EX-3.54 53 a2201532zex-3_54.htm EX-3.54

Exhibit 3.54

 

CORPORATE ACCESS NUMBER: 2012413106

 

 

BUSINESS CORPORATIONS ACT

 

CERTIFICATE

 

OF

 

INCORPORATION

 

NISKA GP ALBERTA ULC

WAS INCORPORATED IN ALBERTA ON 2006/05/09.

 

 



 

 

BUSINESS CORPORATIONS ACT

FORM 1

 

Alberta

Articles of Incorporation

 

1.              Name of Corporation

 

NISKA GP ALBERTA ULC

 

2.              The classes of shares, and any maximum number of shares that the corporation is authorized to issue:

 

One class of shares, to be designated as “Common Shares’’, in an unlimited number.

 

3.              Restrictions on share transfers (if any):

 

The attached Schedule of Restrictions on Share Transfers is incorporated into and forms part of this form.

 

4.              Number, or minimum and maximum number, of directors that the corporation may have:

 

Not less than One (1) director and not more than Seven (7) directors.

 

5.              If the corporation is restricted FROM carrying on a certain business, or restricted TO carrying on a certain business, specify the restriction(s):

 

None

 

6.              Other rules or provisions (if any):

 

The attached Schedule of Other Provisions is incorporated into and forms part of this form.

 

7.              Dated:  May 9, 2006

 

Incorporators

 

Name of Person Authorizing (please print)

 

Address: (including postal code)

 

Signature

 

 

 

 

 

 

 

Bruce A. Hibbard

 

4500, 855 – 2nd Street S.W. Calgary, Alberta T2P 4K7

 

 

 

 



 

SCHEDULE OF RESTRICTIONS ON SHARE TRANSFERS

 

The right to transfer shares of the Corporation is restricted in that no shareholder shall be entitled to transfer any share or shares in the capital of the Corporation to any person who is not a shareholder of the Corporation unless the transfer has been approved by the board of directors of the Corporation.

 



 

SCHEDULE OF OTHER PROVISIONS

 

1.                                       The number of shareholders of the Corporation, exclusive of persons who are in its employment or that of an affiliate and are shareholders of the Corporation and exclusive of persons who, having been formerly in the employment of the Corporation or that of an affiliate, were, while in that employment, shareholders of the Corporation, and have continued to be shareholders of the Corporation after termination of that employment, is limited to not more than fifty persons, two or more persons who are the joint registered owners of one or more shares being counted as one shareholder.

 

2.                                       Any invitation to the public to subscribe for securities of the Corporation is prohibited.

 

3.                                       The Corporation has a lien on the shares of a shareholder or his legal representative for a debt of that shareholder to the Corporation.

 

4.                                       The liability of each shareholder of the Unlimited Liability Corporation, for any liability, act or default of the Unlimited Liability Corporation, is unlimited in extent and joint and several in nature.