Real Estate Act First in Canada

The government of B.C. recently introduced two bills which could transform the province’s real estate environment by making certain details regarding owners available online and to the public.

Land Ownership Transparency Act

The Land Owner Transparency Act, or Bill 23- 2019, if passed, will launch a beneficial ownership registry designed to increase transparency of land ownership in B.C. The act includes more than 100 sections and 70 pages of legislation that will require corporations, trusts and partnerships that currently own or buy land, to disclose their beneficial owners in the registry.

This is the first registry of its kind in Canada and will go online in 2020 on the date the act comes into force, making information about the owners of B.C. real estate publicly searchable through the registry. The conditions for searches by members of the public will be "subject to reasonable conditions" an administrator may impose (i.e., high-level information for search publicly).

More detailed information will be shared with law enforcement agencies, tax authorities including the Canada Revenue Agency (CRA) and certain regulatory agencies to address fraud, tax fraud and money laundering. Penalties under the legislation include fines of up to $100,000, or 15 percent of the assessed property values, whichever is greater.

Business Corporations Amendment Act

Amendments to the federal Canada Business Corporations Act (CBCA) introduced in 2018 and intended to further align Canada with standards for corporate transparency are coming into force on June 13, 2019. When the amendments were introduced, provinces were asked to adopt similar amendments to their provincial corporate statutes.

The B.C. government’s Business Corporations Amendment Act, Bill 24 – 2019, now generally defines a “Significant Individual” of a private company as an individual who:

• Has interests / rights (as a registered owner or beneficial owner or other indirect control) in 25 percent or more of the issued shares of the company or 25 percent or more of the voting rights of the company, or
• Has rights or indirect control to elect / appoint / remove a director of the company.

Under the proposed act, corporations registered in B.C. will be required to identify any Significant Individual and track them on a new securities register known as the Transparency Register. The corporation will be required to take reasonable steps to maintain the Transparency Register, providing certain information including, among other things, whether or not the individual is resident in Canada for the income tax purposes (i.e., proposed s.119.2(2)).

Proposed s.119.3 requires a company to take reasonable steps each year to confirm information in the Transparency Register is accurate, complete and up to date. Proposed s.119.7 allows a taxing authority, such as the CRA, to inspect the Transparency Register and provide information contained in a Transparency Register to another jurisdiction in or outside of Canada to help that jurisdiction with enforcement of taxation.

Complying with the proposed new acts, should they pass in the legislature, will require a full understanding of the information to be submitted to avoid what could be onerous penalties.

For more information, contact Ryan Hoag, Regional Tax Leader, Lower Mainland, at 604.536.7614 or [email protected] or Kevin Wong, Regional Tax Leader, Vancouver, at 604.685.8408 or [email protected].