Nova Scotia
NSULCs are formed under the Nova Scotia Companies Act, R.S.N.S. 1989, c. 81 (NSCA), which is based on the United Kingdom Companies Acts.
A NSULC must have a registered office in Nova Scotia.
There are no Canadian residency requirements for directors of a NSULC.
Under section 135 of the NSCA, shareholders are liable for all debts and liabilities of the NSULC upon winding up. This liability is unlimited for past or present shareholders (but for past shareholders it is extinguished one year after he ceases to be a shareholder).
The NSCA gives shareholders power to manage the company (and the authority to delegate that power to directors).
Dividends must be declared and paid out of the profits of the company.
Although restrictions on financial assistance previously existed under the NSCA, Section 110A of the NSCA now allows a company (including a NSULC) to provide financial assistance to any person for any purpose.
Under the NSCA, a limited company cannot convert into a ULC without a resolution being signed by all members of the company and filed with the Registrar appointed pursuant to the NSCA.
Read more about this topic: Unlimited Liability Corporation
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