RECO / TRESA · Share ownership
A non-voting class gains a vote on a stated trigger
What the rule requires
An "equity share" includes one carrying a vote under circumstances that have occurred and are continuing. A non-voting class that gains a vote on a trigger becomes an equity share when the trigger fires, so a family holder would then hold an equity share and eligibility would end without any transfer.
Authority: TRESA s. 1(1) ("equity share"); O. Reg. 536/20, s. 2 ¶2
What goes wrong
CLASS B NON-VOTING SPECIAL SHARES are drafted non-voting but gain a vote on a stated trigger. Under TRESA s. 1 (1) a share carrying a vote "under circumstances that have occurred and are continuing" IS an equity share, so on the day that trigger fires the class becomes an equity share. If any of it is held by a family member, O. Reg. 536/20 s. 2 ¶2 is broken from that day, with nothing filed and no transfer made.
What good looks like
No non-voting class is drafted to acquire a vote on a trigger, so none of them can become an equity share on its own.
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