SS · Business Corporations Act
Part 5 — Corporate Finance
41 Enforceability of contract against corporation
it of shares of the corporation is specifically enforceable against the
corporation except to the extent that the corporation cannot perform
the contract without being in breach of section 34 or 35.
(2) In an action brought on a contract referred to in subsection (1),
the corporation has the burden of proving that performance of the
contract is prevented by section 34 or 35.
(3) Until the corporation has fully performed a contract referred to
in subsection (1), the other party to that contract retains the status
of a claimant and is entitled to be paid as soon as the corporation is
lawfully able to do so or, in liquidation, to be ranked subordinate to
the rights of creditors and to the rights of any class of shareholders
whose rights were in priority to the rights given to the class of
shares that the claimant contracted to sell to the corporation, but in
priority to the rights of the other shareholders.
1981 cB-15 s38