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  1. Cooperative Energy Act - S.C. 1980-81-82-83, c. 108 (SCHEDULE : Articles of Incorporation of the Corporation)

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    Marginal note:Voting rights
    • 4 (1) Each holder of a Class A Share is entitled to receive notice of and to attend all meetings of shareholders of the Corporation, except class meetings of other classes of shareholders.

    • Marginal note:Idem

      (2) Each Class A Share entitles the holder thereof to three votes at a meeting of shareholders.

    • Marginal note:Representatives

      (3) Each holder of a Class A Share may appoint, in accordance with the by-laws of the Corporation, one or more representatives, not exceeding five, to represent it at meetings of shareholders of the Corporation.

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    Marginal note:First lien on shares
    • 8 (1) The Corporation has a first and preferential lien on all Class A Shares, whether fully paid or partly paid, registered in the name of a shareholder or the legal representative of that shareholder for any amount unpaid by that shareholder to the Corporation in respect of partly paid shares or Equity Debentures issued by the Corporation.

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    Marginal note:Voting rights
    • 10 (1) Each holder of a Class B Share is entitled to receive notice of and to attend all meetings of shareholders of the Corporation, except class meetings of other classes of shareholders.

    • Marginal note:Idem

      (2) Each Class B Share entitles the holder thereof to one vote at a meeting of shareholders.

    • Marginal note:Representatives

      (3) Each holder of Class B Shares may appoint, in accordance with the by-laws of the Corporation, one or more representatives, not exceeding ten, to represent the holder at meetings of shareholders of the Corporation.

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    Marginal note:Voting rights

    17 Except as otherwise specifically provided in the Canada Business Corporations Act, Class C Shares do not carry any voting rights and the holders thereof, as such, are not entitled to receive notice of or to attend any meetings of the shareholders of the Corporation.

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    Marginal note:First lien on shares
    • 20 (1) The Corporation has a first and preferential lien on all Class C Shares, registered in the name of a shareholder that is a cooperative or the legal representative of that shareholder for any amount unpaid by that shareholder to the Corporation in respect of partly paid shares or Equity Debentures issued by the Corporation.

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    Marginal note:Voting rights

    23 Except as otherwise specifically provided in the Canada Business Corporations Act, Class D Shares do not carry any voting rights and the holders thereof, as such, are not entitled to receive notice of or to attend any meeting of the shareholders of the Corporation.

    Marginal note:Issuance as Partly Paid
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    • Marginal note:Demand for payment

      (2) The directors of the Corporation may demand that the shareholders pay the whole or any part of the amount unpaid on shares held by them, at such times and places, and in such payments or instalments, as the terms of issue of such shares require or allow.

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    • Marginal note:Interest

      (4) Where a shareholder fails to make a payment in accordance with a demand therefor on or before the day appointed for the payment, the shareholder is liable to pay interest on the amount thereof at a rate established by the directors of the Corporation from the day appointed for payment to the day of payment.

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    • Marginal note:Liability of shareholders

      (7) Notwithstanding the forfeiture of any securities, the holder of the shares in respect of which the demand is made continues to be liable for the full amount unpaid on the securities at that time, less any amounts that are subsequently received by the Corporation in respect thereof.

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    Marginal note:First lien on shares
    • 27 (1) The Corporation has a first and preferential lien on all Class D Shares, whether fully paid or partly paid, registered in the name of a shareholder that is a cooperative or the legal representative of that shareholder for any amount unpaid by that shareholder to the Corporation in respect of partly paid shares or Equity Debentures issued by the Corporation.

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    Marginal note:Definition of insolvency
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    • (2) Subject to subsection (4), if the commencement of a liquidation, dissolution or winding-up of the Corporation, whether voluntary or involuntary, or if the insolvency or bankruptcy of the Corporation occurs at any time prior to the expiration of three years from the first issuance by the Corporation of any of its shares, any distribution of capital to holders of Class A Shares or Class B Shares of the Corporation shall be effected as follows:

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      • (c) thirdly, after the payment in full of thirty-five per cent of the aggregate amount subscribed by holders of Class B Shares is made in accordance with paragraph (b), any balance then or from time to time subsequently available for distribution to shareholders shall be distributed in the following manner:

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    • Marginal note:Exceptions

      (4) Subsections (2) and (3) do not apply to the extent otherwise provided in the Agreement.

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  2. Cooperative Energy Act - S.C. 1980-81-82-83, c. 108 (Section 2)
    Marginal note:Definitions
    •  (1) In this Act,

      Agreement

      Agreement means the Canada/Cooperative Energy Investment Agreement entered into between certain cooperatives and Her Majesty The Queen in right of Canada, represented by the Minister, bearing the formal date of the 18th day of December, 1981, tabled in the House of Commons on May 17, 1982 as Sessional Paper No. 321 — 7/53 and all amendments thereto made from time to time that are not inconsistent with the purpose, intent and objectives set out therein; (Entente)

      central cooperative credit society

      central cooperative credit society  means a cooperative organization incorporated or organized by or pursuant to an Act of Parliament or of the legislature of a province, the membership or shareholders of which consist wholly or substantially of local cooperative credit societies and the principal purpose of which is to provide services to its members or shareholders; (société coopérative de crédit centrale)

      Equity Debenture

      Equity Debenture  means a debenture of the Corporation, described on its face as an Equity Debenture , issued, pursuant to the Agreement, to Her Majesty in right of Canada as represented by the Minister or to a cooperative; (débenture à participation)

      federation of cooperative credit societies

      federation of cooperative credit societies  means a federation, league or corporation incorporated or organized by or pursuant to an Act of Parliament or of the legislature of a province, the membership or the shareholders of which include two or more central cooperative credit societies; (fédération de sociétés coopératives de crédit)

      local cooperative credit society

      local cooperative credit society  means a cooperative organization incorporated or organized by or pursuant to an Act of Parliament or of the legislature of a province, the membership or the shareholders of which consist wholly or substantially of natural persons and the principal purpose of which is to receive deposits from its members or shareholders and make loans to its members or shareholders; (société coopérative de crédit locale)

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  3. Cooperative Energy Act - S.C. 1980-81-82-83, c. 108 (Section 8)
    Marginal note:Application of Canada Business Corporations Act
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    • Marginal note:Agreement is unanimous shareholder agreement

      (3) In the application of this Act and the Canada Business Corporations Act and any regulations made thereunder to the Corporation, the Agreement is deemed to be a unanimous shareholder agreement within the meaning of the Canada Business Corporations Act.



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