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Courts respect the parties’ decision to backdate since giving effect to backdating provisions respects the parties’ intentions as well as their freedom of contract. Mutual Life Assurance Co. The Court considered the construction of the whole policy and held that the exclusion clause took effect on the backdated date chosen by the parties.
Although backdating is generally permissible under the common law, a court will not give effect to backdating where the parties backdated the contract to mislead a third party. For example, in Re Rovet, 3 a company’s employees were interested in unionizing. The company attempted to impede the unionization by hiring additional employees that were against the union. However, to the company’s disappointment, these employees were not hired until after the company’s current employees filed their application to unionize, making the new employees unable to participate.
To cure this deficiency, the company, and their solicitor, backdated the contracts of the newly hired employees to a date before the application to unionize. The Law Society of Upper Canada Ontario Discipline Committee determined that backdating the employment contracts was for the purpose of misleading a third party, and suspended the solicitor for a period of twelve months.
Additionally, where the backdating of an agreement affects the taxes that are imposed or not imposed on one of the contracting parties, courts will generally only respect the backdating provisions as between the contracting parties.
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