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so sure if anything in those [amend- ments] in limbo by changes is particular- ly momentous," he says. "They are more a confirmation and reflection of the state of law in Canada." Canadian Lawyer InHouse requested a timeline for the implementation of bill C-12 from Industry Canada. In an e-mail response, Industry Canada spokesperson Michel Cimpaye wrote, "there is no established timeline. The government recog- nizes the importance of having modern insolvency laws and is committed to bringing the insol- vency reforms into force." So the history of bill C-12 seems to be legislation first pre- sented by a Liberal government, then reintroduced in largely the same form by a Conservative gov- ernment. While not perfect, the amendments create guidelines in the CCAA allowing it to be more in line with its U.S. counterpart. These amendments and guide- lines were created through court rulings so it's legislation follow- ing the rule of law. Yet, despite these factors, the law still stands in a state of limbo. A clue to that puzzle may be found in the his- tory of the law in Canada. "Comparatively speaking, Canada has probably spent more time and more energy trying to bring various parts of our [bank- ruptcy and insolvency] laws up to date than most other coun- tries," says Jacob Ziegel, a profes- sor emeritus at the University of Toronto. Ziegel was part of a group of insolvency law schol- ars that reviewed bill C-55 in its original form before it died on the order paper. His group presented a 90-page document calling into question various parts of the law, but mostly Ziegel is concerned with how the law is designed in Canada in the first place. He says all of this points to the need for an ongoing review process to look at the laws, rather than subjecting very delicate statutes to the whims of politics. He doesn't lay blame on a single govern- ment or political party for confusion and the process around the laws. Rather, Bill C-12 highlights Collective agreements Any collective agreement between an employer and a union shall remain in force on its terms unless the agreement is amended by agreement of the parties. Upon application by an insolvent per- son, the court may make an order authorizing the insolvent person to serve a notice to bargain on the union pursuant to the labour legislation of the relevant jurisdiction. If the court-ordered bargaining fails, there is no provision for the court to disclaim, terminate, or revise the collective agreement. If the collective agreement is amended by agreement of the parties, the union has a claim as an unsecured creditor for the value of concessions granted. Ziegel blames them all. "We haven't done it in a very transparent and rational manner," Ziegel says. "I put the blame completely at the feet of the politicians." It is easy to understand Ziegel's non- partisan scorn, considering six of the last seven elected prime min- isters, from across the political spectrum, have tried to amend the laws. The Bankruptcy Act came into force in Canada in 1949. It stood largely unchanged for the next 17 years, a relative period of calm for the law. In 1966, the fed- eral government made changes to the act and commissioned the "Report of the Study Committee on Bankruptcy and Insolvency Legislation," known as the Tassé Report. The Tassé Report concluded Interim financing Upon application and notice to all secured credi- tors who might be affected by the order, the court will have the power to order that interim financing be granted a security or charge in favour of a per- son lending money to the insolvent person having filed a proposal or arrangement. Additionally, the court must find the loan is required by the insolvent person. The court may grant interim financing and give the lender a priority over existing security, but may not secure pre-existing debts. The provisions specify the factors for the court to consider on an application for interim financing. Unpaid suppliers' rights Unpaid suppliers have 15 days after bankruptcy or the appointment of a receiver to submit a written demand for goods delivered to the purchaser or the purchaser's agent [e.g. third-party warehouse] within 30 days before the bankruptcy or appoint- ment of the receiver. Shareholder approval The court may authorize, as part of a proposal or a compromise or arrangement, a change to the debtor's constating documents [e.g. articles of incorporation for a corporation or trust documents for an income trust] that would otherwise require approval of the shareholders or unit holders, as the case may be. The court may also order the sale of assets outside of the ordinary course of business even if shareholder approval was not obtained. Source: The Office of the Superintendent of Bankruptcy Canada web site at http://strategis. gc.ca/eic/site/bsf-osb.nsf/eng/br01782.html. in 1970 and recommendations from that report were incorpo- rated in bill C-60 in 1975. The legislation was nearly as mon- strous as bill C-55 presented 30 years later, and contained 139 amendments. Bill C-55 had 140 pages of amendments. Ironically bill C-60 suffered the same fate as bill C-55 and died on the order paper, when the Liberal govern- ment that introduced it fell in the 1979 election. Following a return to power in 1980, the Liberal government introduced bill C-12. The leg- islation did not receive second reading until 1983 and it too died on the order paper when the 1984 election was called. In all, between 1975 and 1984, three different committees were struck looking at amendments to the act. There were six different omnibus bills introduced during those nine years. All died on the order paper. After a brief reprieve, the legislative Pandora's box was reopened in 1988. The Progressive Conservative government of the time published a report, "Proposed Revisions to the Bankruptcy Act." INHOUSE JUNE 2009 • 19