Bijural Terminology Records

Common Law

personal representative

Civil Law

personal representative

Title of the Legislative Text

Canada Business Corporations Act, R.S.C., 1985, c. C-44

Provision

148. ...
(2) A proxy shall be executed by the shareholder or by the shareholder's attorney authorized in writing.

Problem

In common law, the English term "attorney" generally refers to a person appointed to act on behalf of another person.

In civil law, the English term "attorney" generally refers to a lawyer.

In this provision, it is preferable to refer to the defined term "personal representative/représentant personnel" in subsection 2(1) of the Canada Business Corporations Act, which lists persons who act on behalf of others.

Solution

In the English version, "attorney" is replaced by "personal representative".

In the French version, "mandataire" is replaced by "représentant personnel".

Harmonized Provision

148. ...
(2) A proxy shall be executed, or, in Quebec, signed by the shareholder or by the shareholder's personal representative authorized in writing.

Federal Law-Civil Law Harmonization Act, No. 3, S.C. 2011, c. 21, s. 55(1).

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