Marginal note:Form of records

• 22. (1) All registers and other records required by this Act to be prepared and maintained may be in a bound or loose-leaf form or in a photographic film form, or may be entered or recorded by any system of mechanical or electronic data processing or any other information storage device that is capable of reproducing any required information in intelligible written form within a reasonable time.

• Marginal note:Precautions

  (2) A corporation or its agents or mandataries shall take reasonable precautions to

  • (a) prevent loss or destruction of,

  • (b) prevent falsification of entries in, and

  • (c) facilitate detection and correction of inaccuracies in

  the registers and other records required by this Act to be prepared and maintained.

• Marginal note:Offence

  (3) A person who, without reasonable cause, contravenes this section is guilty of an offence and liable on summary conviction to a fine not exceeding five thousand dollars or to imprisonment for a term not exceeding six months or to both.

Marginal note:Corporate seal

• 23. (1) A corporation may, but need not, adopt a corporate seal, and may change a corporate seal that is adopted.

• Marginal note:Validity of unsealed documents

  (2) A document executed or, in Quebec, signed on behalf of a corporation is not invalid merely because a corporate seal is not affixed to it.

Marginal note:Shares

• 24. (1) Shares of a corporation shall be in registered form and shall be without nominal or par value.

• Marginal note:Transitional

  (2) When a body corporate is continued under this Act, a share with nominal or par value issued by the body corporate before it was so continued is, for the purpose of subsection (1), deemed to be a share without nominal or par value.

• Marginal note:Rights attached to shares

  (3) Where a corporation has only one class of shares, the rights of the holders thereof are equal in all respects and include the rights

  • (a) to vote at any meeting of shareholders of the corporation;

  • (b) to receive any dividend declared by the corporation; and

  • (c) to receive the remaining property of the corporation on dissolution.

• Marginal note:Rights to classes of shares

  (4) The articles may provide for more than one class of shares and, if they so provide,

  • (a) the rights, privileges, restrictions and conditions attaching to the shares of each class shall be set out therein; and

  • (b) the rights set out in subsection (3) shall be attached to at least one class of shares but all such rights are not required to be attached to one class.