A-32.1 - Insurers Act

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328. An amalgamation agreement entered into by mutual companies must contain, rather than the elements set out in section 277 of the Business Corporations Act (chapter S-31.1), the following elements:
(1)  in respect of the amalgamated mutual company, the provisions that are required to be included in such a company’s articles of constitution;
(2)  the name and domicile of each director of the amalgamated mutual company;
(3)  the members’ rights and obligations referred to in the certificates of participation issued to the members, if applicable;
(4)  the number of shares issued by each of the amalgamating mutual companies, and the amount of the contribution required for their issue, the maximum interest that may be paid on such shares and, if applicable, the manner in which they may be converted;
(5)  the by-laws proposed for the amalgamated mutual company, or a statement that the by-laws of the amalgamated mutual company are to be those of one of the amalgamating mutual companies;
(6)  if applicable, the name of the federation of which the amalgamated mutual company will be a member; and
(7)  details of any arrangements necessary to complete the amalgamation and to provide for the subsequent management and operation of the amalgamated mutual company.
2018, c. 23, s. 32018, c. 23, s. 3.
In force: 2019-06-13
328. An amalgamation agreement entered into by mutual companies must contain, rather than the elements set out in section 277 of the Business Corporations Act (chapter S-31.1), the following elements:
(1)  in respect of the amalgamated mutual company, the provisions that are required to be included in such a company’s articles of constitution;
(2)  the name and domicile of each director of the amalgamated mutual company;
(3)  the members’ rights and obligations referred to in the certificates of participation issued to the members, if applicable;
(4)  the number of shares issued by each of the amalgamating mutual companies, and the amount of the contribution required for their issue, the maximum interest that may be paid on such shares and, if applicable, the manner in which they may be converted;
(5)  the by-laws proposed for the amalgamated mutual company, or a statement that the by-laws of the amalgamated mutual company are to be those of one of the amalgamating mutual companies;
(6)  if applicable, the name of the federation of which the amalgamated mutual company will be a member; and
(7)  details of any arrangements necessary to complete the amalgamation and to provide for the subsequent management and operation of the amalgamated mutual company.
2018, c. 23, s. 32018, c. 23, s. 3.