The committee met at 0900 in committee room 1 and by video conference.

The Chair (Mr. Logan Kanapathi): Good morning, everyone. I call this meeting to order. We have the following members in the room: MPP John Fraser. Thank you for being here. The following members are participating remotely: MPP Will Bouma, MPP Vincent Ke, MPP Paul Miller, MPP Billy Pang, MPP Jeremy Roberts, MPP Dave Smith, MPP Daisy Wai and MPP Jamie West. Did I miss anyone? No? Good.

Staff from Hansard, broadcast and recording and legislative counsel join us remotely today.

As always, all comments should go through the Chair, please. Are there any questions before we begin? MPP Paul Miller.

Mr. Paul Miller: I don’t have any information whatsoever on any of these bills. I don’t know how you can discuss something you don’t have any information on, but anyway.

The Chair (Mr. Logan Kanapathi): Give us a minute. I am talking to the Clerk and he already forwarded it to you, MPP Miller.

Mr. Paul Miller: When was that? Because five minutes ago, I didn’t have it.

The Chair (Mr. Logan Kanapathi): He’ll message in the chat and I’ll continue the meeting.

There are four private bills on the agenda today that we will consider. I will send you the agenda. Sorry for the inconvenience, MPP Paul Miller and some of the MPPs. I’ll see the agenda and call the private bill, and I’ll ask the MPP sponsor to introduce the bill.

Hawke-Lea Holdings Ltd. Act, 2021

Consideration of the following bill:

Bill Pr42, An Act to revive Hawke-Lea Holdings Ltd.

The Chair (Mr. Logan Kanapathi): I will start with Bill Pr42, An Act to revive Hawke-Lea Holdings Ltd. It’s sponsored by Christine Hogarth, and I think MPP Daisy Wai is going to introduce on her behalf.

Thank you, MPP Daisy Wai. Please go ahead.

Mrs. Daisy Wai: Yes, I move Bill Pr42 for consideration.

The Chair (Mr. Logan Kanapathi): Do you have any comments, MPP Daisy Wai, on this bill?

Mrs. Daisy Wai: No, not at this time.

The Chair (Mr. Logan Kanapathi): I will ask the applicant to please state your name for recording purposes. Do you have any comments, applicant Howard Wolle?

Mr. Howard Wolle: Yes. Good morning, members of committee. Thank you. My name is Howard Wolle. I’m here as a representative of Hawke-Lea Holdings Ltd. and I’m here to answer any questions that you may have.

The Chair (Mr. Logan Kanapathi): Any other interested parties in attendance? If there are any questions from members. No. Are there any comments from the members from the government side or the opposition—MPP Jamie West, please go ahead.

Mr. Jamie West: Good morning, Mr. Wolle.

Mr. Howard Wolle: Good morning.

Mr. Jamie West: In the bill cover page, it says that the applicant represents that he would like to revive the corporation in order to deal with certain property that was held in the corporation’s name; and then, in the compendium, it says that the applicant would like to revive the corporation to deal with investments that were held in the corporation at the time of dissolution. Is the property an investment? I’m just trying to connect the two.

Mr. Howard Wolle: Yes. What happened was, Hawke-Lea Holdings was owned by one lady, Gwen Hawke. She was an elderly lady. She died in August. Her holdings were basically investment securities, and her family was to have sold the investments prior to dissolution. Somehow, there was a glitch in timing, and the dissolution happened prior to the investments being sold, and the company was left with these properties or investments. That was the issue.

Mr. Jamie West: Okay. No further questions, Chair. Thank you.

The Chair (Mr. Logan Kanapathi): Any comments from the members? MPP Dave Smith.

Mr. Dave Smith: So would it be safe to say, then, that the company was dissolved prematurely by mistake and—

Mr. Howard Wolle: Yes.

Mr. Dave Smith: —that the original plan was to divest of all of the investments and dissolve the company and there was an administrative error by either a lawyer or an accountant?

Mr. Howard Wolle: That’s fair to say.

Mr. Dave Smith: Okay, thank you.

Mr. Howard Wolle: That’s what happened.

The Chair (Mr. Logan Kanapathi): Thank you. Any comments from the members? Seeing none, are the members ready to vote? Bill Pr42, An Act to revive Hawke-Lea Holdings Ltd.: Shall section 1 carry? Any debate? All those in favour, please raise your hands. Thank you. Anyone opposed? Section 1 is carried.

Shall section 2 carry? Any debate? Any comments? All those in favour, please raise your hands. Anyone opposed? Seeing none, section 2 is carried.

Shall section 3 carry? Any debate? No. All those in favour, please raise your hands. Anyone opposed? None. Section 3 is carried.

Shall the preamble carry? Any debate? All those in favour, please raise your hands. Anyone opposed? The preamble is carried.

Shall the title carry? Any debate? None. All those in favour, please raise your hands. Anyone opposed? I see none. The title is carried.

Shall the bill carry? Any debate? All those in favour, please raise your hands. Anyone opposed? The bill is carried.

Shall I report the bill to the House? Any debate? All those in favour, please raise your hands. Anyone opposed? It’s carried.

I thank the applicant for being here and making your deputation, sir. Your bill is carried.

Mr. Howard Wolle: Thank you. I thank the members of the committee. It’s much appreciated.

The Chair (Mr. Logan Kanapathi): Thank you.

MPP Paul Miller, you still haven’t received any information from us?

Mr. Paul Miller: Yes, I’ve got it now.

The Chair (Mr. Logan Kanapathi): Okay, thank you. Now you’re all set to go.

2271767 Ontario Inc. Act, 2021

Consideration of the following bill:

Bill Pr43, An Act to revive 2271767 Ontario Inc.

The Chair (Mr. Logan Kanapathi): We are moving on to Bill Pr43, An Act to revive 2271767 Ontario Inc. MPP Daisy Wai, would you like to introduce it?

Mrs. Daisy Wai: Yes. I move Bill Pr43 for consideration.

The Chair (Mr. Logan Kanapathi): Do you want to make any comments?

Mrs. Daisy Wai: No comments at this time. Thank you.

The Chair (Mr. Logan Kanapathi): Thank you. Any comments from the members?

The applicant is here. I will ask the applicant to introduce yourself for the record. Would you like to make some comments, applicant Richard Kim?

Mr. Richard Kim: Good morning, members of the committee. My name is Richard Kim, and I’m the applicant for the bill. I’m here to answer any questions you might have regarding the bill.

The Chair (Mr. Logan Kanapathi): Thank you. Are there any comments from the committee members? Are the members ready to vote?

Interjection.

The Chair (Mr. Logan Kanapathi): There are questions from MPP Dave Smith. Please go ahead.

Mr. Dave Smith: Thanks, Chair. I’m going through the compendium for this, and there really isn’t a great deal of information in it. A brief summary of the background of why the bill is necessary to—basically, what you said is that you want to revive the corporation. Okay, that would be what the bill would be for. I don’t mean to sound sarcastic, but the whole reason for this bill would be to revive the corporation. That really doesn’t tell me anything.

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When I go through it, at the end, what you said is that nobody is affected by it, and you have to deal with some financial information. Can you give us some specifics? What is it? Why do you want to bring the company back to life?

Mr. Richard Kim: It’s to deal with a lease. That corporation is a party to a head lease, and so, just to keep that lease going, I need to revive the corporation.

Mr. Dave Smith: So you want to keep a lease. Is it that you have leased something or is it [inaudible] leased from you?

Mr. Richard Kim: I have leased. That corporation is the head lease and that lease is subleased to another tenant.

Mr. Dave Smith: Why did you dissolve it, then?

Mr. Richard Kim: It was prematurely dissolved—a miscommunication. We were unwinding the business, there was a miscommunication with the accountant and it was dissolved.

Mr. Dave Smith: How much time is left on the existing lease?

Mr. Richard Kim: Ten years.

Mr. Dave Smith: Ten years, and the accountant still dissolved. Was that information being shared with the accountant [inaudible] and the lease?

Mr. Richard Kim: Well, I had forgotten that I was the head lease holder with that corporation, so I miscommunicated to the accountant.

Mr. Dave Smith: Okay. So if I understand correctly, then, you own this company—

Mr. Richard Kim: Yes.

Mr. Dave Smith: —property. You turned around and you sublet it to another organization or another company.

Mr. Richard Kim: I sold the business, which was also run under this corporation, to another person, but I held onto the lease.

Mr. Dave Smith: Okay. Why wouldn’t you have transferred the lease at the time of the sale of the company?

Mr. Richard Kim: To continue to control the space. The person I sold the business to was okay with that arrangement.

Mr. Dave Smith: So you sold the assets of the business, but not the shares of the business.

Mr. Richard Kim: Well, the person purchased the business through her own corporation. I don’t know if that’s an asset sale. I guess it’s an asset sale, a business sale—

Mr. Dave Smith: A business sale is selling the shares of your company, if you transferred that company itself, the numbered company, over to her. If the numbered company owned property or owned something and you sold that, whether it’s good will or whether it’s the name Bob’s Your Uncle Co. Inc., whatever it may be, if you transfer good will, if you transfer physical assets, that’s a transfer of the assets. You sold the assets. You didn’t necessarily sell the business. The business itself is the numbered company.

Mr. Richard Kim: Yes, so—

Mr. Dave Smith: —I’m grilling you on it, and I recognize that. It’s because we see a number of these bills come through, and it’s mistakes that were made that should not have been made.

Really, where I’m going with it is: You have invested some time to try and fix this. We are investing government time to try and fix this as well, and it really was one of those mistakes that should never have happened.

Mr. Richard Kim: Right.

Mr. Dave Smith: To summarize and to not sound like too much of a jerk to you, the company has a lease on some space.

Mr. Richard Kim: Yes.

Mr. Dave Smith: You’re unhappy because you want to retain control of that space. The assets of the company have been divested. Someone else owns it and is leasing that space from you. In essence, they would be in contravention of different rules because they would be paying for space that they do not actually have use for, because you would have been breaking the lease by closing your company.

Mr. Richard Kim: Correct.

Mr. Dave Smith: Okay. Thank you.

The Chair (Mr. Logan Kanapathi): MPP Miller?

Mr. Paul Miller: Thank you for clarifying that for me. It was rather confusing and not a lot of information.

If you want to dissolve something or renew something in the future, I would suggest that you maybe give a little more information and a little more direction, because it’s a big grey area here. I like to know what I’m voting on. Hopefully, for next time, we’ve all learned something here. Thank you.

The Chair (Mr. Logan Kanapathi): Any other comments? Are the members ready to vote on Bill Pr43, An Act to revive 2271767 Ontario Inc.? Shall section 1 carry? Any debate? All those in favour, please raise your hand. Anyone opposed? Section 1 is carried.

Shall section 2 carry? Any debate? All those in favour, please raise your hand. Anyone opposed? Section 2 is carried.

Shall section 3 carry? Is there any debate? All those in favour, please raise your hand. Anyone opposed? I see none. Section 3 is carried.

Shall the preamble carry? All those in favour, please raise your hand. Anyone opposed? I see none. The preamble carries.

Shall the title carry? Any debate? All those in favour, please raise your hand. Anyone opposed? The title is carried.

Shall the bill carry? No debate? All those in favour, please raise your hand. Anyone opposed? Seeing none, the bill is carried.

Shall I report the bill to the House? Any debate? I see none. Please raise your hand if you are supporting in favour. All those in favour? Anyone opposed? Seeing none, carried. Thank you.

Thank you to the applicant, Richard Kim. Thank you for being here and for your deputation as well.

Shuang Ying Company Ltd. Act, 2021

Consideration of the following bill:

Bill Pr46, An Act to revive Shuang Ying Company Ltd.

The Chair (Mr. Logan Kanapathi): We are moving on to Bill Pr46, An Act to revive Shuang Ying Company Ltd. I think Will Bouma is going to introduce this one on behalf of MPP Stan Cho. Is that right, MPP Bouma? Please go ahead.

Mr. Will Bouma: Yes, Chair, through you, I move consideration of Bill Pr46, An Act to revive Shuang Ying Company Ltd.

The Chair (Mr. Logan Kanapathi): Thank you. The applicant, Puyang Zhao, solicitor: Would you like to introduce yourself for the recording purposes? Also, do you have any comments to make, please?

Ms. Puyang Zhao: Good morning, members of committee. My name is Puyang Zhao and I’m a representative of Shuang Ying Company Ltd. I’m here to address any questions you may have.

The Chair (Mr. Logan Kanapathi): Thank you. Any comments from the committee members? MPP Dave Smith.

Mr. Dave Smith: I just want to thank you because, of the bills that we received today, this one gives us by far the best information in section 4. Thank you very much. It’s very clear why you want to revive this, so I’m saying thank you so much for that, because it makes perfect sense.

Ms. Puyang Zhao: You’re welcome.

The Chair (Mr. Logan Kanapathi): Are there any comments from the members? Seeing none, are the members ready to vote? Okay. Bill Pr46, An Act to revive Shuang Ying Company Ltd.: Shall section 1 carry? Any debate? All those in favour, please raise your hand. Anyone opposed? Section 1 is carried.

Shall section 2 carry? Any debate? All those in favour, please raise your hand. Anyone opposed? None. Section 2 is carried.

Shall section 3 carry? Any debate? All those in favour, please raise your hand. Anyone opposed? Seeing none, section 3 is carried.

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Shall the preamble carry? Any debate? All those in favour, please raise your hand. Anyone opposed? Seeing none, the preamble is carried.

Shall the title carry? Any debate? All those in favour, please raise your hand. Anyone opposed? The title is carried.

Shall the bill carry? Any debate? All those in favour? Please raise your hand. Anyone opposed? The bill is carried.

Shall I report the bill to the House? Any debate? All those in favour, please raise your hand. Anyone opposed? Carried.

Thank you to the applicant and thank you, Ms. Puyang Zhao, for being here and making your deputation.

Ms. Puyang Zhao: Thank you. Much appreciated.

Woodex Inc. Act, 2021

Consideration of the following bill:

Bill Pr49, An Act to revive Woodex Inc.

The Chair (Mr. Logan Kanapathi): We are moving on to Bill Pr49. I think the applicant is here. The applicant is Casey Nguyen. MPP Daisy Wai, would you like to introduce the bill?

Mrs. Daisy Wai: Yes. I’d like to move Bill Pr49 for consideration.

The Chair (Mr. Logan Kanapathi): Do you have any comments, MPP Daisy Wai?

Mrs. Daisy Wai: No comments at this time.

The Chair (Mr. Logan Kanapathi): I will ask the applicant, Casey Nguyen, could you please introduce yourself, and if you’d like to give a deputation.

Ms. Casey Nguyen: Good morning, members of the committee. Thanks for having me today on behalf of Woodex Inc. corporation. I’m Casey Nguyen. I’m advocating for the company. Also, thanks to Ms. Daisy Wai for sponsoring the bill. This is a bill to revive an Ontario business corporation which was voluntarily dissolved for cash flow issues due to the lack of management experience. As of now, the corporation has a good business plan to carry on, so we wish to revive it. That’s all from our end.

The Chair (Mr. Logan Kanapathi): I call for questions or comments from committee members to the applicant. MPP Paul Miller?

Mr. Paul Miller: I guess you’re saying that it was dissolved because of lack of cash and you renewed it because whatever business you’re in has renewed, it’s healthy again and you want to renew it because times have changed or circumstances have changed. There’s not a lot of background information there. Why are you renewing it based on cash flow?

Ms. Casey Nguyen: Because at that time, we had a lot of competitors and we had to reduce the sale price of the products. So that’s why we lacked profit. We didn’t make any profit at the time. So that’s why the company was kind of lost at that time.

Mr. Paul Miller: So you’re saying your competitors have now disappeared, or all of a sudden your product has become more desirable? I’m a little confused with that.

Ms. Casey Nguyen: Yes. Right now, we have a better line of products. It’s the millwork. We make custom [inaudible] as well. Before, we just built cabinets and stuff. Right now, we have more lines of products and we have more marketing for our company. So we’re confident to work on the business to get it healthy again. That’s why we would like to revive it.

Mr. Paul Miller: Did the company go into bankruptcy?

Ms. Casey Nguyen: No, not at that time.

Mr. Paul Miller: Okay, thank you.

The Chair (Mr. Logan Kanapathi): MPP Dave Smith.

Mr. Dave Smith: So it sounds like you’re a manufacturing company of some kind. What happened to the assets of the company when you dissolved it?

Ms. Casey Nguyen: Actually, we didn’t have any assets at that time, because we were actually not a very full manufacturer. At that time, we just dealt with the contractor. We connected with factories and we connected with the customers and we got the commission between, just like that.

Mr. Dave Smith: So why not just create another company? Why revive it? If you had no assets, if there was nothing of value to retain, why not just create another company?

Ms. Casey Nguyen: Right now, it’s the pandemic time, right? There are a lot of businesses going down. Right now we think maybe is the best time for us to consider producing the new line of products to compete with other businesses.

Mr. Dave Smith: You don’t need to revive the company. You could have created a new numbered company, Ontario 12345678910111213, and assume the name of your previous company, because—

Ms. Casey Nguyen: Yes, I understand that, sir.

Mr. Dave Smith: —[inaudible] the fastest way to go.

Ms. Casey Nguyen: Yes, thanks a lot for your questions. But we would like to keep “Woodex Inc.” because some of the old clients already know about that name. So we would like to reconnect with the old clients to introduce the new line of products from us.

Mr. Dave Smith: Woodex Inc. is a numbered company, and your new numbered company could be whatever the number is, operating as “Woodex Inc.” There wouldn’t have been any challenge for you. There wasn’t a need to revive the company. You could have just created a new one. There were no assets. There was nothing of any value other than the name, and you could have operated as that name without any problems by creating a new company.

Ms. Casey Nguyen: I understand that, sir, but based on my director of the company, he really wished to revive Woodex Inc. as it’s been since 2016.

Mr. Dave Smith: Sure, but that’s simply a name. You could even have Ontario, whatever number, operating as Woodex Inc. And since you were Woodex Inc. previously, unless you objected to you using your own name, there wouldn’t have been any objection from anyone. It wasn’t necessary to revive the company. You could have just created a new company and operated under that name.

Ms. Casey Nguyen: I understand that, but if you can consider my wish to get Woodex Inc. back. Thanks a lot, sir.

Mr. Dave Smith: Thank you, Ms. Nguyen.

The Chair (Mr. Logan Kanapathi): MPP Miller?

Mr. Paul Miller: Just a final question: Were there some tax implications or was there some misdirection? As MPP Smith said, what’s the purpose? You’re going through an unnecessary exercise here. Were there some complications, that you have to go back to the name, that we’re not aware of? Because you’re a middleman. You had no assets. You were working as a liaison between the customer and the manufacturer. So I’m a little confused too why you’re in this position or why you’d even apply for it.

Ms. Casey Nguyen: Actually, there is no issue with the company after all. With the Ministry of Finance, we’re all good with that. There are no tax returns, outstanding balance or something like that. But the thing is, at that time, the director was still too young for the business and he had no experience to continue the business. He wasn’t in business long. Customer service with the clients—he lacked all of the experience. So that’s the only issue of the company.

The Chair (Mr. Logan Kanapathi): MPP John Fraser?

Mr. John Fraser: Thank you very much, Ms. Nguyen, for being here. So I can clarify in my head—and thank you so much for your presentation and going with all of our questions. It’s our job; we need to do that. You dissolved a corporation that was not functioning because there was no cash flow.

Ms. Casey Nguyen: Yes, that’s right.

Mr. John Fraser: And the director of the corporation asked you to revive the company, so that’s what you did.

Ms. Casey Nguyen: Yes, that’s right.

Mr. John Fraser: So there was no discussion about whether or not you should just open up another company; the director indicated to you that that’s what he wanted to do?

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Ms. Casey Nguyen: Yes, that’s right, sir.

Mr. John Fraser: Okay—which, as we can establish, was probably the hard way of doing it. But your intent is just to revive that company that has no tax implications and has no assets.

Thank you very much. I think it’s pretty clear. I can support your application.

Ms. Casey Nguyen: Thanks a lot, sir.

The Chair (Mr. Logan Kanapathi): MPP Dave Smith, go ahead.

Mr. Dave Smith: Ms. Nguyen, I think you’re not going to have any problem. The company is going to be revived. Where I’m going with all of this is to take this as a learning experience for you. It’s far easier to just create another company. If there is no financial implication, if there’s nothing that you’re transferring, no assets, if there’s no actual cash that needs to be dealt with on it, just create another company and operate under the name of whatever you want to call it. It’s much easier. It’s much faster. You don’t go through this process. It’s probably actually cheaper for you than what you had to go through. You could have opened up pretty much a week later without too much trouble. It’s not hard to do. Don’t get attached to a numbered company and think that that’s the only way that you can do something.

In the future, if something like this happens, take the path of least resistance and get your company up and running as fast as possible, because we want to see companies succeed. We want entrepreneurs to be able to do what they want to do, what they need to do, and that is to make money. The fastest, easiest way for you to have done this would have been to just create another company and operate it as Woodex Inc.

Ms. Casey Nguyen: Thanks a lot, sir.

Mr. Dave Smith: We’ll be voting in favour of reviving it, because we want to get you back up and running.

Ms. Casey Nguyen: Thanks a lot.

The Chair (Mr. Logan Kanapathi): MPP Will Bouma.

Mr. Will Bouma: Yes, thank you. Chair, through you, I agree with what Mr. Smith just said. But to the applicant, if I could—just to confirm that there’s only one director of the company, Nadeem Toma, and Casey, you are representing Mr. Toma here at committee today.

Ms. Casey Nguyen: Yes. Nadeem is not here today.

Mr. Will Bouma: But there are no other directors who have any interest in this company?

Ms. Casey Nguyen: No, sir.

Mr. Will Bouma: Thank you.

The Chair (Mr. Logan Kanapathi): Are there any comments from the committee members? Seeing none, are members ready to vote? Yes. Shall section 1 carry? I’m going to read the bill again: Bill Pr49, An Act to revive Woodex Inc. Are members ready to vote? Shall section 1 carry? All those in favour, please raise your hand. Anyone opposed? Seeing none, section 1 is carried.

Shall section 2 carry? Any debate? All those in favour, please raise your hand. Thank you. Anyone opposed? Seeing none, section 2 is carried.

Shall section 3 carry? Any debate? All those in favour, please raise your hand. Thank you. Anyone opposed? Section 3 is carried.

Shall the preamble carry? Any debate? All those in favour, please raise your hand. Thank you. Anyone opposed? The preamble is carried.

Shall the title carry? Any debate? All those in favour, please raise your hand. Thank you. Anyone opposed? Seeing none, the title is carried.

Shall the bill carry? Any debate? All those in favour, please raise your hand. Thank you. Anyone opposed? The bill is carried.

Shall I report the bill to the House? All those in favour, please raise your hand. Thank you. Anyone opposed? It’s carried.

Thank you to the applicant. Thank you, Casey Nguyen—pardon my pronunciation—for being here to make a deputation.

There being no further business, this committee now stands adjourned.

The committee adjourned at 0935.

STANDING COMMITTEE ON REGULATIONS AND PRIVATE BILLS

Chair / Président

Mr. Logan Kanapathi (Markham–Thornhill PC)

Vice-Chair / Vice-Président

Mr. John Fraser (Ottawa South / Ottawa-Sud L)

Mr. Will Bouma (Brantford–Brant PC)

Mr. John Fraser (Ottawa South / Ottawa-Sud L)

Mr. Logan Kanapathi (Markham–Thornhill PC)

Mr. Vincent Ke (Don Valley North / Don Valley-Nord PC)

Ms. Laura Mae Lindo (Kitchener Centre / Kitchener-Centre ND)

Mr. Paul Miller (Hamilton East–Stoney Creek / Hamilton-Est–Stoney Creek ND)

Mr. Billy Pang (Markham–Unionville PC)

Mr. Jeremy Roberts (Ottawa West–Nepean / Ottawa-Ouest–Nepean PC)

Mr. Dave Smith (Peterborough–Kawartha PC)

Mrs. Daisy Wai (Richmond Hill PC)

Mr. Jamie West (Sudbury ND)

Clerk / Greffier

Mr. Isaiah Thorning

Staff / Personnel

Ms. Catherine Oh, legislative counsel