Bill 48 2003

An Act to amend
the Business Corporations Act
to limit compulsory acquisitions

Her Majesty, by and with the advice and consent of the Legislative Assembly of the Province of Ontario, enacts as follows:

1. The Business Corporations Act is amended by adding the following section:

Exception

188.1 (1) Despite section 188, an offeror is not entitled to acquire the securities held by dissenting offerees if, at any time in the five years or such other period as may be prescribed before the date of the take-over bid or issuer bid, the equity securities of the offeree corporation were the subject of an initial public offering.

Definition

(2) In this section,

"initial public offering" means the first offering of an offering corporation's equity securities to the public through a prospectus.

2. Section 272 of the Act, as amended by the Statutes of Ontario, 1994, chapter 27, section 71 and 1998, chapter 18, Schedule E, section 31, is amended by adding the following paragraph:

20.1 prescribing the period for purposes of section 188.1;

Commencement

3. This Act comes into force on the day it receives Royal Assent.

Short title

4. The short title of this Act is the Business Corporations Amendment Act (Limiting Compulsory Acquisitions), 2003.

EXPLANATORY NOTE

The Bill amends the Business Corporations Act to exempt from the application of section 188 of the compulsory acquisition section take-over bids or issuer bids made in respect of an offeree corporation whose equity securities were the subject of an initial public offering at any time within five years, or such other time as may be prescribed, before the date of the take-over bid or issuer bid.