Amalgamation Agreement (BCBCA)

Summary

The following precedent is an amalgamation agreement between two amalgamating companies that were incorporated under the British Columbia Business Corporations Act, S.B.C. 2002, c. 57 ("BCBCA") and who wish to use the long form provisions thereunder. The precedent contains practical guidance and drafting notes. The following is a form of amalgamation agreement between two companies incorporated under the BCBCA, who wish to amalgamate using the long form provisions of the BCBCA. Its applicability to entities incorporated in other Canadian jurisdictions may be limited. Where the short form amalgamation provisions are not available or applicable to amalgamating entities, the long form provisions under the BCBCA may be used. A long form amalgamation requires an amalgamation agreement be entered into between the amalgamating entities (BCBCA, s. 270). The amalgamation agreement sets forth the terms of the amalgamation, including the name and authorized share structure of the resulting ...