40:1 Bill 59, Regulated Health Professions Amendment Act (Optometry Professional Corporations), 2012

O'Toole, John

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Bill 59                                                          2012

An Act to amend the Regulated Health Professions Act, 1991

Note: This Act amends the Regulated Health Professions Act, 1991.  For the legislative history of the Act, see the Table of Consolidated Public Statutes – Detailed Legislative History at www.e-Laws.gov.on.ca.

Her Majesty, by and with the advice and consent of the Legislative Assembly of the Province of Ontario, enacts as follows:

   1.  The Regulated Health Professions Act, 1991 is amended by adding the following section:

Optometrists, corporations eligible to hold certificate of authorization

Definitions

   35.1  (1)  In this section,

“family member” means, in relation to a shareholder, the shareholder’s spouse, child or parent; (“membre de la famille”)

“optometrist corporation” means a corporation that holds a certificate of authorization issued by the College of Optometrists of Ontario under this Act or under the Code; (“société d’optométristes”)

“spouse” means, in relation to a shareholder, a person to whom the shareholder is married or with whom the shareholder is living in a conjugal relationship outside marriage; (“conjoint”)

“voting optometrist shareholder” means, in relation to a corporation, a member of the College of Optometrists of Ontario who owns voting shares of the corporation. (“actionnaire optométriste avec droit de vote”)

Eligibility to hold certificate of authorization

   (2)  A corporation is eligible to hold a certificate of authorization issued by the College of Optometrists of Ontario if the conditions described in paragraphs 1 and 3 of subsection 1 (1) of Ontario Regulation 39/02 (Certificates of Authorization) are met and if each issued and outstanding voting share of the corporation is legally and beneficially owned, directly or indirectly, by a member of the College and each issued and outstanding non-voting share of the corporation is owned in one of the following ways:

    1.  It is legally and beneficially owned, directly or indirectly, by a member of the College.

    2.  It is legally and beneficially owned, directly or indirectly, by a family member of a voting optometrist shareholder.

    3.  It is owned legally by one or more individuals, as trustees, in trust for one or more children of a voting optometrist shareholder who are minors, as beneficiaries.

Duty to give Registrar declaration upon shareholder change

   (3)  At the time that a corporation holding a certificate of authorization issued by the College of Optometrists of Ontario notifies the Registrar under section 85.9 of the Code of a change in the shareholders of the corporation, the corporation shall also give the Registrar the statutory declaration of a director of the corporation, executed after the change of shareholders, certifying that the corporation is in compliance with section 3.2 of the Business Corporations Act, including the regulations made under that section, as of the date the statutory declaration is executed.

Revocation of certificate

   (4)  A corporation’s certificate of authorization may be revoked if it fails to give the Registrar a statutory declaration in accordance with subsection (3).

Application of O. Reg. 665/05

   (5)  Ontario Regulation 665/05 (Health Profession Corporations) made under the Business Corporations Act applies to an optometrist corporation as if,

  (a)  any reference to a “physician corporation” in that Regulation is a reference to an “optometrist corporation”;

  (b)  any reference to a “voting physician shareholder” in that Regulation is a reference to a “voting optometrist shareholder”; and

   (c)  any reference to the “College of Physicians and Surgeons of Ontario” in that Regulation is a reference to the “College of Optometrists of Ontario”.

Commencement

   2.  This Act comes into force on the day it receives Royal Assent.

Short title

   3.  The short title of this Act is the Regulated Health Professions Amendment Act (Optometry Professional Corporations), 2012.

 

EXPLANATORY NOTE

The Bill amends the Regulated Health Professions Act, 1991 with respect to a corporation’s eligibility to hold a certificate of authorization issued by the College of Optometrists of Ontario.  Currently, a regulation under the Act sets out the conditions that a corporation must satisfy to be eligible to hold a certificate of authorization.  One of those conditions requires that all of the corporation’s shares be owned by one or more members of the College.  New section 35.1 of the Act provides that a corporation’s non-voting shares may be owned by a member of the College, by family members of a member of the College who owns voting shares of the corporation, or in trust for the minor children of a member of the College who owns voting shares of the corporation.

After a change in shareholders, a corporation must give the Registrar of the College a statutory declaration certifying that it is in compliance with section 3.2 of the Business Corporations Act.  Failure to provide the statutory declaration may result in the revocation of the corporation’s certificate of authorization.

New subsection 35.1 (5) of the Act provides that Ontario Regulation 665/05 (Health Profession Corporations) made under the Business Corporations Act applies to corporations that hold a certificate of authorization issued by the College of Optometrists of Ontario.

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