Bond v. Brookfield Asset Management Inc., 2011 ONCA 730 has a useful aside that makes it clear corporations do not become affiliates within the meaning of the Business Corporations Act (Ontario) merely because one has a right to acquire an interest in the other. The Court holds:
[1] We agree with the motion judge that on this record
2 comments:
That's an interesting ruling. Because if the right to acquire is exercised, they become affiliates, which means, from a certain perspective, they were de factor affiliates even before the right was exercised.
I wonder what the context was. I have the sense that the company was able to avoid some responsibility or liability by not being an affiliate. In such a case, one would think that the responsibilities inherent in being an affiliate should come into force retroactively once the right is exercised.
I think that's a fair analysis -- lawyers and accountants spend a lot of brainpower trying to get around rules -- this will help...
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