CPA · Business Corporations Act
Part 4 — Registered Office, Agent for Service, Records and Seal
25 Corporate seal
shall contain the name of the corporation.
(2) A document executed on behalf of a corporation by a director,
an officer or an agent of the corporation, is not invalid only because
the corporate seal is not affixed to the document.
(3) Share certificates of a corporation may be issued under its
corporate seal or a facsimile of that corporate seal.
(4) A document requiring authentication by a corporation may be
signed by a director or the secretary or other authorized officer of
the corporation and need not be under its corporate seal.
(5) A corporation may adopt a facsimile of its corporate seal for
use in any other jurisdiction outside Alberta that complies with the
laws of that jurisdiction.
1981 cB-15 s23
December 2023
generally, 134
land disposition, 190(2)
procedure, 133
requirements, 133-134
voluntary liquidation and
dissolution proposals, 212(2)
waiver, 135
proposals, amendment of articles,
175
quorum, 138, 143
regulations, 266(c.1)
requisitions, called by, 142
resolutions in lieu, 141
special
business transactions deemed
special business, 134(6)
calling, 132(1)(b)
special business, notice, 134(7)
special resolutions, text,
amendment, 134(8)
shares
amalgamations
agreements, 182
voting rights, 183(4)
articles, amendment, scope, 173
beneficial ownership, defined, 1(h)
business corporations
acquisition of own shares, 34, 35,
39(6), 206
amendment of articles, 173
constrained shares, 174
contracts for purchase of shares,
enforceability, 41
escrowed shares, acceptance, 37
extra-provincial corporations,
continuance as, 188(8),
188(10), 188(12)
gifts, authorization, 37
land disposition, voting,
entitlement, 190(4)
redemption, 36
certificates
contents, 48(7), 48(10-11)
dissenting offerees, delivery, time,
196(1), 197(1)
fractional shares, issuance, 48(12)
scrip certificates, issuance, 48(12-
13), 48(15)
seals, issuance, 25(3)
take-over bids, 196(1), 198(2)
classes
amalgamations, voting, 183(4)
articles, amendment proposals,
voting, 176
land disposition, voting, 190(5-6)
more than one, 26(4-6)
one class, 26(3)
splitting of shares, 27.1
constrained shares, 174
conversion, 39
defined, 188(10), 194(f)
financial assistance to purchase,
45(3)
form, 26(1)
fractional shares, rights, 48(12),
48(14)
issuance
procedure, 27
shareholders, pre-emptive rights,
30
splitting of shares, 27.1
liens, shareholders' debts,
enforcement, 46
nominal value, 26(1-2)
par value, 26(1-2)
redeemable share, defined, 1(aa)
resident Canadian, defined, 1(dd)
series
defined, 1(hh)
issuance
authorization, 29(1)
priorities, 29(3-4)
procedure, 29(5)
unpaid dividends or return of
capital, 29(2)
shareholders
financial assistance to purchase
shares, 45(3)
restrictions, 32, 33, 177(3)
shares, issuance as dividends,
adjustments, 44(2)
splitting of shares, 27.1
stated capital account, adjustments,
39
unlimited liability corporations,
warnings on, 15.9