Articles of Continuance Instructions

Business Corporations Act


Item 1. Enter the full legal name of the corporation.

Item 2. The corporate access number must be entered. It is printed on the top right hand corner of the:

  • Certificate of Incorporation
  • Certificate of Continuance
  • Certificate of Amalgamation.

  • Do not complete this Item if continuing from another jurisdiction into Alberta.

Item 3. Enter the details required by paragraph 6 (1) (b) of the Act, including details of the rights, privileges, restrictions and conditions attached to each class of shares. All shares must be without nominal or par value and must comply with the provisions of Part 5 of the Act.

Item 4. If restrictions are to be placed on the right to transfer shares of the corporation, enter a statement to this effect and give the nature of such restrictions. If transfer will NOT be restricted, enter 'NONE'.

Item 5. Enter the number of directors, or a minimum and a maximum number of directors.

Item 6. If restrictions are to be placed on the business a corporation may carry on, enter the restrictions and indicate whether they are restricted FROM carrying on business or restricted TO carrying on the particular business. If there are no such restrictions, enter 'NONE'.

Item 7. Enter the previous name of the corporation if a change of name is affected upon continuance.

Item 8. Enter the date of incorporation. If the corporation has been subject to any previous continuance or amalgamation, enter the details (e.g. the date of continuance, any change of name and the name and provision of the statute under which it was effected.)

Item 9. Enter any rules or provisions permitted by the Act or Regulations to be set out in the by-laws of the corporation that are to form part of the Articles, including any pre-emptive rights or cumulative voting provisions. If there are no rules or provisions, enter 'NONE'.

The Articles of Continuance must be submitted with a:

  • Notice of Address
  • Notice of Directors
If continuing from the Companies Act to the Business Corporations Act, a special resolution passed by the shareholders authorizing the continuance of the company is required.

If continuing from another jurisdiction into Alberta, provide:
  • proof of authorization under the laws of the jurisdiction where the corporation was formed, and
  • an Alberta Name Search Report (from the NUANS database) of the proposed name, dated not more than 90 days prior to the date the Articles of Continuance are submitted to your authorized service provider.
    A search report is not required if the corporation is extra-provincially corporation is continuing from the federal jurisdiction..

The following information must be included:

  • name of person authorizing (director/authorizing officer)
  • title
  • identification
  • date

When the information is submitted to your service provider, identification of the authorized person/officer/director/declarant will be required.

NOTE: Due to limited space, an appropriate attachment adhering to Section 1 of the Regulations is acceptable.

REG 3039 (Rev. 2003/05)