C-38 - Companies Act

Full text
123.66. A company may in no case grant a loan, give security or furnish any other form of financial assistance to a shareholder, a shareholder of its parent legal person or a person to assist him in purchasing its shares if there is reasonable ground to believe that, as a consequence,
(1)  it could not discharge its liabilities when due, or
(2)  the book value of its assets would be less than the sum of its liabilities and its issued and paid-up share capital account.
1979, c. 31, s. 27; 1980, c. 28, s. 14; 1987, c. 5, s. 4; 1999, c. 40, s. 70.
123.66. A company may in no case grant a loan, give security or furnish any other form of financial assistance to a shareholder, a shareholder of its parent corporation or a person to assist him in purchasing its shares if there is reasonable ground to believe that, as a consequence,
(1)  it could not discharge its liabilities when due, or
(2)  the book value of its assets would be less than the sum of its liabilities and its issued and paid-up share capital account.
1979, c. 31, s. 27; 1980, c. 28, s. 14; 1987, c. 5, s. 4.
123.66. A company may in no case grant a loan, give security or furnish any other form of financial assistance to a shareholder, a shareholder of its parent corporation or to a person for the purchase of its shares if there is reasonable ground to believe that, as a consequence,
(1)  it could not discharge its liabilities when due, or
(2)  the book value of its assets would be less than the sum of its liabilities and its issued and paid-up share capital account.
1979, c. 31, s. 27; 1980, c. 28, s. 14.
123.66. The by-law contemplating the continuance of the company must be confirmed by the vote of at least two-thirds in value of the shares represented by the shareholders present at a special general meeting called for that purpose.
The by-law must authorize one of the directors to sign the articles of continuance.
The board of directors, if so authorized by the by-law, may annul it before it is acted upon.
1979, c. 31, s. 27.