Below are some samples to show you that when we say our guides were vetted by a Bay Street Lawyer, we mean it!
(i) Purchase for Cancellation: The Corporation may purchase for cancellation at any time the whole or from time to time any part of the Class A Special shares then outstanding at the lowest price at which, in the opinion of the board of directors of the Corporation, such shares are obtainable but in any event not exceeding an amount equal to the Redemption Amount on each share to be purchased.
(j) Voting Rights: The holders of the Class A Special shares shall not be entitled to receive notice of or to attend any meeting of the shareholders of the Corporation and shall not be entitled to vote at any such meeting. The holders of the Class A Special shares shall, however, be entitled to notice of meetings of the shareholders called for the purpose of authorizing the dissolution of the Corporation or the sale of its undertaking or a substantial part thereof under subsection 184(3) of the Business Corporations Act (Ontario) as now enacted or as the same may from time to time be amended, re-enacted or replaced.
(2) The rights, privileges, restrictions and conditions attaching to the Class B Special shares are as follows:
(a) Payment of Dividends: The holders of the Class B Special shares shall be entitled to receive dividends if, as and when declared by the board of directors of the Corporation out of the assets of the Corporation properly applicable to the payment of dividends in such amount and payable at such times and at such place or places in Canada as the board of directors of the Corporation may from time to time determine. Subject to the rights of the holders of any other class of shares of the Corporation entitled to receive dividends in priority to or rateably with the Class B Special shares, the board of directors may in their sole discretion declare dividends on the Class B Special shares to the exclusion of any other class of shares.
1.2 Legally there are certain Other Provisions required to be specified in the Articles that help ensure compliance with the Business Corporations Act (Ontario), with securities laws, and that provide flexibility to the Corporation and you.
"Other Provisions"
1. The corporation’s securities, other than non-convertible debt securities, shall not be transferred without either (i) the sanction of at least..."
(we cannot give away everything for free ;))
2. Organizing Resolutions Teaser (from Appendix 3)
SUBSCRIPTION FOR CLASS A COMMON SHARES
TO: [INSERT NAME OF CORPORATION] (the “Corporation”)
AND TO: The Board of Directors thereof
THE UNDERSIGNED, [INSERT YOUR NAME], subscribes for 100 Class A Common Shares in the capital of the Corporation at the price of $0.01 per share, and tenders the sum of $1 in payment of the subscription price for such shares.
The undersigned represents and warrants to the Corporation that the undersigned is purchasing such 100 Class A Common Shares as principal and comes within the categories of persons...
3. Minute Book Teaser (from Appendix 4)
There are certain "Registers" you need to maintain in the minute book, here is what one of the templates and instructions we provide you looks like:
[INSERT NAME OF CORPORATION]
Register of Directors
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Name
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Address for Service
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Nationality
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Date Appointed
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Date Resigned
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Canadian
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[SAME DATE AS INCORPORATION]
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[FILL IN YOUR INFORMATION ABOVE]