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You must enter the home address and contact information for at least 1 Director/Incorporator.
(You can enter a maximum of 3 Directors using this form.)
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| Sample Articles |
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Minimum and maximum number of directors; Minimum: 1 Maximum: 10. Restrictions, if any, on business the corporation may carry on: NONE. The corporation is authorized to issue an unlimited number of shares of one class. The right to transfer shares of the Corporation shall
be restricted in that no shareholder shall be entitled to transfer any share or shares of the Corporation without the approval of: (A).the directors of the Corporation expressed by resolution passed by the votes cast by a majority of the directors of the Corporation at a meeting of the board of directors or signed by all
of the directors of the Corporation; OR (B).the shareholders of the Corporation expressed by resolution passed by the votes cast by a majority of the shareholders who voted in respect of the resolution or signed by all shareholders entitled to vote on that resolution. a.The number of shareholders in the Corporation,
exclusive of employees and former employees who, while employed by the Corporation were, and following the termination of that employment, continue to be, shareholders of the Corporation, is limited to not more than fifty, two or more persons who are the joint registered holders of one or more shares being counted as
one shareholder. b.Any invitation to the public to subscribe for securities of the Corporation is prohibited. c.If authorized by by-law which is duly made by the directors and confirmed by ordinary resolution of the shareholders, the directors of the Corporation may from time to time: i.borrow money upon the credit
of the Corporation; ii.issue, reissue, sell or pledge debt obligations of the Corporation; and iii.mortgage, hypothecate, pledge or otherwise create a security interest in all or any property of the Corporation, owned or subsequently acquired to secure any debt obligation of the Corporation. Any such by-law may provide
for the delegation of such powers by the directors to such officers or directors of the Corporation to such extent and in such manner as may be set out in the by-law. Nothing herein limits or restricts the borrowing of money by the Corporation on bills of exchange or promissory notes made, drawn, accepted or endorsed by
or on behalf of the Corporation. d.The directors may appoint one or more directors, who shall hold office for a term expiring not later than the close of the next annual general meeting of shareholders, but the total number of directors so appointed may not exceed one third of the number of directors elected at the
previous annual general meeting of shareholders.
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Your lawyer in conjunction with
your accountant can advise you on the most appropriate share structure
and share provisions for your particular circumstances.
The sample articles above contains a very basic share structure.
We specifically urge you to consult your lawyer on the adequacy
of the above sample articles as it applies to your particular circumstances
in its entirety.
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