Halpenny Estate, Re, 41 CBR (ns) 16

• Judge: Laskin, C.J.C., Beetz, Estey, McIntyre and Chouinard, JJ.
• Court: Supreme Court of Canada
• Case Date: April 05, 1982
• Jurisdiction: Canada (Federal)
• Citations: 41 CBR (ns) 16;17 BLR 1;41 NR 451;[1982] 1 SCR 559;1982 CanLII 47 (SCC);(1982), 41 N.R. 451 (SCC);133 DLR (3d) 257

Halpenny Estate, Re (1982), 41 N.R. 451 (SCC)

MLB headnote and full text

Re Halpenny Estate

Halpenny Estate v. Context Systems Inc., a bankrupt

Indexed As: Halpenny Estate, Re

Supreme Court of Canada

Laskin, C.J.C., Beetz, Estey, McIntyre and Chouinard, JJ.

April 5, 1982.

Summary:

A company borrowed money secured by an unregistered debenture. The company was petitioned into bankruptcy and a receiving order was made. Subsequently the lender applied under s. 7 of the Ontario Corporation Securities Registration Act for an extension of time in which to register the debenture. The Ontario Supreme Court dismissed the application. The lender appealed tot he Ontario Court of Appeal.

The Ontario Court of Appeal dismissed the appeal. The judgment of the Ontario Court of Appeal is set out below - see paragraphs 26 to 43. The lender appealed to the Supreme Court of Canada.

The Supreme Court of Canada dismissed the appeal.

Company Law - Topic 5468

Borrowing - Debentures, registration - Effect of bankruptcy of debtor - A company borrowed money secured by an unregistered debenture - The company was petitioned into bankruptcy and a receiving order was made - Subsequently the lender applied under s. 7 of the Ontario Corporation Securities Registration Act for an extension of time in which to register the debenture - The Supreme Court of Canada affirmed the dismissal of the application because the effect of the receiving order was to transfer all of the assets of the debtor to the trustee in bankrupcty - The court held that s. 75 of the Bankruptcy Act did not apply in the circumstances.

Company Law - Topic 5466

Borrowing - Debentures - Registration - Extension of time in which to register debentures - The Supreme Court of Canada referred to the relevant considerations for a judge in exercising a discretion to grant an extension of time for registering a debenture under s. 7 of the Ontario Corporation Securities Registration Act (see paragraphs 7 to 13).

Cases Noticed:

S. Abrahams & Sons, In re, [1902] 1 Ch. 695, refd to. [paras. 8 and 32].

Kris Cruisers, Limited, In re, [1949] 1 Ch. 138, refd to. [paras. 9 and 40].

Heather's House of Fashion Inc., Re (1977), 23 C.B.R.(N.S.) 161, refd to. [paras. 21 and 41].

Pic-N-Save Limited, Re (1973), 19 C.B.R.(N.S.) 42, refd to. [para. 21].

Heathstar Properties, Ltd. (No. 2), Re, [1966] 1 All E.R. 1000, refd to. [para. 33].

Statutes Noticed:

Corporation Securities Registration Act, R.S.O. 1970, c. 88, sect. 7 [para. 7].

Bankruptcy Act, R.S.C. 1970, c. B-3, sect. 50(4) [para. 16], sect. 75 [para. 17].

Counsel:

Earl A. Cherniak, Q.C., for the appellant;

F. Bennett, for the respondent.

This appeal was heard by LASKIN, C.J.C., BEETZ, ESTEY, McINTYRE and CHOUINARD, JJ., of the Supreme Court of Canada at Ottawa, Ontario on May 13 and 14, 1981.

The judgment of the Supreme Court of Canada was delivered by ESTEY, J., on April 5, 1982.