HER MAJESTY, by and with
the advice and consent of the Legislative Assembly of Alberta, enacts as
follows:
Interpretation
1(1) In this Act,
(a) “acquiring
exchange” means the corporation that becomes the direct owner of all the assets
of the continued exchange on completion of the acquisition transaction;
(b) “acquisition
transaction” means a winding‑up, dissolution, liquidation or conveyance,
whether occurring independently, concurrently or as part of a plan of
arrangement that results in the acquiring exchange becoming the direct owner of
all the assets of the continued exchange;
(c) “continued
exchange” means the corporation continued under section 2;
(d) “predecessor”
means any corporation or body corporate, all of the assets of which become
directly owned by the acquiring exchange on the completion of the acquisition
transaction, and includes the continued exchange;
(e) “property”
includes incorporeal property;
(f) “rights”
includes contractual rights.
(2) Unless a contrary intention appears, the words
and expressions used in this Act have the same meanings as in the Business Corporations Act.
1999 cA‑37.65 s1
Continuance of the ASE
2(1) The Alberta Stock Exchange may apply to the
Registrar for a certificate of continuance in accordance with section 273
of the Business Corporations Act as
if it were an Alberta company.
(2) For
the purposes of the continuance of The Alberta Stock Exchange as a corporation,
(a) section
273(1), (2), (8), (9) and (11) to (17) of the Business Corporations Act do not apply, and
(b) references to shareholders in the Business Corporations Act mean the
members of The Alberta Stock Exchange.
1999 cA‑37.65 s2
Rights and liabilities
of acquiring exchange
3 On completion of the acquisition
transaction,
(a) the
acquiring exchange has all the rights, liabilities and obligations of its
predecessors,
(b) any
existing cause of action, claim or liability to prosecution of a predecessor is
unaffected and is assumed by the acquiring exchange,
(c) any
civil, criminal or administrative action or proceeding pending by or against a
predecessor may continue to be prosecuted by or against the acquiring exchange,
(d) a
conviction against or a ruling, order or judgment in favour of or against a
predecessor may be enforced by or against the acquiring exchange, and
(e) the property of every predecessor is the
property of the acquiring exchange.
1999 cA‑37.65 s3
Repeal
4 The Alberta Stock Exchange Act is repealed on Proclamation.
1999 cA‑37.65 s4