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Debra, Lawyer
Category: Canada Law
Satisfied Customers: 101409
Experience:  Lawyer
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Can I sue a Canadian corporation, based in Ontario, debt

Customer Question

Can I sue a Canadian corporation, based in Ontario, for a debt owed by a company it acquired?
Submitted: 2 years ago.
Category: Canada Law
Expert:  Debra replied 2 years ago.
Thank you for requesting me. I need the basic facts as I am not sure what is going on.Thanks
Customer: replied 2 years ago.
I delivered this work, and supported it for two months. He has paid me $3,000 total, but nothing this year. His company (Vizzeco) was allegedly acquired last year by Aroga—that's what Andrew told me. I spoke with the new CEO, Grove, and he said they acquired its assets, but none of its debts. Based on Grove's interactions with me he seems to agree they are in debt to me. In fact, I emailed him Andrew and CC'd Grove this morning and he sent me this:We are looking at all areas of the business and at this time we uncertain of anytime line. We will keep you updated as events unfold and should we be in a position in the future to provide any additional payments we will advise soonest.Sorry we don’t have any clearer points or time lines for you at this time. But currently Vizzeco has no capacity in which to provide any funds to you.
Customer: replied 2 years ago.
The individual/company that signed the agreement: the "aquisition"
Expert:  Debra replied 2 years ago.
You would sue the corporation that you had the agreement with. It doesn't matter who owns it. The statement of claim would have the corporation as the defendant.The corporation is a separate legal entity. So it is the corporation alone that is sued. If another company bought the shares then they own the corporation but if they bought the assets they do not. But you don't have to know who owns the corporation. You just sue the corporation.
Customer: replied 2 years ago.
I've searched the records and I can't find Works Anywhere, Inc. in the Canadian business registry. Would I be able to sue Andrew Greig directly?
Expert:  Debra replied 2 years ago.
You must sue the corporation itself because it is a separate legal entity. However, you can serve the claim on the director or anyone who is an administrator of the corporation.
Customer: replied 2 years ago.
Even if the corporation no longer exists or has since become defunct?
Expert:  Debra replied 2 years ago.
They cannot escape liability by simply shutting down. If assets are transferred to another corporation then the director can personally liable or the transfer can be set aside. This can become very complicated unfortunately.