Part 12 — Fundamental Changes
278 Reorganization
Court order under section 357, a Court order approving a proposal
under the Bankruptcy and Insolvency Act (Canada) or a Court order
made under any Act of the Legislature that affects the rights of the
cooperative and its members, shareholders and creditors.
(2) No Court order for reorganization may result in a cooperative
(a) no longer being organized or operating or carrying on
business on a cooperative basis, or
(b) if the cooperative is subject to Part 18, not complying wi th
the applicable division of Part 18.
(3) If a cooperative is subject to an order referred to in subsection
(1), its articles may be amended by the order to effect any changes
that might lawfully be made by an amendment under this Act.
(4) If a Court makes an order referred to in subsection (1), the
Court may also
(a) authorize the issue of debt obligations that, if held by
members, may be converted to membership shares or
investment shares and otherwise may be converted to
investment shares, and fix the terms of them, and
(b) appoint directors in place of or in addition to all or any of
the directors then in office.
(5) After an order referred to in subsection (1) has been made,
articles of reorganization in the form set by the Registrar, together
with a notice of registered office and a notice of change of
directors, if applicable, must be sent to the Registrar.
(6) On receipt of articles of reorganization pursuant to subsection
(5), the Registrar must issue a certificate of amendment.
(7) A reorganization becomes effective on the date shown in the
certificate of amendment and the articles of incorporation are
amended accordingly.
(8) No investment shareholder is entitled to dissent under section
277 in respect of an amendment to the articles of incorporation
effected under this section.
2001 cC-28.1 s278;2022 c16 s3(91)