Shareholders vote on Elbow River sale required
Shareholders vote on Elbow River sale required
In my view, both case law and the Alberta Corporations Act require a shareholder vote on the sale of Elbow River. Surely Peters and Co would be aware that a shareholder vote on the sale of Elbow River would be required? Did Peters and Co give an opinion on this?
Alberta Corporations Act
https://www.canlii.org/en/ab/laws/stat/rsa-2000-c-b-9/#Part_11_Shareholders_286860
“Extraordinary sale, lease or exchange
190(1) A sale, lease or exchange of all or substantially all the property of a corporation other than in the ordinary course of business of the corporation requires the approval of the shareholders in accordance with subsections (2) to (6).”
Case Law
https://www.stikeman.com/cps/rde/xchg/se-en/hs.xsl/6783.htm
“the limit (by directors and management) on dealing freely with corporate property is placed higher - the assets involved must be of significant size and of such importance to the corporation that the disposition would have to fundamentally change the nature of the corporation, in either shifting its business objectives or preventing it from continuing to operate as a profitable enterprise.”
Call the Alberta Securities Commission (877) 355-0585
Ask for someone involved in the AvenEx investigation.