CONCORDANCE TABLE. Please Note: As this is not an official Concordance, we recommend that you consult the legislation for further interpretation.

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1 CONCORDANCE TABLE On March 29, 2004, the Business Corporations Act, c. 57, was brought into force. For your convenience, we are providing the following table which lists sections of the Company Act with the corresponding sections of the Business Corporations Act. The corresponding sections are partial or tentative and are meant as a guideline only. Please Note: As this is not an official Concordance, we recommend that you consult the legislation for further interpretation. 1(1) 1 Definitions and interpretation 1(1) 1 Definitions 1(2)-(6) 2(1)-(4) 2 Corporate relationships 1(8) 375(2), (3) 375 Foreign entities required to be registered 3 3 Special Act companies 4(1), (2) 4 Special Act corporations 4 4 Winding up 5 5 Dissolution 5 5 Formation of company Formation of company 11 Notice of articles 12 Articles 6 6 Articles Articles 7 7 Signatures required 10(2) 10 Formation of company 12(3) 12 Articles 9 9 Evidence of incorporation Incorporation Conclusiveness of certificate Evidence of incorporation Effect of incorporation Effect of incorporation Effect of memorandum and articles Effect of notice of articles and articles Name reservation 22(2) 22 Reservation of name 16(1), (3) 16 Form of name Form of name of a company 16(4), (5) Multilingual names 16(6), (8) 24(2), (3) 24 Restrictions on use of name Registrar s discretion as to name 22(4) 22 Reservation of name 18(1) 18 Registrar s discretion after incorporation 28(1), (2) 28 Registrar may order change of name 18(10) 28(3) 28 Registrar may order change of name 29(6) 29 Other changes of name 18(2)-(6) 29(1)-(5) 29 Other changes of name 18(7) Appeal to court 18(8) 263(5) 263 Change of company name 282(3) 282 Effect of amalgamation 18(9) 422(1)(c) 422 Dissolutions and cancellations of registration by registrar 19(1)-(3), (5) 19 Kinds of shares Kinds, classes and series of shares Description of authorized share structure 19(4) 59(3) 59 Classes of shares 19(6) Share is personal estate Classes of shares Description of authorized share structure 59(1), (4) 59 Classes of shares 21(1) 21 Power and capacity of company Capacity and powers of company Restricted business and powers Restricted businesses and powers Application to restrain Compliance or restraining orders No constructive notice No constructive notice 32(1), (2) 32 Joint tenancy in property Joint tenancy in property Specific powers Corporations may grant power of attorney in writing Corporate representatives 34(1) 34 Extraterritorial capacity Extraterritorial capacity 1

2 36 36 Transfer of incorporation to British Columbia 37(1), (2) 37 Transfer of incorporation from British Columbia Application for continuation into British Columbia 303 Continuation 304 Withdrawal of continuation application 305 Effect of continuation 306 Rights preserved 307 Articles for a continued company 406 Appeal to court 308 Application for continuation out of British Columbia 311 After continuation (4) Shareholders may dissent Effect of continuation 305(1) 305 Effect of continuation 39(1), (2) 39 Registered and records offices Registered and records offices 39(3) 426(1)(a) 426 Offences 40(1), (2) 40 Change of registered or records office Change of registered or records office 40(4) 36(1), (2) 36 Change of agent's office 41(6) 41 Power to allot and issue shares Issue of shares 42(1), (2) 42 Price or consideration for shares Issue price for shares Capital 43(1)-(3)(c) 43 Shares to be fully paid 64(1)-(4) 64 Payment of consideration for shares 43(3)(d) 65(1)(a), (2) 65 Deemed receipt of payment 44(1) 44 Exception Conversion or exchange 44(2) 65(1), (3) 65 Deemed receipt of payment Liability of directors 154(2) 154 Directors' liability Prohibition of fractional shares 69(1) 69 Fractional shares 47(1) 47 Commissions and discounts 67(1) 67 Commissions and discounts 48(1) 48 Right to share certificate 107(a) 107 Right to share certificate 50(3) 50 Splitting certificates Shares jointly owned 51(1)-(4) 51 Contents of certificate Contents of share certificate Certificate as evidence of title 194(3) 194 Authentication or certification of records Signature on certificate 110(1), (2) 110 Signature on share Lost or destroyed certificate Lost or destroyed certificate Liability of members Liability of shareholders Liability for partly paid shares 88(1) 88 Shareholder's liability for partly paid shares of a pre-existing company Liability of past and present members Liability of former and present shareholders on bankruptcy or winding up Share transferable Share transferable Instrument of transfer Instrument of transfer 60(1), (2) 60 Powers of personal representative Powers of personal representative Transfer by personal representative Transfer by personal representative Registration of transfer Registration of transfer Documents for transmission Documents for transmission Effect of documents deposited Effect of documents provided 65(1) 65 Register of allotments 111(1) 111 Securities registers 66(1) 66 Register of transfers 67(1) 67 Register of members 67(2) 194(3), (4) 194 Authentication or certification of records Rectification of register 230(1)(f), (2), 230 Applications to court to correct records (3) 69(1) 69 Safekeeping of registers of members 111(4) 111 Securities registers Branch register 111(2)-(5), (7) 111 Securities registers 70(5) 194(3) 194 Authentication or certification of records 2

3 72(1), (2) 72 Index of members 112(1) 112 Index of shareholders 73(1)-(3) 73 Record date Setting record dates Discharge for payments Discharge for payment 77(2) 77 Register of debentureholders 194(4) 194 Authentication or certification of records Enforcement of contract to take debentures Enforcement of contract to take debentures Validity of perpetual debenture Validity of perpetual debenture Issue of redeemed debenture Issue of redeemed debenture Interpretation Definitions Application 91(1)-(3) 91 Application Eligibility of trustee Eligibility of trustee Record of registered holders Persons holding debentures may request information from trustee Information for trustee Information for trustee Evidence of compliance Evidence of compliance with trust indenture Contents of evidence of compliance Contents of evidence of compliance Additional evidence of compliance Additional evidence of compliance Notice of default Notice of default Duty of care Trustee's duty of care Reliance on statements Reliance on statements No exculpation Trustee not relieved from duties Powers of directors and officers Powers of directors and officers 99(a), (c) 99 Duties of receiver and receiver manager 106(a), (c) 106 Duties of receiver and receiver manager Form and effect of contracts Form and effect of contracts Authentication of documents 194(1) 194 Authentication or certification of records Loans and guarantees prohibited Financial assistance Financial assistance restricted 106(1), (2) 106 Name to be displayed Name to be displayed 106(3), (4) (6) Liability if company's name not displayed 375 Foreign entities required to be registered 384 Liability if name of extraprovincial company not displayed 107(1) 107 Use of word limited prohibited except by Restrictions on use of name corporation 107(2) 426(2) 426 Offences 428(4) 428 Penalties Number of directors Number of directors 110(1) 110 First and succeeding directors 1(1) first 1 Definitions director Succeeding directors 112(1) 112 Conditions of election or appointment of 122(4) 122 Succeeding directors director 112(2) 123(3) 123 Consent 113(1) 113 Company to file returns as to directors 127(1) 127 Companies to file notices as to directors 113(2) 426(1)(a) 426 Offences 428(1) 428 Penalties 113(3) 430(2) 430 Limitation period 114(1) 114 Persons disqualified as directors 124(1), (2) 124 Persons disqualified as directors 114(3) 426(3) 426 Offences Share qualification Share qualification Register of directors Register of directors Powers and functions of directors Powers and functions of directors Duties of directors 142(1) 142 Duties of directors and officers 3

4 No exculpation 142(3) 142 Duties of directors and officers Director to disclose interest Disclosable interests 121 Director liable to account 148 Obligation to account for profits 122 Validity 149 Approval of contracts and transactions 150 Powers of court 151 Validity of contracts and transactions 152 Limitation of obligations of directors and senior officers Disclosure of conflict of office or property Disclosure of conflict of office or property Validity of acts of director Validity of acts of directors and officers Resolution of directors in writing 140(1)-(3) 140 Proceedings of directors Power to sell undertaking Power to dispose of undertaking 127(1) 127 Directors liability 154(1) 154 Directors' liability 127(2) 70(3) 70 Dividends 127(3)-(6) 154(3), (5)-(8) 154 Directors' liability 127(7) Dissent procedure by companies 127(8) 156(2)(a), (b) 156 Legal proceedings on liability 127(9) Limitations on liability 128(1), (2), 128 Indemnification Definitions (5) 160 Indemnification and payment permitted 161 Mandatory payment of expenses 162 Authority to advance expenses 163 Indemnification prohibited 164 Court ordered indemnification 128(3) 235(2) 235 Applications to court under this Act 128(4) Insurance Liability of insiders 192(2), (3) 192 Liability of insiders 130(1), (2) 130 Ceasing to hold office 128(1), (2) 128 When directors cease to hold office 130(3) 128(3)(a) 128 When directors cease to hold office 131(a) 131 Vacancies among directors 131(1) 131 Vacancy and quorum 131(b) 131 Vacancies among directors 131(2) Loss of quorum 131(3) If no directors in office 132(1) 132 Notice of cessation 127(1) 127 Companies to file notices as to directors 132(2) 426(1)(a) 426 Offences 428(1) 428 Penalties 133(1) 133 President and secretary 141(2) 141 Officers 133(3) 426(4) 426 Offences 133(4)(c), (d) 141(1), (4) 141 Officers 133(5) 141(5) 141 Officers Duty of care 142(1)(a), (b), 142 Duties of directors and officers (2) Validity of acts of directors and officers Duty to comply 142(1)(c), (d) 142 Duties of directors and officers Duty to disclose Disclosure of conflict of office or property 139(1), (2) 139 Annual general meeting 182(1), (4) 182 Annual general meetings Exception 182(2)(b), (3), 182 Annual general meetings (5) One member at a meeting 172(3) 172 Quorum for shareholders' meetings Court may call general meeting 186(1), (2)(b) 186 Powers of court Notice of general meeting 169(1)(a) 169 Notice of general meetings 170(1), (2) 170 Waiver of notice Quorum for general meeting 172(1)(a), (b), (3) 172 Quorum for shareholders' meetings 4

5 145(1)(a) 145 Information for annual general meeting 185(1)(c), (d) 185 Information for shareholders 198(2) 198 Financial statements 145(1)(b) 185(1)(a), (b), 185 Information for shareholders (d) Location of general meetings 166(a), (b)(iii) 166 Location of general meetings 147(1) 147 Requisition for general meetings Requisitions for general meetings 148(1) 148 Meeting of class Rules applicable to general meetings apply to other shareholders' meetings 148(2), (3) 172(1)(b), (3) 172 Quorum for shareholders' meetings 149(1) 149 Powers of court 186(1), (2)(a), 186 Powers of court (c) 152(5) 152 Shares in name of registrant 184(2) 184 Pre-existing reporting company meetings 158(1)-(5) 158 Voting 173(2)-(7) 173 Voting 158(6) Date of resolution Subsidiary not to vote Subsidiary not to vote 160(1)-(3) 160 Minutes 140(6) 140 Proceedings of directors 179(1)-(3) 179 Minutes 160(4) 140(3) 140 Proceedings of directors 180(a) 180 Consent resolutions of shareholders 161(b) 161 Provisions as to meetings in absence of Election of chair 161(c) provisions in articles 173(1) 173 Voting 162(1) 162 Notice by mail 6(2) 6 Mailing of records 162(2) 7(3) 7 Sending of records 163(1)-(3) 163 Records office documents 42(1), (2) 42 Records office records 163(4) 426(1)(a) 426 Offences Examination of records 46(1)-(5), (7), 46 Inspection of records (8) Copies 48(1) 48 Copies Copy of memorandum and articles for 48(2) 48 Copies member List of members 49(1)-(4), (7) 49 List of shareholders Offence 426(1)(c), (d) 426 Offences Offence 50(8)(a) 50 Remedies on denial of access or copies 426(5)-(7) 426 Offences 170(1)-(3) 170 Form of records 44(2), (4) 44 Maintenance of records 171(1)-(4) 171 Accounting records required Accounting records required 171(5) 426(1)(a) 426 Offences Financial statements for members 185(3) 185 Information for shareholders Financial statements for qualifying debentureholders 174(1), (2) 174 Approval for publication 199(1), (2) 199 Approval for publication 174(3) 426(1)(a), (e) 426 Offences 175(a) 175 Regulations 432(7)(a), (c) 432 Power to make regulations 178(1) 178 Auditor 203(1) 203 Application of this Part 178(2)-(6) Appointment of auditors 179(1), (2) 179 Exception 203(2), (3) 203 Application of this Part Qualifications 205(a), (b) 205 Persons authorized to act as auditors Auditor certification board Auditor Certification Board Board function and liability Board function and liability 183(1)-(3) 183 Persons not qualified as auditors Independence of auditors 183(5), (6) 208(2), (3) 208 Capacity to act as auditor Remuneration Remuneration of auditors Removal of auditor 209(1)-(4) 209 Removal of auditor during term 5

6 Notice of proposed change 210(1)-(4) 210 Change of auditor by public company 187(1) 187 Appointment and procedures Application 224(1), (2) 224 Appointment and procedures of audit committee 187(2), (3) 224(3), (4) 224 Appointment and procedures of audit committee 187(4) Duties of audit committee Provision of financial statements to audit committee 187(5), (6) 224(5), (6) 224 Appointment and procedures of audit committee 188(1), (2) 188 Annual audit 212(1) 212 Auditor's duty to examine and report Negative audit report Qualifications on auditor's opinion Audited statements of subsidiaries 212(2) 212 Auditor's duty to examine and report Auditor s attendance Shareholders may require auditor's attendance at general meetings Procedure Auditor's information to be presented at general meetings Amendment of financial statements and report Amendment of financial statements and auditor's report Access to records 217(1) 217 Access to records Information as to foreign subsidiaries Information as to foreign subsidiaries Right to attend general meetings 219(1) 219 Right and obligation of auditors to attend meetings Qualified privilege Qualified privilege Complaint by member Complaints by shareholder Derivative action Derivative actions 201(3)-(7) 233(1), (3)-(6) 233 Powers of court in relation to derivative actions 201(8) 232(1) 232 Derivative actions Relief Relief in legal proceedings Applications to court Applications to court under this Act Service on company 9 9 Service of records in legal proceedings Court may order security for costs Court may order security for costs Remedy of irregularities Remedying corporate mistakes Dissent procedure Definitions and application Meeting to advise of right to dissent 238 Right to dissent 239 Waiver of right to dissent 240 Notice of resolution 241 Notice of court orders 242 Notice of dissent 243 Notice of intention to proceed 244 Completion of dissent 245 Payment for notice shares 246 Loss of right to dissent 247 Shareholders entitled to return of shares and rights 209(1) 209 Investigation of company by inspector 248(1) 248 Appointment of inspector by court 209(3) 249(3) 249 Conditions applicable to court appointed inspectors 209(4), (5) 251(1), (2) 251 Powers of inspectors 209(6) 253(1) 253 Reports of inspector 210(1) 210 Appointment of inspectors by company Appointment of inspector by company 210(2), (3) 251(1), (2) 251 Powers of inspectors Offence 426(1)(f) 426 Offences Exemption Exemption from disclosure to inspectors 6

7 Report as evidence Inspectors' reports as evidence in legal proceedings Offence 426(1) 426 Offences Meaning of alter 1(1) 1 Definitions Powers to alter memorandum 257(2), (4), 257 Alteration to notice of articles (5) 219(1), (2) 219 Powers to alter articles 259(1), (6) 259 Alteration to articles 220(1) 220 Copies to include alterations Articles issued by company must reflect alterations 220(2) 426(1)(a) 426 Offences Altering restrictions 259(1)(c) 259 Alteration to articles Certain members may dissent Shareholders may dissent Procedure and effect 263(1), (5)(a), 263 Change of company name (8) Creation of special rights and restrictions 58(2)(a), (3) 58 Special rights or restrictions Variation or abrogation 58(2)(b), (3) 58 Special rights or restrictions 226(1) 226 No interference with class rights without consent No interference with class or series rights without consent Exclusion 289(4) 289 Adoption of arrangement 229(1)-(5) 229 Shares in series 60(1), (3), (6), 60 Shares in series (7) 229(6) Rules applicable to general meetings apply to other shareholders' meetings 230(1) 230 Increase in authorized capital 54(1), (3) 54 Change in authorized share structure 231(1) 231 Subdivision, consolidation and change of 54(1), (3) 54 Change in authorized share structure shares 232(1) 232 Cancellation of shares and diminution of 54(3) 54 Change in authorized share structure 232(1), (3) capital 75(b) 75 Exception to section (1), (2), 233 Reduction of capital Reduction of capital (5), (6) 88(2) 88 Shareholder's liability for partly paid shares of a pre-existing company Company may redeem or purchase Company may redeem or purchase Redemption, purchase or acquisition prohibited when insolvent Purchase or acquisition prohibited when insolvent Redemption prohibited when insolvent Company dealing with shares Cancellation and retention of shares Not a reduction of capital 75(a) 75 Exception to section Concurrent alterations of capital by single resolution 55(1) 55 Alterations may be expressed in a single resolution Fractional shares 69(1) 75(c)(ii) 83(1) Court may validate 68(1), (2)(a), (5) Conversion of special Act company 246 Liabilities unaffected by conversion Amalgamation permitted 269(a) 275(2) 69 Fractional shares 75 Exception to section Elimination of fractional shares 68 Validation of creation, allotment or issue of shares Conversion of special Act corporations 267 Articles on conversion 268 Effect of conversion 269 Amalgamation permitted 275 Formalities to amalgamation 7

8 Amalgamation permitted 248 Amalgamation agreement 249 Court approval 250 Certificate of amalgamation 251 Vesting Amalgamation permitted 270 Amalgamation agreements 271 Shareholder adoption of amalgamation agreements 272 Shareholders may dissent 273 Vertical short form amalgamations 274 Horizontal short form amalgamations 275 Formalities to amalgamation 276 Amalgamations with court approval 277 Amalgamations without court approval 278 Notice to creditors in relation to an amalgamation without court approval 279 Amalgamation 280 Withdrawal of amalgamation application 281 Registrar's duties on amalgamation 282 Effect of amalgamation 248(1)-(3) 248 Amalgamation agreement 270(1)-(3) 270 Amalgamation agreements 248(4) 271(1), (6) 271 Shareholder adoption of amalgamation agreements 249(1), (2) 249 Court approval 276(2), (3) 276 Amalgamations with court approval 249(3) Shareholders may dissent 249(4) 235(2) 235 Applications to court under this Act 249(5) 276(4) 276 Amalgamations with court approval 250(a) 250 Certificate of amalgamation 275(2) 275 Formalities to amalgamation 250(d) Amalgamation 281(a), (b) 281 Registrar's duties on amalgamation 250(e) 281(c) 281 Registrar's duties on amalgamation Vesting 282(1)(b)-(k) 282 Effect of amalgamation Compromise or arrangement Arrangement may be proposed 253 Information as to compromise 289 Adoption of arrangement 254 Facilitating reconstruction of companies 290 Information regarding arrangement 291 Role of court in arrangements 292 Required filings 293 Obligations on company if memorandum altered 294 Obligations on company if articles altered 295 If arrangement includes amalgamation 296 Application of Act to arrangements 297 Binding effect of arrangements 298 Abandoning arrangements 299 Withdrawal of arrangement records Acquisition procedure Acquisition procedures Lieutenant Governor in Council may cancel incorporation Lieutenant Governor in Council may cancel incorporation of company Publication of notice of dissolution 257(1), (3), 257 Registrar may strike off company 422(1)-(5) 422 Dissolutions and cancellations of (4) registration by registrar 257(5) 8(2)(a), (c) 8 Furnishing of records by registrar Dissolution by request Authorization for voluntary dissolution 315 Provision for unpaid debts and undelivered assets 316 Application for voluntary dissolution 317 Date of dissolution 318 Withdrawal of application for dissolution Defunct extraprovincial company Registrar may cancel registration of defunct extraprovincial companies Liabilities survive Liabilities survive 8

9 Publication 345(c) (1) 262 Restoration to register 355(1) 360(5) 262(2) 364(4) 365(3) 345 Certificates of dissolution 399 Registrar's duties on cancellation of registration 424 Publication of notice of dissolution 355 Pre-requisites to application 360 Applications to the court for restoration 364 Effect of restoration of company 365 Effect of restoration of extraprovincial company 262(3) 361(1) 361 Limited restoration by court 262(4)(a)(i) 360(3) 360 Applications to the court for restoration 262(4)(a)(ii) 355(2)(a), (b) 355 Pre-requisites to application Restoration to register Definitions and interpretation 263 Power of court 355 Pre-requisites to application 264 Change of name on restoration 356 Applications to the registrar for restoration 265 Filing and publication 357 Contents of application to the registrar 266 Escheat for restoration 358 Registrar must restore 359 Limited restoration by registrar 360 Applications to the court for restoration 361 Limited restoration by court 362 Filing of restoration application with the registrar 363 Restrictions on restoration 364 Effect of restoration of company 365 Effect of restoration of extraprovincial company 366 Name on restoration 367 Registrar's duties after restoration 368 Corporate assets to be returned to restored company Power of court 358(2) 358 Registrar must restore 360(6), (7) 360 Applications to the court for restoration Change of name on restoration Name on restoration 265(3) 265 Filing and publication 367(1) 367 Registrar's duties after restoration Escheat 368(5) 368 Corporate assets to be returned to restored company Voluntary winding up 319(1) 319 Authorization for liquidation Appointment of liquidator 319(2)(a) 319 Authorization for liquidation Winding up by court order 324(1), (2) 324 Court may order company be liquidated and dissolved Powers of court 324(3) 324 Court may order company be liquidated and dissolved Court must appoint liquidator 324(4) 324 Court may order company be liquidated and dissolved Qualification of liquidator Qualifications of liquidators Resignation and removal of liquidator 322(1) 322 Resignation and removal of liquidators in voluntary liquidations Liquidator ceasing to act to file notice 329(1)(d) 329 Filing of notices 278(a) 278 Filling vacancy in office of liquidator 322(2)-(4) 322 Resignation and removal of liquidators in voluntary liquidations 278(b) 325(3)(c) 325 Court orders respecting liquidations 279(1)(a) 279 Remuneration of liquidator Remuneration of liquidator appointed by court 279(1), (2) 319(4) 322(5), (6) 319 Authorization for liquidation 322 Resignation and removal of liquidators in voluntary liquidations 9

10 Validity of acts of liquidator Validity of acts of liquidators 281(1) 281 Offences 426(1)(a) 426 Offences 282(a) 282 Effect of resolution or order for winding Capacity of companies in liquidation 282(b) up 334(1)(a) 334 Powers of liquidators 282(d) 330(m) 330 Duties of liquidators 283(1), (2) 283 Filing and publication of notice of 329(1)(a)-(c) 329 Filing of notices 283(3) appointment 331(1)(a) 331 Notice to creditors 284(1)(a) 284 Meeting of creditors 331(1)(b) 331 Notice to creditors Limitation 332(2) 332 Limitations on claimants Custody of property Duties of liquidators 288(1) 288 Powers of liquidator 334(1)(a), (b) 334 Powers of liquidators 288(2) 320(1) 320 Limits on liquidator 288(3) 325(3)(r) 325 Court orders respecting liquidations 288(4) 330(h) 330 Duties of liquidators 289(1) 289 Sale of company for shares or debentures 336(1)(a) 336 Right to distribution in money Powers of court 325(3) 325 Court orders respecting liquidations 291(1) 291 Officers duties 335(1) 335 Recovery of property by liquidators 291(2) 426(1) (a) 426 Offences 292(1)(a) 292 Final meeting and dissolution 341(1)(a) 341 Completion of liquidation 292(4) 341(1)(b) 341 Completion of liquidation 343(1)(a) 343 Application for dissolution 293(2) 293 Dissolution on completion of winding up 341(3) 341 Completion of liquidation 343(2) 343 Application for dissolution 293(3), (4) 343(3), (4) 343 Application for dissolution Unclaimed or undistributed assets 337(4)(b), (5), (7) 337 Provision for unpaid debts and undelivered assets Disposal of books and papers of Custody of records company 352 Entitlement to inspect records of dissolved companies 353 Remedies on denial of access to or copies of records of dissolved companies Discharge by court order 350(3), (4) 350 Discharge of liquidator by court order Extraprovincial companies required to be 375(1) 375 Foreign entities required to be registered registered 298(1), (2) 298 Exception from registration and 375(4), (5) 375 Foreign entities required to be registered 298(3) application 1(1) foreign 1 Definitions entity ; foreign corporation 299(1) 299 Application for registration 376(1), (3) 376 Application for registration Registration Registration as an extraprovincial company 301(1), (2), (4) 301 Effect of registration 378(2)-(4) 378 Effect of registration 302(1) 302 Refusal of registration 377(1) 377 Registration as an extraprovincial company 302(2) 406(1) 406 Appeal to court Exemption 377(1) 377 Registration as an extraprovincial company 304(1) 304 Attorney to be appointed for certain 386(1), (2) 386 Attorneys to be appointed purposes Authorization of attorneys 304(2) First attorneys 304(3) 389(1) 393(1), (4) 395(1)(b), (2) 389 Appointment of attorneys 393 Revocation of appointments of attorneys 395 Resignations of attorneys 304(4)(a) Authorization of attorneys 304(4)(b) 389(1), (2) 389 Appointment of attorneys 10

11 305(1)(a), (c) 305 Notices of change to be filed 381(1) 381 Extraprovincial companies to notify registrar of changes 305(1)(b) 391(1), (2) 391 Change of address of attorneys Amalgamation of extraprovincial company Amalgamation of extraprovincial company 307(1) 307 Amendments to charter to be filed 382(1) 382 Change of name of extraprovincial companies 307(2) 382(3)(b) 382 Change of name of extraprovincial companies 308(1) 308 Change of name 22(4) 22 Reservation of name 308(2), (3) 28(2), (3) 28 Registrar may order change of name 312(2) 312 Unregistered extraprovincial company 426(1)(b) 426 Offences 428(3) 428 Penalties Onus of proof 426(9) 426 Offences Suspension or cancellation of registration Lieutenant Governor in Council may cancel registration of extraprovincial companies Act applies to limited liability companies Registration Records Liquidator Preparation of information Registration does not affect capacity PART 11 Extraprovincial Companies Appointment of registrar Appointment of registrar and staff 321.1(1), (2) Registrar may suspend operations of registry 402(1), (3) 402 Registrar may suspend services and functions Seal of office Seal of office Service on registrar Service of records on registrar Examination of registrar Examination of registrar Correction of register Correction of corporate register Declaration as evidence 412(3)(b) 412 Maintenance of records filed with the registrar 419(1) 419 Effect of records issued by registrar Certificate as conclusive evidence 268(2) 268 Effect of conversion 282(3) 282 Effect of amalgamation 305(2) 305 Effect of continuation 364(1) 364 Effect of restoration of company 365(1) 365 Effect of restoration of extraprovincial company 378(1) 378 Effect of registration Microfilm, etc. 412(1), (2)(b) 412 Maintenance of records filed with the registrar Validity of documents issued by registrar 419(3) 419 Effect of records issued by registrar Signature of registrar 418(3) 418 Registrar may issue records Appeals to court 406(1) 406 Appeal to court Company to file annual report Company to file annual report Form of annual report Extraprovincial company to file annual report 380(1), (2) 380 Extraprovincial companies to file annual report 336(1) 336 Inspection and copies of documents 416(b)-(d) 416 Inspection and copies of records 336(2) 419(2) 419 Effect of records issued by registrar 337(1)(b)-(d) 337 Registrar may refuse to accept filing 408(2)(a)-(c) 408 Filing of records 337(2) 406(1), (2) 406 Appeal to court 338(1) 338 Requirement as to documents filed Means of filing Enforcement of duty to make returns Enforcement of duty to file records 375 Foreign entities required to be registered 385 Enforcement of duty to file records 11

12 Consequence of company in default 411(1), (2) 411 Companies and extraprovincial companies in default of filing 342(1), (2) 342 Misleading statements an offence 427(1), (2) 427 Misleading statements an offence 428(2) 428 Penalties Offence of directors and officers 427(2) 427 Misleading statements an offence Offence Act Offence Act General penalty 428(1), (5) 428 Penalties Limitation of time for laying information 430(1) 430 Limitation period 348(2) 348 Forms 432(6) 432 Power to make regulations 349(1) 349 Fees Fees Regulations Power to make regulations 12

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