120 (1) In this section,  “arrangement” includes, (a)  an amendment to the articles of a corporation, (b)  an amalgamation of two or more corporations, (c)  an amalgamation of a body corporate with a corporation that results in an amalgamated corporation to which this Act applies, (d)  a transfer of all or substantially all of the property of a corporation to another body corporate in exchange for money or other property, shares, memberships or debt obligations of the body corporate, (e)  an exchange of debt obligations or memberships of a corporation for money or other property or other memberships or debt obligations of the corporation or money or other property, shares, memberships or debt obligations of another body corporate, (f)  a liquidation and dissolution of a corporation, (g)  any other reorganization or scheme involving the affairs of the corporation that is, at law, an arrangement, and (h)  any combination of operations referred to in clauses (a) to (g). 2010, c. 15, s. 120 (1). Scheme of arrangement (2) A corporation proposing an arrangement shall prepare a statement for the approval of the members setting out in detail what is proposed to be done and the manner in which it is proposed to be done. 2010, c. 15, s. 120 (2). Adoption of arrangement (3) Subject to any order of the court made under subsection (5), where an arrangement is approved by members of a corporation by special resolution, the arrangement is considered to be adopted by the members of the corporation and the corporation may apply to the court for an order approving the arrangement. 2010, c. 15, s. 120 (3); 2021, c. 25, Sched. 17, s. 7 (1). Application to court for approval of arrangement (4) A corporation, if authorized by special resolution of the members, may apply to the court for an order approving an arrangement proposed by the corporation. 2010, c. 15, s. 120 (4); 2021, c. 25, Sched. 17, s. 7 (2). Same (4.1) A corporation that applies to the court under subsection (4) shall give the Director notice of the application, and the Director is entitled to appear before the court and be heard in person or by counsel. 2017, c. 20, Sched. 8, s. 32 (1). Powers of court (5) On an application by a corporation under this section, the court may make any interim or final order that it thinks fit, including an order, (a)  determining the notice to be given to any interested person or dispensing with notice to any person; (b)  appointing counsel, at the expense of the corporation, to represent the interests of the members; (c)  requiring the corporation to call, hold and conduct a meeting of the members or holders of debt obligations issued by the corporation in any manner that the court directs; and (d)  approving an arrangement as proposed by the corporation or as amended in any manner that the court directs. 2010, c. 15, s. 120 (5). Articles of arrangement (6) After an order referred to in clause (5) (d) has been made, the corporation shall file articles of arrangement and any required documents and information with the Director. 2017, c. 20, Sched. 8, s. 32 (2). Certificate of arrangement (7) Upon receipt of articles of arrangement, together with any required documents and information and the required fee, the Director shall issue a certificate of arrangement by endorsing the articles of arrangement in accordance with section 201, and the endorsed articles constitute the certificate of arrangement. 2017, c. 20, Sched. 8, s. 32 (2). Effective date of articles of arrangement (8) Articles of arrangement are effective on the date shown in the certificate of arrangement. 2017, c. 20, Sched. 8, s. 32 (2). Exception (9) This section does not apply to a corporation incorporated by special Act. 2017, c. 20, Sched. 8, s. 32 (2). Section Amendments with date in force (d/m/y) 2017, c. 20, Sched. 8, s. 32 (1, 2) - 19/10/2021 2021, c. 25, Sched. 17, s. 7 (1, 2) - 19/10/2021 PART XII   LIQUIDATION AND DISSOLUTION