Module 3 - Alberta Corporations

Question 1

What is the ABCA?

Answer 1

Alberta Business Corporations Act

Question 2

What does the ABCA do?

Answer 2

Governs all Alberta corporations which do business for profit

Question 3

What is the capacity of a corporation?

Answer 3

Corporations have same rights and abilities as a natural person

Question 4

What are the necessary documents to file for Incorporation?

Answer 4

1. Articles of Incorporation
2. Notice of Address
3. Notice of Directors

Question 5

What is an “incorporator”

Answer 5

The person who incorporates a company

Question 6

Where do incorporators file?

Answer 6

At the Corporate Registry

Question 7

What is given after a company is incorporated?

Answer 7

Certificate of Incorporation

Question 8

When does a company come into existence?

Answer 8

The date shown on the Certificate of Incorporation

Question 9

Corporate Access Numbers in Alberta begin with what number?

Answer 9

20

Question 10

What are the steps to incorporate a business?

Answer 10

1. Input data into CORES
2. Print Confirmation Report, check for accuracy
3. Print Certificate of Incorporation
4. Print Articles of Incorporation and electronic attachments
5. Print Registration Statement

Question 11

What is the difference on forms when incorporating a numbered corporation?

Answer 11

Leave the name blank

Question 12

Does a numbered corporation need a NUANS search?

Answer 12

No, it doesn’t

Question 13

Who assigns the number to a numbered corporation?

Answer 13

The Registrar assigns the number upon incorporation

Question 14

What are the requirements when naming a corporation?

Answer 14

1. Must be a Numbered name or a Named name
2. Distinctive (not similar to another), Descriptive (people can guess what it does), includes Legal Element (Inc., Ltd., Corp.)
3. Not identical to another
4. Not an offensive/immoral name

Question 15

When can an identical name be used?

Answer 15

• Other corporation has stopped using it
• Consent from other corporation in writing
• Other corporation has been dissolved 6+ years

Question 16

When can similar names be used?

Answer 16

• Other company consents
• Other company has been dissolved 3+ years

Question 17

What does NUANS do?

Answer 17

National database that searches each jurisdiction

Question 18

What does CORES do?

Answer 18

Provides detailed information on existing entities

Question 19

What document proves a corporation is still valid and subsisting?

Answer 19

Certificate of Status

Question 20

What do federal corporate searches do?

Answer 20

Provide information about federally incorporated companies

Question 21

How many directors in a private company?

Answer 21

1 or more

Question 22

How many directors in a public company?

Answer 22

3 or more

Question 23

Who chooses directors?

Answer 23

Shareholders

Question 24

Who chooses officers?

Answer 24

Directors

Question 25

Who makes high level business decisions?

Answer 25

Directors

Question 26

Who makes day-to-day business decisions?

Answer 26

Officers

Question 27

Which act sets out laws regarding acting as a director of corporation?

Answer 27

ABCA

Question 28

What form do directors sign upon becoming a director?

Answer 28

Consent form

Question 29

Where does the director consent form go after signing?

Answer 29

Into the corporation’s minute book

Question 30

Who is disqualified from being a director?

Answer 30

Under 18 years old
Dependent adult
Mental Health Act patient
Of unsound mind
A corporation
Bankrupt

Question 31

What percentage of directors must be Canadian residents?

Answer 31

1/4