This bill amends the Real Property Act to ban two common tools used to limit retail competition: exclusivity clauses in commercial leases and restrictive covenants on title that prevent certain retailers from operating on a property. It names four protected uses — grocery stores/supermarkets, convenience stores that sell fresh produce, pharmacies/drug stores, and medical clinics — and makes any clause or covenant that bars those uses void, whether created before or after the law comes into force.
The measure also gives land registrars explicit power to cancel or discharge existing registered covenants and authorizes margin entries under the Registry Act or Land Registration Act to clear titles. The practical effect is immediate: contractual or title-based restraints that stop new grocers, pharmacy operators, or clinics from occupying a site lose legal force, reducing a legal barrier to market entry and enabling registrars to tidy records without separate injunctions or court orders.
At a Glance
What It Does
The bill declares exclusivity clauses in commercial leases void and expressly voids restrictive covenants that prohibit land being used for specified retail and medical clinic purposes. It empowers registrars to cancel or discharge registered restrictive covenants and to annotate registered instruments by margin entry.
Who It Affects
Landlords and tenants in commercial leases, owners of commercial property subject to restrictive covenants, registrars and land registry offices, lenders and title insurers that rely on covenants as title encumbrances, and grocery, convenience, pharmacy and clinic operators and potential entrants.
Why It Matters
By removing legal barriers to where grocers, pharmacies and clinics can locate, the bill changes the property-law tools that firms use to control local retail mixes. That can alter market access, property values, and the underwriting of commercial mortgages; it also creates an administrative pathway for clearing title records that currently carry restrictive covenants.
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What This Bill Actually Does
The bill adds a short new block to the Real Property Act that targets two legal instruments: exclusivity clauses inside commercial leases and restrictive covenants registered on title. It defines those terms, states a public purpose—lowering food prices and improving access to food and medication—and then sets out two legal effects: exclusivity clauses are void, and restrictive covenants that bar four specified uses are void whether they were created before or after the law takes effect.
For title-related encumbrances the bill gives registrars active authority. A registrar may cancel or discharge a registered restrictive covenant on application, and may also act if given notice that a covenant is void.
The text explicitly authorizes a registrars’ margin entry on the registered instrument as the method to discharge a void covenant under existing Registry Act or Land Registration Act procedures, which is intended to create a tidy administrative remedy rather than require a court proceeding in every case.The statute’s scope is bounded by its definitions: it focuses on commercial leases and on covenants that prevent the land from being used for a grocery/supermarket, a convenience store selling fresh produce, a pharmacy/drug store, or a medical clinic. The law does not amend municipal zoning statutes or provincial licensing regimes; a location may still be restrained by zoning, health-regulation or other statutory requirements even if a covenant or lease exclusion is void.
Practically, landlords, tenants and lenders will need to review existing leases and title searches, consider amendments or waivers, and expect registrars and title insurers to update practices to reflect the new default that certain covenants and clauses lack legal force.
The Five Things You Need to Know
The bill voids exclusivity clauses embedded in commercial leases — such clauses will have no legal effect once the statute applies.
It voids restrictive covenants (registered or otherwise) that prohibit use of land as a grocery/supermarket, a convenience store selling fresh produce, a pharmacy/drug store, or a medical clinic.
The voiding of restrictive covenants applies retroactively and prospectively: covenants created before the law comes into force are covered the same as ones created after.
Registrars may cancel or discharge registered restrictive covenants on application or when they have notice the covenant is void, and may record a discharge by a margin entry under the Registry Act or Land Registration Act.
The bill contains no statutory compensation scheme and does not set out criminal penalties — it changes rights and remedies by voiding instruments and authorizes administrative discharge but leaves remedies and contract disputes to ordinary civil processes.
Section-by-Section Breakdown
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Definitions for competitor property controls
This section defines the key terms the rest of the regime uses: a 'competitor property control' (either an exclusivity clause or a restrictive covenant), 'exclusivity clause' (a lease clause that directly limits leasing to competitors or provides incentives not to lease to competitors), and 'restrictive covenant' (a title restriction that prevents a purchaser or owner from operating or leasing to competing business types). The drafting tracks commercial-practice language, which matters because future disputes will turn on whether particular contractual provisions are captured by those definitions — for example, whether indirect incentives or broad-use restrictions qualify as an exclusivity clause or restrictive covenant under the Act.
Stated purpose: competition and access
This short provision sets out the policy objective: eliminate competitor property controls in the grocery and pharmacy sectors to lower prices and improve access. While not operative on its own, the stated purpose can guide statutory interpretation and administrative practice and may be relied on in court to resolve ambiguities about scope or intent.
Exclusivity clauses in commercial leases are void
Section 10C makes any exclusivity clause in a commercial lease void. That is a bright-line rule: if a clause meets the earlier definition (a provision limiting leasing to competitors or creating disincentives), it lacks legal effect. The provision leaves intact other lease terms that do not function as exclusivity clauses; it does not provide for statutory damages or penalties, so disputes over the commercial consequences and whether a clause was an exclusivity clause will be handled through ordinary contract litigation or negotiation.
Restrictive covenants preventing specific uses are void, retroactively and prospectively
Section 10D identifies four protected uses — grocery/supermarket, convenience store selling fresh produce, pharmacy/drug store, and medical clinic — and states that any restrictive covenant that prohibits those uses, absolutely or for a period, is void. Importantly, subsection (2) makes this applicable to covenants created before or after the section comes into force, creating retroactive effect. That retroactivity is operational: title encumbrances of this type lose legal force regardless of creation date, which has direct consequences for titles, sales, and property valuations.
Registrar authority to cancel or discharge void covenants and margin-entry procedure
Section 10E gives registrars specific powers to cancel or discharge restrictive covenants covered by Section 10D. It allows a registrar to act on an application, and also to act when the registrar has notice that a covenant is void. The section ties the discharge mechanism to existing statutory registration systems by authorizing a margin entry on the registered instrument under the Registry Act or the Land Registration Act. Practically, that creates an administrative path for clearing titles instead of requiring a claimant to secure a court order in every case, but it also places new administrative responsibilities on registry offices.
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Explore this topic in Codify Search →Who Benefits and Who Bears the Cost
Every bill creates winners and losers. Here's who stands to gain and who bears the cost.
Who Benefits
- Consumers in underserviced neighbourhoods: removing title or lease barriers can allow grocers, pharmacies and clinics to open in areas with limited access to fresh food and medication, improving availability and choice.
- Independent grocers, pharmacies and new entrants: the change reduces a legal barrier to entering specific commercial sites that were previously off-limits because of exclusivity clauses or restrictive covenants.
- Small landlords and multi-tenant property owners: property owners gain flexibility to lease space to a broader set of operators, potentially improving occupancy and rental income over time.
- Health service providers and community clinics: by including medical clinics among protected uses, the bill reduces title-related obstacles to locating primary-care services in commercial spaces.
- Municipal planners and social-service programs: tools to increase local retail and clinic options can support municipal access and public-health objectives without requiring new zoning powers.
Who Bears the Cost
- Incumbent anchor tenants who negotiated exclusivity protections: tenants who paid for or relied on exclusivity protections lose a contractual shield against nearby competition, which can reduce the expected value of their location.
- Lenders and mortgagees that relied on covenants as part of collateral or underwriting: voiding covenants can change risk assessments and may affect loan security and valuations, forcing lenders to reassess titles and loan conditions.
- Title insurers and purchasers: insurers face increased exposure to title disputes during the transition and may need to revise underwriting practices and premiums for properties formerly encumbered by covenants.
- Land registries and registrar offices: registrars must process applications and notices, make margin entries, and handle disputes, creating an administrative workload and potential need for procedural guidance or resources.
- Property developers and owners who used covenants to control tenant mix: those parties lose a legal tool to manage long-term tenant selection, which can make project-level planning and marketing more complex.
Key Issues
The Core Tension
The central tension is between freeing property and contract law to promote competition and access on the one hand, and protecting settled commercial expectations, investments and secured lending built around exclusivity and covenants on the other — the law eliminates legal barriers to entry but does so without compensation or a clear transitional framework, creating winners and losers and leaving practical disputes for courts, registrars and private negotiation to resolve.
The bill takes a blunt legal approach — voiding instruments and authorizing administrative discharge — which solves the immediate legal bar but raises practical and doctrinal questions. Retroactive voiding of covenants interferes with settled expectations and economic bargains struck around property; while the statute does not provide compensation, affected parties (tenants, lenders) may pursue civil remedies for related losses, producing new litigation.
Title insurers and mortgagees will need to revisit risk models and may impose new conditions or pricing for loans on properties formerly protected by covenants.
Ambiguities in the operative terms create implementation risk. The text specifies 'convenience store selling fresh produce' and 'medical clinic' but does not define how many items qualify as 'fresh produce' or what services a 'medical clinic' must provide; disputes over whether a proposed operator fits the protected categories will likely materialize.
The statute also does not alter zoning or licensing requirements, so a voided covenant might not permit an operator to open if municipal bylaws or provincial health rules bar the use. Finally, the law may prompt drafting workarounds: parties may adopt broader 'retail use' covenants, economic incentives outside of formal covenants, or lease drafting that attempts to achieve the same market-control objectives without using named exclusivity language, shifting the locus of contest to contract law and regulatory oversight.
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