1455257 Ontario Inc. – Federal Court of Appeal finds that a dissolved corporation cannot appeal to the Tax Court

Dawson JA and her colleagues have overruled an earlier decision of their Court (495187, a.ka. Sarraf) and found that an Ontario corporation which has been dissolved cannot file a Notice of Appeal.

Under the OBCA, a dissolved corporation cannot initiate legal proceedings, but proceedings can be taken against it. Sarraf considered that a court appeal was a mere continuation of proceedings which had been commenced against the corporation by the Minister’s assessment – but Dawson JA found that Sarraf had failed to consider that the current appeal procedures were quite different from the Income War Tax Act procedures considered in a yet earlier decision.

She noted that although a voluntarily dissolved corporation could not be revived by the Companies Branch, “the dissolved corporation may be revived by a Private Act of the Ontario Legislature.”

Neal Armstrong. Summaries of 1455257 Ontario Inc. v. The Queen, 2016 FCA 100 under OBCA s. 242, ITA s. 169(1), General Concepts – Stare Decisis.