortgage, conveyance, demise, release or assignment; and (b) a declaration that the instrument has been executed according to subsection (2) is affixed to the deed, mortgage, conveyance, demise, release or assignment. Archbishop’s incapacity 9 If the Archbishop is incapacitated, the person or persons administering the diocese during the Archbishop’s incapacity may exercise the powers conferred by this Act on the Archbishop. 2009, c. 23 Canada Not-for-profit Corporations Act Interpretation 10 (1) Words and expressions used in this section have the same meaning as in the  Canada Not-for-profit Corporations Act . Deemed application (2) The Roman Catholic Episcopal Corporation for the Diocese of Alexandria-Cornwall, in Ontario, Canada, is deemed to have applied to the Director for a certificate of continuance under subsection 211(1) of the  Canada Not-for-profit Corporations Act  on the day before the day on which this Act receives royal assent. Deemed continuance (3) Notwithstanding any provision of the  Canada Not-for-profit Corporations Act , the Director is deemed to have issued a certificate of continuance to The Roman Catholic Episcopal Corporation for the Diocese of Alexandria-Cornwall, in Ontario, Canada, in accordance with section 276 of the  Canada Not-for-profit Corporations Act  on the day on which this Act receives royal assent. Certificate (4) For the purposes of subsection 211(7) of the  Canada Not-for-profit Corporations Act , this Act serves as the certificate of continuance. Repeal Repeal 11 An Act relating to the Roman Catholic Diocese of Ottawa , chapter 104 of the Statutes of Canada, 1884, is repealed.