If passed, Bill 218, Burden Reduction Act, 2016 (the
Bill) will make some small but welcome changes to
corporate governance requirements for companies incorporated in
Ontario. The Bill passed first reading in the Ontario legislature
on June 8, 2016 and still has some steps to go before becoming law.
However, it is hoped that the Bill will be passed during the
legislative session which began earlier this month.
Board Meetings
Currently, the Business Corporations Act (Ontario) (the
OBCA) requires board meetings to be held at a
corporation's registered office. In the alternative, and only
if allowed by a corporation's by-laws, a board meeting can be
held at another location, provided that the majority of board
meetings are held within Canada. The Bill repeals these rules and
replaces them with a provision which, subject to a
corporation's articles and by-laws, removes restrictions on the
locations where a board meeting may take place.
