Ontario's Burden Reduction Act, 2017,
received Royal Assent on March 22, 2017. As a result, the
province's Bulk Sales Act (BSA) is now
officially repealed. Dating back almost exactly a century –
the first Ontario BSA was passed in April 1917 – the
legislation had by general consensus outlived its usefulness.
Ontario was the last province to still have bulk sales
legislation.
As our
related post from June 2016 noted, M&A transactions
structured as asset sales have often had to resort to compliance
waivers, coupled with indemnities, to avoid the costs and delays
that compliance with the BSA would otherwise have involved. In
certain cases, clients had to resort to bringing an application to
court to waive compliance with the BSA. Thanks to the repeal, these
workarounds are no longer necessary.
