Nova Scotia Companies Act & Commentary, 2023 Edition

This publication is a consolidation of Nova Scotia's business law and incorporation statutes, including the Nova Scotia Companies Act, the Nova Scotia Partnerships Act, the Societies Act and the Co-operative Associations Act, along with expert commentary explaining the key features of this unique legislation.

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Product description

The Definitive Guide to a Unique Corporate Law Statute
The Nova Scotia Companies Act (NSCA) is one of the oldest general incorporation statutes still used in Canada today. First enacted in 1900, it has been substantially amended only thirteen times, and is one of the few remaining examples of the traditional English memorandum system of incorporation in Canada. This unusual provenance has resulted in an incorporation statute that is uniquely flexible and has preserved business structures such as the unlimited liability company that have made Nova Scotia the incorporation jurisdiction of choice for many inter-provincial and international businesses in recent years. In this publication, author Robert Miedema provides a comprehensive consolidation of Nova Scotia's business law and incorporation statutes, including the Nova Scotia Companies Act, the Nova Scotia Partnerships Act, the Societies Act, the Co-operative Associations Act, and the Community Interest Corporations Act, along with expert commentary explaining the key features of NSCA. The First Book of Its Kind
The NSCA is not currently published commercially in Canada, often leaving corporate legal practitioners and students in Nova Scotia to use unwieldy, un-indexed and often out-dated internet printouts. This publication finally provides a useful reference resource, offering a legislative consolidation of the NSCA together with all related statues, regulations and extensive commentary on such important topics as Nova Scotia's unlimited liability companies (ULCs). Highlights of the 2023 Edition

• Discussion of modifications to corporate law and practice that were dictated pursuant to emergency management legislation during the State of Emergency declared in March 2020 and continuing today
• Discussion of legislative initiatives still in process to implement agreements between Canada’s finance ministers that were announced in December 2017—i.e., to combat money laundering and terrorist financing by requiring private firms to maintain current information on beneficial ownership that is accessible to law enforcement and to eliminate the use of bearer shares (called “warrants” in Nova Scotia’s Companies Act) as an extension of requirements previously imposed on financial institutions, securities dealers, life insurance, and money services businesses in accordance with Canada’s international commitments as part of the Financial Action Task Force

A Portable, Must-Have Reference For

• Nova Scotia corporate law practitioners – the only book available providing a useful consolidation of statutes and expert commentary regarding the Nova Scotia Companies Act, its important features and salient case law
• Law school students in Atlantic Canada – as part of their academic materials
• Canadian and U.S. corporate law practitioners – who utilize unlimited liability companies in their cross-border transactions and who seek to have a greater understanding of the NSCA and corporate practice in Nova Scotia
• Law Libraries

Featured Authors

Robert L. Miedema

Robert L. Miedema is a partner in the accounting firm, Baker Tilly Nova Scotia Inc., and its affiliated law firm, Harbinger Law Inc., in Dartmouth, Nova Scotia. He articled and then practiced law for more than 15 years with BOYNECLARKE LLP in Halifax before taking on a new challenge in multi-disciplinary professional practice in 2021. His legal practice focuses on corporate law, charity law, tax and estate planning. He also spent more than a decade as part-time faculty at Dalhousie University, mostly in the Schulich School of Law focused on the law and governance of business organizations. Rob is a graduate of Queen’s University (B.Sc.H.) and Dalhousie University (LL.B.). He has done extensive continuing tax education with CPA Canada (then the Canadian Institute of Chartered Accountants) and he maintains active membership in the Nova Scotia Barristers’ Society, the Canadian Bar Association, the Canadian Tax Foundation and the Canadian chapter of the Society of Trust and Estate Practitioners (STEP).

Table of contents

Table of Contents (Detailed) 
Tables of Concordance 
Commentary: Business Corporations in Nova Scotia 
Companies Act 
Companies Act Regulations 
Companies Winding Up Act 
Corporations Miscellaneous Provisions Act 
Corporations Registration Act 
Corporations Registration Act Regulations 
Securities Transfer Act 
Partnership Act 
Limited Liability Partnerships Regulations 
Limited Partnerships Act 
Limited Partnerships Act Regulations 
Partnerships and Business Names Registration Act 
Partnerships and Business Names Registration Act Regulations 
Limited Liability Partnerships Registration Regulations 
 
Societies Act 
Societies Act Regulation 
Community Interest Companies Act 
Community Interest Companies Regulations 
Co-operative Associations Act 
Co-operative Associations Regulations 
Direction of the Minister under a Declared State of Emergency