167 (1) For the purpose of bringing the dissolution authorized under clause 166 (a) or (b) into effect, articles of dissolution must set out, (a)  the name of the corporation; (b)  that its dissolution has been duly authorized under clause 166 (a) or (b); (c)  that it has no debts, obligations or liabilities or its debts, obligations or liabilities have been duly provided for in accordance with subsection (2) or its creditors or other persons having interests in its debts, obligations or liabilities consent to its dissolution; (d)  that after satisfying the interests of its creditors in all its debts, obligations and liabilities, if any, (i)  if it is a public benefit corporation, it has no property to distribute or it has distributed its remaining property in accordance with its articles, (A)  if it is a charitable corporation, to a Canadian body corporate that is a registered charity under the Income Tax Act (Canada) with similar purposes to its own, the Crown in right of Ontario, the Crown in right of Canada, an agent of either of those Crowns or a municipality in Canada, (B)  if it is a non-charitable corporation, to another public benefit corporation with similar purposes to its own, a Canadian body corporate that is a registered charity under the Income Tax Act (Canada) with similar purposes to its own, the Crown in right of Ontario, the Crown in right of Canada, an agent of either of those Crowns or a municipality in Canada, or (ii)  if it is not a public benefit corporation, it has no property to distribute among its members or it has distributed its remaining property, (A)  in accordance with its articles, or (B)  if there is no provision in its articles for distribution of property, rateably to its members according to their rights and interests in the corporation; (d.1)  if it was at any time a registered owner of land in Ontario, that it is no longer a registered owner of land in Ontario; and (e)  that there are no proceedings pending in any court against it. 2010, c. 15, s. 167 (1); 2015, c. 38, Sched. 7, s. 55 (7); 2017, c. 20, Sched. 8, s. 38 (1). Creditor unknown (2) If a corporation authorizes its dissolution and a creditor is unknown or a creditor’s whereabouts is unknown, the corporation may, by agreement with the Public Guardian and Trustee, pay to the Public Guardian and Trustee an amount equal to the amount of the debt due to the creditor to be held in trust for the creditor, and that payment is deemed to be due provision for the debt for the purposes of clause (1) (c). 2010, c. 15, s. 167 (2). Member unknown (3) If a corporation authorizes its dissolution and a member is unknown or a member’s whereabouts is unknown, it may, by agreement with the Public Guardian and Trustee, deliver or convey the member’s share of the property to the Public Guardian and Trustee to be held in trust for the member, and that delivery or conveyance is deemed to be a distribution to that member of their rateable share for the purposes of subclause (1) (d) (ii). 2010, c. 15, s. 167 (3). Power to convert (4) If the share of the property delivered or conveyed to the Public Guardian and Trustee under subsection (3) is in a form other than cash, the Public Guardian and Trustee may at any time, and within 10 years after the delivery or conveyance shall, convert it into cash. 2010, c. 15, s. 167 (4). Payment to person entitled (5) If the amount paid under subsection (2) or the share of the property delivered or conveyed under subsection (3) or its equivalent in cash, as the case may be, is claimed by the person beneficially entitled to it within 10 years after it was so paid, delivered or conveyed, it shall be paid, delivered or conveyed to the person, but, if not so claimed, it vests in the Public Guardian and Trustee for the use of Ontario and, if the person beneficially entitled to it at any time after the 10 years establishes a right to it to the satisfaction of the Lieutenant Governor in Council, an amount equal to the amount so vested in the Public Guardian and Trustee shall be paid to the person. 2010, c. 15, s. 167 (5). Deemed amendment of articles, charitable corporations (5.1) If, on the day this section comes into force, a charitable corporation does not have a valid provision in its articles respecting the distribution of the corporation’s remaining property on dissolution that is in conformity with sub-subclause (1) (d) (i) (A), the corporation is deemed, on that day, to have filed articles of amendment adding such a provision to its articles. 2017, c. 20, Sched. 8, s. 38 (2). Same, public benefit non-charitable corporations (5.2) If, on the day that a non-charitable corporation that is a public benefit corporation for the purposes of this section files articles of dissolution, the corporation does not have a valid provision in its articles respecting the distribution of the corporation’s remaining property on dissolution that is in conformity with sub-subclause (1) (d) (i) (B), the corporation is deemed, on that day, to have filed articles of amendment adding such a provision to its articles. 2017, c. 20, Sched. 8, s. 38 (2). Deemed distribution in accordance with Act (5.3) If the remaining property of a corporation that is not a public benefit corporation is distributed on dissolution in accordance with a by-law described in paragraph 5 of subsection 207 (3), the property is deemed to have been distributed in accordance with the corporation’s articles for the purposes of sub-subclause (1) (d) (ii) (A). 2017, c. 20, Sched. 8, s. 38 (2). Definition of “public benefit corporation” (6) For the purposes of subsection (1), a corporation that does not come within the definition of a public benefit corporation during the financial year in which it files articles of dissolution is deemed to be a public benefit corporation if it came within the definition during any of its three financial years preceding the financial year in which it files its articles of dissolution. 2010, c. 15, s. 167 (6). Section Amendments with date in force (d/m/y) 2015, c. 38, Sched. 7, s. 55 (7) - 19/10/2021 2017, c. 20, Sched. 8, s. 38 (1, 2) - 19/10/2021