PART III GAS REGULATION
Disposal
43 (1) No gas transmitter, gas distributor or storage company, without first obtaining from the Board an order granting leave, shall, (a)  sell, lease or otherwise dispose of its gas transmission, gas distribution or gas storage system as an entirety or substantially as an entirety; (b)  sell, lease or otherwise dispose of that part of a system described in paragraph (a) that is necessary in serving the public; or (c)  amalgamate with any other corporation. 1998, c. 15, Sched. B, s. 43 (1). Same (1.1) Subsection (1) does not apply with respect to a disposition of securities of a gas transmitter, gas distributor or storage company, or of a corporation that owns securities in a gas transmitter, gas distributor or storage company. 2003, c. 3, s. 33. Acquisition of share control (2) No person, without first obtaining an order from the Board granting leave, shall, (a)  acquire such number of voting securities of a gas transmitter, gas distributor or storage company that together with voting securities already held by such person and one or more affiliates or associates of that person, will in the aggregate exceed 20 per cent of the voting securities of a gas transmitter, gas distributor or storage company; or (b)  acquire control of any corporation that holds, directly or indirectly, more than 20 per cent of the voting securities of a gas transmitter, gas distributor or storage company if such voting securities constitute a significant asset of that corporation. 1998, c. 15, Sched. B, s. 43 (2). Same (2.1) Subsection (2) does not apply to, (a)  an underwriter (within the meaning of the Securities Act) who holds the voting securities solely for the purpose of distributing them to the public; (b)  any person or entity who is acting in relation to the voting securities solely in the capacity of an intermediary in the payment of funds or the delivery of securities or both in connection with trades in securities and who provides centralized facilities for the clearing of trades in securities; or (c)  any person or entity who holds the voting securities by way of security only. 2003, c. 3, s. 33. Significant asset (3) For the purpose of subsection (2), (a)  an asset is a significant asset if its value is 20 per cent or more of the aggregate book value of the total assets of a person, determined on a consolidated basis in accordance with generally accepted accounting principles; and (b)  “control”, with respect to a corporation, has the same meaning as in the Business Corporations Act. 1998, c. 15, Sched. B, s. 43 (3). Valuation of voting securities (4) For the purpose of determining whether voting securities constitute a significant asset, the value of the voting securities shall be deemed to be, (a)  the market value of the securities if more than 20 per cent of the voting securities are publicly traded; and (b)  115 per cent of the book value of the voting securities, as determined by the equity method of accounting, in all other cases. 1998, c. 15, Sched. B, s. 43 (4). Mortgages (5) This section does not apply to a mortgage or charge to secure any loan or indebtedness or to secure any bond, debenture or other evidence of indebtedness. 1998, c. 15, Sched. B, s. 43 (5). Leave (6) An application for leave under this section shall be made to the Board, which shall grant or refuse leave. 1998, c. 15, Sched. B, s. 43 (6). Void agreement (7) An amalgamation agreement between the corporations that propose to amalgamate is void if the Board refuses to grant leave under this section, even if the amalgamation agreement has been adopted in accordance with subsection 176 (4) of the Business Corporations Act. 1998, c. 15, Sched. B, s. 43 (7). Void certificate (8) A certificate of amalgamation endorsed by the director appointed under section 278 of the Business Corporations Act is void if it is endorsed before leave of the Board for the amalgamation is granted. 1998, c. 15, Sched. B, s. 43 (8). Section Amendments with date in force (d/m/y) 2003, c. 3, s. 33 - 01/08/2003