Financial statements

1  (1)  In this section "generally accepted accounting principles" means, where a recommendation has been made in the Handbook of the Canadian Institute of Chartered Accountants, the principles recommended in that handbook.

(2)  The financial statements required by the Act shall be prepared in accordance with generally accepted accounting principles.

(3)  Section 173 of the Act does not apply to a reporting company that is a reporting issuer under the Securities Act.

[am. B.C. Reg. 22/89.]

 Meeting to advise of right of dissent

2  A notice of a general meeting or class meeting of a company to consider a resolution as a result of which a notice of dissent may be filed must contain the following statement:

"Take notice that pursuant to the Company Act you may until (insert date of expiry of right to give notice of dissent) give the company a notice of dissent by registered mail addressed to the company at (insert an address of the company in British Columbia) with respect to the resolution to (describe the resolution which gives rise to the right to file a notice of dissent). As a result of giving a notice of dissent you may, on receiving a notice of intention to act under section 207 of the Act, require the company to purchase all your shares in respect of which the notice of dissent was given."

 Notice of dissent

3  In addition to the methods of service contained in section 204 of the Act, a member may serve a notice of dissent under section 207 of the Act by mailing it by registered post addressed to the address of the company contained in the notice of a right to dissent under section 2.

 Notice of meeting to elect directors

4  (1)  A reporting company shall publish an advance notice of a meeting to elect directors by delivering a copy of the notice to the Vancouver Stock Exchange, the executive director under the Securities Act and

(a) if the meeting is to be held in the County of Vancouver, the County of Victoria or the County of Westminster, by publishing the notice in one issue of a daily newspaper published and circulating in the county in which the meeting is to be held,

(b) if the meeting is to be held in the Province, but outside the counties referred to in paragraph (a), by publishing the notice in

(i)  one issue of a daily newspaper published and circulating in the County of Vancouver, and

(ii)  one issue of a daily or weekly newspaper published and circulating in the place where the meeting is to be held, or

(c) if the meeting is to be held outside the Province, by publishing the notice in one issue of a daily newspaper published and circulating in the County of Vancouver.

(2)  A notice of a meeting to elect directors must include, as part of the qualifications to become or continue to act as a director, the grounds upon which a person is disqualified from becoming or continuing to act as a director.

[am. B.C. Reg. 479/95, s. (e).]

 Notice of acquisition

5  (1)  A notice under section 255 (2) of the Act must

(a) be in Form 20 of the Second Schedule of the Act, and

(b) be mailed, by registered mail, to each member entitled to the notice, addressed to his address of record in the register of members of the company.

(2)  A notice under section 255 (9) of the Act must

(a) be in Form 21 of the Second Schedule of the Act, and

(b) be mailed, by registered mail, to each member entitled to the notice, addressed to his address of record in the register of members of the company.

 Information for annual general meeting

6  (1)  Subject to this section, the directors of a reporting company shall place before each annual general meeting of its members a statement of

(a) any change in the nature of the business carried on by the company or its subsidiaries during the most recent complete fiscal year,

(b) business conditions as they affected the company, its subsidiaries and the financial results for the past year,

(c) the total capital expenditures and dispositions, without set-off, for the past year, capital expenditures to which the company is currently committed and the effect of each on production capacity,

(d) any major changes in long or short term financing arrangements which have occurred during the most recent complete fiscal year or which are contemplated,

(e) the sales volume of the company, if applicable, expressed in those units of production applicable to the industry,

(f) any material acquisitions made during the last complete fiscal year,

(g) all new or major projects begun or brought into operation during the most recent complete fiscal year and their effect on the financial statements of the company,

(h) the total number of employees at the end of the most recent complete fiscal year and the total remuneration paid to the employees of the company for each of the last two complete fiscal years, and

(i) the general competitive environment in which the company operates, including any material changes in the pricing of products or the cost of raw materials.

(2)  The information required in subsection (1) may be included in the report of the directors to the members.

(3)  Where the release of any of the information required in subsection (1) would be harmful to the business of the company or its subsidiaries, that information does not need to be included in the statement.

 New share certificates

7  A company shall not charge more than $2 for each share certificate issued by it

(a) to a member of the company who, under section 50 of the Act, has required it to issue him 2 or more share certificates for any shares held by him, or

(b) to replace a share certificate that has become worn out, defaced, lost or destroyed.

 Repealed

7.1-7.2  Repealed. [B.C. Reg. 3/94).]

 Repealed

8  Repealed. [B.C. Reg. 208/83, s. (a).]

 Repealed

8.1-10  Repealed. [B.C. Reg. 265/92, s. (a).]