Description of Service:
A corporate amalgamation is when two or more corporations join together to become one corporation.
Forms Required:
Articles of Amalgamation
Change of Address
Change of Directors
Documents Required:
Statutory Declaration from a proposed Director of the amalgamated Corporation
Amalgamation Agreement if the amalgamating corporations are un-related to each other
Information Required:
NOTES:
All of the documents must be sent to us at 1138 10 Ave SW, Calgary, AB T2R 0B6 and we will send back proof of filing as per request.
Fee:
$450.00
Payment information:
We accept credit cards and all forms of payment but an additional 3% fee for all credit card transactions will apply.
- The corporations that take part in an amalgamation may be:
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- Two or more unrelated Alberta corporations;
- An Alberta holding corporation and one or more of its wholly-owned Alberta subsidiaries;
- Two or more wholly-owned Alberta subsidiaries of the same holding corporation; or
- An Alberta corporation and an extra-provincial corporation where one is a wholly-owned subsidiary of the other
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Required forms:
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- Articles of Amalgamation: https://cfr.forms.gov.ab.ca/Form/REG3068.pdf
- Notice of Address: https://cfr.forms.gov.ab.ca/Form/REG3016.pdf
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Notice of Directors: https://cfr.forms.gov.ab.ca/Form/REG3017.pdf
Agent of Service: https://cfr.forms.gov.ab.ca/Form/REG3037.pdf
Other forms may be required. We will contact you if we require any more information.
- Required Documents:
- Statutory Declaration: A Statutory Declaration will need to be completed by a proposed director of the new amalgamated corporation. In the statutory declaration, the names of the amalgamating corporation and the new, amalgamated corporation must be stated.
As per Section 185(2) of the BCA, the statutory declaration must also include a statement to the effect that:
There are reasonable grounds for believing:
- The amalgamated corporation will be able to pay its liabilities as they become due. The realizable value of the amalgamated corporation’s assets will not be less than the aggregate of its liabilities and stated capital of all classes. No creditor will be prejudiced by the amalgamation.
OR
- Adequate notice has been given to all known creditors of the amalgamating corporations and no creditor objects to the amalgamation, otherwise than on grounds that are frivolous or vexatious.
