Petro-Canada Transactions Authorization Order, 1990 (SOR/90-58)

1 The incorporation of corporations any of the shares of which are, on incorporation, held by, on behalf of or in trust for Petro-Canada Limited or any of its wholly-owned subsidiaries where

• (a) the corporations are incorporated for the purpose of carrying out the objects of Petro-Canada Limited or such wholly-owned subsidiary; and

• (b) the investment by Petro-Canada Limited or any of its wholly-owned subsidiaries in each such corporation does not exceed 0.5 per cent of Petro-Canada Limited’s consolidated gross assets as of the end of its 1989 financial year.

2 The acquisition of shares of corporations that on acquisition are held by, on behalf of or in trust for Petro-Canada Limited or any of its wholly-owned subsidiaries where

• (a) the shares are acquired for the purpose of carrying out the objects of Petro-Canada Limited or such wholly-owned subsidiary; and

• (b) the investment by Petro-Canada Limited or any of its wholly-owned subsidiaries in each such acquisition does not exceed 0.5 per cent of Petro-Canada Limited’s consolidated gross assets as of the end of its 1989 financial year.

3 The acquisition of all or substantially all of the assets of corporations where

• (a) the assets are acquired for the purpose of carrying out the objects of Petro-Canada Limited or its acquiring wholly-owned subsidiary; and

• (b) the purchase price with respect to the assets of each such corporation does not exceed 0.5 per cent of Petro-Canada Limited’s consolidated gross assets as of the end of its 1989 financial year.

4 The sale or other disposition of any of the shares of wholly-owned subsidiaries of Petro-Canada Limited where the proceeds of each such sale or disposition do not exceed 0.5 per cent of Petro-Canada Limited’s consolidated gross assets as of the end of its 1989 financial year.

5 The dissolution or amalgamation of wholly-owned subsidiaries of Petro-Canada Limited where the net worth (total assets less total liabilities) of each subsidiary dissolved or each subsidiary, other than Petro-Canada Inc., amalgamated does not exceed 0.5 per cent of Petro-Canada Limited’s consolidated gross assets as of the end of its 1989 financial year.

6 The sale or other disposition by wholly-owned subsidiaries of Petro-Canada Limited of any of their shares or of all or substantially all of their assets where the proceeds of each such sale or disposition do not exceed 0.5 per cent of Petro-Canada Limited’s consolidated gross assets as of the end of its 1989 financial year.