Limited Liability Companies
Knowledge and notice
(1)A person knows a fact if the person has actual knowledge of it.
(2)A person has notice of a fact if the person:
(a)Knows of it;
(b)Has received a notification of it; or
(c)Has reason to know it exists from all the facts known to the person at the time in question.
(3)A person notifies or gives notification to another by taking steps reasonably required to inform the other person in the ordinary course, whether or not the other person learns of it.
(4)A person receives a notification when the notification:
(a)Comes to the person’s attention; or
(b)Is addressed to the person and is duly delivered at the person’s place of business or at any other place held out by the person as a place for receiving communications.
(5)A person other than an individual knows, has notice or receives a notification of a fact for purposes of a particular transaction when the individual conducting the transaction knows, has notice or receives a notification of the fact, or in any event when the fact would have been brought to the individual’s attention if the person had exercised reasonable diligence.
(6)Written notice to a domestic limited liability company or to a foreign limited liability company authorized to transact business in this state may be addressed to its registered agent at its registered office or to the domestic or foreign limited liability company or its manager or managers at its principal office or mailing address as shown in the records of the office. [1993 c.173 §13; 1995 c.79 §17; 1999 c.86 §2]
Law Review Citations
30 WLR 291 (1994); 73 OLR 5, 25, 43, 133, 151 (1994)