Exhibit 1.3
CORPORATE ACCESS NUMBER: 208127522
ALBERTA
BUSINESS CORPORATIONS ACT
CERTIFICATE
OF
AMALGAMATION
TRANSATLANTIC PETROLEUM CORP.
IS THE RESULT OF AN AMALGAMATION FILED ON 1999/01/01.
ALBERTA CONSUMER AND CORPORATE AFFAIRS
BUSINESS CORPORATIONS ACT
(SECTION 179)
ARTICLES OF AMALGAMATION
FORM 9
1. | NAME OF AMALGAMATED CORPORATION | |||||
Transatlantic Petroleum Corp. | ||||||
2. | CORPORATE ACCESS NO. | |||||
208127522 | ||||||
3. | THE CLASSES AND ANY MAXIMUM NUMBER OF SHARES THAT THE CORPORATION IS AUTHORIZED TO ISSUE | |||||
The Corporation is authorized to issue an unlimited number of one class of shares designated as common shares. | ||||||
4. | RESTRICTIONS IF ANY ON SHARE TRANSFERS | |||||
None. | ||||||
5. | NUMBER (OR MINIMUM AND MAXIMUM NUMBER) OF DIRECTORS | |||||
A minimum of 3 and a maximum of 9. | ||||||
6. | RESTRICTIONS IF ANY ON BUSINESSES THE CORPORATION MAY CARRY ON | |||||
None. | ||||||
7. | OTHER PROVISIONS IF ANY | |||||
The attached Schedule A is incorporated into and forms a part of this Form 9. | ||||||
8. | NAME OF AMALGAMATING CORPORATIONS | |||||
Transatlantic Petroleum Corp. | ||||||
GHP Exploration Corporation | ||||||
9. | CORPORATE ACCESS NO. | |||||
207417569 | ||||||
208118257 |
DATED this 31st day of December, 1998.
Signature: John Andriuk
Position Held: Director
SCHEDULE A
TO TIIE ARTICLES OF AMALGAMATION OF
TRANSATLANTIC PETROLEUM CORP.
(“the Corporation”)
I. | Without limiting the borrowing powers of the Corporation as set forth in the Business Corporations Act (Alberta), the directors may from time to time, without the authorization of the shareholders, |
(a) | borrow money on the credit of the Corporation; |
(b) | issue, reissue, sell or pledge bonds, debentures, notes or other evidences of indebtedness or guarantees of the Corporation, whether secured or unsecured; |
(c) | subject to the Business Corporations Act (Alberta), give a guarantee on behalf of the Corporation to secure performance of an obligation of any person; and |
(d) | mortgage, hypothecate. pledge or otherwise create a security interest in all or any property of the Corporation, owned or subsequently acquired, to secure any obligation of the Corporation. |
Nothing in this clause limits or restricts the borrowing of money by the Corporation on bills of exchange or promissory notes made, drawn, accepted or endorsed by or on behalf of the Corporation.
2. | Subject to the Business Corporations Act (Alberta), the board of directors may, between annual general meetings of shareholders, appoint one or more additional directors of the Corporation to serve until the next annual general meeting of shareholders. |
3. | The number of directors of the Corporation shall be fixed or changed by resolution of the shareholders or the directors provided that the number of directors may not be less than the minimum number nor more than the maximum number of directors set out in the articles. |