Ontario Business Corporations Act
Part VII Shareholders
Section 103

Manner of Voting, Entry in Minutes

Section 103 was temporarily amended because of COVID-19 to permit electronic 
voting at shareholders' meetings. 

The changes are shown in green below and are effective until May 31, 2021. 

                                                              Lexata note last amended January 6, 2021.    

Manner of Voting

(1) Subject to subsection (2.1) and uUnless the by-laws otherwise provide, voting at a meeting of shareholders shall be by show of hands, except where a ballot is demanded by a shareholder or proxyholder entitled to vote at the meeting. 

Idem Same

(2) Subject to subsection (2.1), a A shareholder or proxyholder may demand a ballot either before or after any vote by show of hands.


(2.1) Despite any provision of this Act and the regulations, where a meeting of shareholders is held by telephonic or electronic means in accordance with subsection 94(2), the chair shall conduct the vote by a show of hands or by a ballot in accordance with subsections (1) and (2), if feasible, otherwise the chair may direct voting by alternate means.

Entry in minutes

(3) Unless a ballot is demanded, an entry in the minutes of a meeting of shareholders to the effect that the chair declared a motion to be carried is admissible in evidence as proof of the fact, in the absence of evidence to the contrary, without proof of the number or proportion of the votes recorded in favour of or against the motion.