Fundamental Changes (CBCA)

Summary

This practice note addresses fundamental changes to a corporation's constitution which are permitted under the Canada Business Corporations Act, R.S.C. 1985, c. C-44 ("CBCA"). It describes the requirements and procedures for amending a corporation's articles, as well as the purpose and procedure for a class vote. This practice note also addresses changing a corporate name, amalgamation, continuance both into and out of the CBCA, sale, lease or exchange of all or substantially all corporate property, and the concept of shareholder dissent.