Investor Presentaiton
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Constraints on Ownership of Shares
The Variable Voting Shares may only be held, beneficially owned or controlled, directly or indirectly, by
persons who are not Qualified Canadians.
Voting Shares
Voting
The holders of the Voting Shares shall be entitled to receive notice of, and to attend and vote at, all meetings of
the shareholders of Air Canada (except where the holders of a specified class are entitled to vote separately as a
class as provided in the CBCA), and each Voting Share shall confer the right to one vote in person or by proxy at all
meetings of shareholders of Air Canada.
Dividends
Subject to the rights, privileges, restrictions and conditions attaching to the shares of Air Canada of any other
class ranking senior to the Voting Shares, the holders of the Voting Shares shall, at the discretion of the directors, be
entitled to receive, out of monies, assets or property of Air Canada properly applicable to the payment of dividends,
any dividends declared and payable by Air Canada on the Voting Shares and the Voting Shares shall rank equally as
to dividends on a share-for-share basis with the Variable Voting Shares participating on an as-converted basis and
all dividends declared in any fiscal year of Air Canada shall be declared in equal or equivalent amounts per share on
all Voting Shares and Variable Voting Shares on an as-converted basis at the time outstanding, without preference
or distinction.
Subdivision or Consolidation
No subdivision or consolidation of the Voting Shares or the Variable Voting Shares shall occur unless,
simultaneously, the shares of the other class are subdivided or consolidated in the same manner, so as to maintain
and preserve the relative rights of the holders of the shares of each of the said classes.
Rights upon Liquidation, Dissolution or Winding Up
Subject to the rights, privileges, restrictions and conditions attaching to the shares of Air Canada ranking senior
to the Voting Shares, upon liquidation, dissolution or winding up of Air Canada or other distribution of Air Canada's
assets among its shareholders for the purpose of winding up its affairs, the holders of the Voting Shares and Variable
Voting Shares shall be entitled to receive the remaining property of Air Canada and shall be entitled to share
equally, share for share, in all distributions of such assets.
Conversion
Unless the foreign ownership restrictions of the CTA are repealed and not replaced with other similar
restrictions, an issued and outstanding Voting Share shall be converted into one Variable Voting Share,
automatically and without any further act of Air Canada or the holder, if such Voting Share becomes held,
beneficially owned or controlled, directly or indirectly, otherwise than by way of security only, by a person who is
not a Qualified Canadian.
In the event that an offer is made to purchase Variable Voting Shares and the offer is one which must, pursuant
to applicable securities legislation or the rules of a stock exchange on which the Variable Voting Shares are then
listed, be made to all or substantially all the holders of the Variable Voting Shares, each Voting Share shall become
convertible at the option of the holder into one Variable Voting Share that shall be subject to the offer at any time
while the offer is in effect and until one day after the time prescribed by applicable securities legislation for the
offeror to take up and pay for such shares as are to be acquired pursuant to the offer. The conversion right may only
be exercised in respect of Voting Shares for the purpose of depositing the resulting Variable Voting Shares in
response to the offer and the transfer agent shall deposit the resulting Variable Voting Shares on behalf of the
shareholder.View entire presentation