Acts and Regulations

B-9.1 - Business Corporations Act

Section 87
Disposition versions

Full text
Notice of meeting, exception and adjournment
87(1)Subject to the articles or a unanimous shareholder agreement, notice of the time and place of a meeting of shareholders shall be sent not less than 10 days nor more than 50 days before the meeting
(a) to each shareholder entitled to vote at the meeting,
(b) to each director, and
(c) to the auditor, if any.
87(1.1)In the case of a corporation that is not a reporting issuer as defined under the Securities Act, the notice of the time and place of a meeting of shareholders may be sent within a shorter period than the period set out in subsection (1) if specified in the articles or by-laws.
87(1.2)The requirements of subsection (1) are deemed to be satisfied when a notice of a meeting of shareholders and any related documents are posted on a website that can be accessed by the shareholder without a fee payment and a notice is sent to the shareholder informing the shareholder that the notice of a meeting of shareholders and related documents have been posted and explaining how to access them.
87(1.3)A corporation may send the notice informing the shareholder referred to in subsection (1.2) to the shareholder by electronic communication if
(a) the shareholder has consented to being sent the notice and any related documents by electronic communication,
(b) the articles provide for the sending of the notice and any related documents by electronic communication, or
(c) the corporation is a reporting issuer as defined under the Securities Act.
87(1.4)If a director or auditor has consented, the notice of a meeting of shareholders and any related documents may be provided to a director or auditor, as the case may be, in accordance with subsection (1.2) .
87(2)A notice of a meeting is not required to be sent to shareholders who were not registered on the records of the corporation or its transfer agent on the record date determined under subsection 86(2) or (3), but failure to receive a notice does not deprive a shareholder of the right to vote at the meeting.
87(3)If a meeting of shareholders is adjourned by one or more adjournments for an aggregate of sixty days or more, notice of the adjourned meeting shall be given as for an original meeting.
87(4)All business transacted at a special meeting of shareholders and all business transacted at an annual meeting of shareholders, except consideration of the financial statements, auditor’s report, election of directors and reappointment of the incumbent auditor, if any, shall be deemed to be special business.
87(5)Notice of a meeting of shareholders at which special business is to be transacted shall state
(a) the nature of that business in sufficient detail to permit the shareholder to form a reasoned judgment thereon, and
(b) the text of any special resolution to be submitted to the meeting.
2023, c.2, s.63; 2023, c.2, s.155
Notice of meeting, exception and adjournment
87(1)Subject to the articles or a unanimous shareholder agreement, notice of the time and place of a meeting of shareholders shall be sent not less than twenty-one days nor more than fifty days before the meeting
(a) to each shareholder entitled to vote at the meeting,
(b) to each director, and
(c) to the auditor, if any.
87(2)A notice of a meeting is not required to be sent to shareholders who were not registered on the records of the corporation or its transfer agent on the record date determined under subsection 86(2) or (3), but failure to receive a notice does not deprive a shareholder of the right to vote at the meeting.
87(3)If a meeting of shareholders is adjourned by one or more adjournments for an aggregate of sixty days or more, notice of the adjourned meeting shall be given as for an original meeting.
87(4)All business transacted at a special meeting of shareholders and all business transacted at an annual meeting of shareholders, except consideration of the financial statements, auditor’s report, election of directors and reappointment of the incumbent auditor, if any, shall be deemed to be special business.
87(5)Notice of a meeting of shareholders at which special business is to be transacted shall state
(a) the nature of that business in sufficient detail to permit the shareholder to form a reasoned judgment thereon, and
(b) the text of any special resolution to be submitted to the meeting.
Notice of meeting, exception and adjournment
87(1)Subject to the articles or a unanimous shareholder agreement, notice of the time and place of a meeting of shareholders shall be sent not less than twenty-one days nor more than fifty days before the meeting
(a) to each shareholder entitled to vote at the meeting,
(b) to each director, and
(c) to the auditor, if any.
87(2)A notice of a meeting is not required to be sent to shareholders who were not registered on the records of the corporation or its transfer agent on the record date determined under subsection 86(2) or (3), but failure to receive a notice does not deprive a shareholder of the right to vote at the meeting.
87(3)If a meeting of shareholders is adjourned by one or more adjournments for an aggregate of sixty days or more, notice of the adjourned meeting shall be given as for an original meeting.
87(4)All business transacted at a special meeting of shareholders and all business transacted at an annual meeting of shareholders, except consideration of the financial statements, auditor’s report, election of directors and reappointment of the incumbent auditor, if any, shall be deemed to be special business.
87(5)Notice of a meeting of shareholders at which special business is to be transacted shall state
(a) the nature of that business in sufficient detail to permit the shareholder to form a reasoned judgment thereon, and
(b) the text of any special resolution to be submitted to the meeting.