Marginal note:Other additions to stated capital account
139. (1) When a body corporate is continued under this Act, it may add to a stated capital account any money, or the value of any thing or service, received by it for a share it issued.
(2) When a body corporate is continued under this Act, subsection 138(2) does not apply to the money, or the value of things or services, received by it before it was so continued unless the share in respect of which the money, thing or service received is issued after the body corporate is continued.
(3) When a body corporate is continued under this Act, any amount unpaid in respect of a share issued by the body corporate before it was so continued and paid after it was so continued is added to the stated capital account maintained for the shares of that class or series.
Marginal note:Continued cooperative
(4) For the purposes of subsection 147(2), sections 151 and 154 and paragraph 299(2)(d), when a cooperative is continued under this Act, its stated capital account is deemed to include the amount that would have been included if the cooperative had been incorporated under this Act.
Marginal note:Membership shares with a par value
(5) When a cooperative is continued under this Act, subsection 138(6) applies if the cooperative has membership shares with a par value.
(6) A cooperative must not reduce its stated capital or any stated capital account except in the manner provided in this Act.
- 1998, c. 1, s. 139;
- 2001, c. 14, s. 182.
Marginal note:Surplus accounts
140. Subject to subsection 138(5), a cooperative continued under this Act may at any time add to a stated capital account any amount it has credited to a retained earnings or other surplus account.
Marginal note:Shares not assessable
141. The shares of a cooperative are non-assessable and the members and shareholders are not liable to the cooperative or to its creditors in respect of them.
Marginal note:Options and rights
142. (1) A cooperative may issue certificates, warrants or other evidence of conversion privileges, options or rights to acquire shares or securities of the cooperative.
Marginal note:Conversion for members only
(2) A conversion privilege, option or right to acquire membership shares may be granted only to members, and is non-transferable.
(3) The conditions of the conversion privileges, options or rights must be set out in
(a) the certificate, warrant or other evidence; or
(b) the certificates evidencing the securities to which the conversion privileges, options or rights are attached.
(4) Subject to subsection (2), conversion privileges, options or rights to acquire securities of a cooperative may be made transferable or non-transferable, and options and rights to acquire securities of a cooperative may be made separable or inseparable from any securities to which they are attached.
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