The Bulk Sales Act (Ontario) (the "BSA") was
enacted in Ontario in 1917 with the purpose of combatting then
prevalent commercial fraud. Similar acts were enacted more or less
contemporaneously in all other Canadian provinces and in most
states in the United States, the vast majority of which have now
been repealed.
A number of more modern statutes, such as the Personal
Property Security Act (Ontario), now afford creditor
protection in a manner which is much more efficient. Business
lawyers have therefore been calling for the repeal of the BSA in
Ontario for many years.
The BSA applied to any sale of stock in bulk out of the usual
course of business or trade of the seller. Compliance by the
seller involved delivering a statutory declaration to the buyer
listing all of the seller's secured and unsecured trade
creditors, with particulars of the amounts owing to each such
creditor. This statutory declaration was then required to be filed
by the buyer at the court
