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Exhibit 3.39
DATED January 15, A.D. 1934
Province of Ontario
Letters Patent
incorporating
Paterson's
Drug Stores,
Limited
DEPARTMENT OF THE SECRETARY
AND REGISTRAR OF ONTARIO
Toronto, February 23, 1955.
I hereby certify the within to be a true and faithful copy of the record of the
Letters Patent as entered in Liber 310, as Number 1.
/s/ [ILLEGIBLE]
[ILLEGIBLE]
Deputy Provincial Secretary.
PROVINCIAL SECRETARY'S OFFICE
TORONTO, ONTARIO.
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[SEAL]
Province of Ontario
By the Honourable
GEORGE HOLMES CHALLIES,
Provincial Secretary,
To all to whom these Presents shall Come
Greeting
Whereas The Companies Act provides that with the exceptions therein mentioned
the Lieutenant-Governor may by Letters Patent create and constitute bodies
corporate and politic for any of the purposes to which the authority of the
Legislature of Ontario extends;
And Whereas by the said Act it is further provided that the Provincial Secretary
may under the Seal of his office have, use, exercise, and enjoy any power,
right, or authority conferred by the said Act on the Lieutenant-Governor;
And Whereas by their Petition in that behalf the persons herein mentioned have
prayed for a Letters Patent constituting them a body corporate and politic for
the due carrying out of the undertaking hereinafter set forth;
And Whereas it has been made to appear that the said persons have complied with
the conditions precedent to the grant of the desired Letters Patent and that the
said undertaking is within the scope of the said Act;
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Now Therefore Know Ye that under the authority of the hereinbefore in part
recited Act I do by these Letters Patent constitute the Persons hereinafter
named that is to say:
Oliver Mowat Paterson,
Theron Melville Bryson and
Edmund Nathaniel Smith, Druggists, and
Allie Mabel Paterson, Married Woman, all of the Town of Sandwich, in the County
of Essex and Province of Ontario; and Charles Edwin Dobson, of the City of
Windsor, in the said County of Essex, Druggist; and any others who have become
subscribers to the memorandum of agreement of the Company, and persons who
hereafter become shareholders therein, a corporation under the name of
Paterson's Drug Stores,
Limited
for the following purposes and objects, that is to say:
Subject to the provisions of The Pharmacy Act:
(a) TO carry on a retail drug and general merchandising business and to do and
perform all acts and services pertaining to such business; and
(b) TO buy, sell and deal in goods, wares and merchandise, including, but
without limiting the generality of the foregoing, drugs, druggists' supplies and
sundries, chemicals and medicines of all kinds, physicians', hospital and
sick-room supplies, soaps, perfumes, toilet articles and fancy goods, tobacco,
cigars, cigarettes and all other forms of tobacco, proprietary articles, candy
and all forms of confectionery, newspapers, books, magazines, ice cream, soft
drinks and novelties;
THE CAPITAL of the Company to be Forty Thousand dollars divided
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into Four Hundred shares of One Hundred dollars each, of which One Hundred
shares shall be preference shares;
THE HEAD OFFICE of the Company to be situate at the said Town of Sandwich; and
THE PROVISIONAL DIRECTORS of the Company to be
Oliver Mowat Paterson, Allie Mabel Paterson, Theron Melville Bryson, Edmund
Nathaniel Smith and Charles Edwin Dobson, hereinbefore mentioned;
AND IT IS HEREBY ORDAINED AND DECLARED THAT (1) The said preference shares shall
be entitled to cumulative dividends out of the net earnings before dividends are
paid upon any other shares to the extent of seven per centum (7%) per annum upon
the par value thereof, and both as to dividends and as to the distributive share
of the assets on the dissolution or winding up of the Company shall have
preference over any other shares; and (2) The said preference shares shall be
non-voting and may be redeemed by the Company at any time after three years from
the date of issue thereof upon payment of par plus a premium of Five dollars
($5.00) on each of the said shares.
Given under my hand and Seal of office at the City of Toronto in the said
Province of Ontario this fifteenth day of January in the year of Our Lord one
thousand nine hundred and thirty-four.
Geo. H. Challies.
Provincial Secretary.
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PROVINCE OF ONTARIO
BY THE HONOURABLE
JOHN YAREMKO,
PROVINCIAL SECRETARY
TO ALL TO WHOM THESE PRESENTS SHALL COME
GREETING
WHEREAS The Corporations Act, 1953 provides that the Lieutenant-Governor may
in his discretion issue Supplementary Letters Patent to any Corporation that
applies therefor amending or otherwise altering or modifying the Letters
Patent or prior Supplementary Letters Patent of the Corporation;
AND WHEREAS by the said Act it is further provided that the Provincial Secretary
may in his discretion and under the Seal of his office have, use, exercise and
enjoy any power, right or authority conferred by the said Act on the
Lieutenant-Governor;
AND WHEREAS by its application in that behalf the Corporation herein named has
applied for Supplementary Letters Patent for the purpose hereinafter set out;
AND WHEREAS it has been made to appear that the said Corporation has complied
with the conditions precedent to the issue of the desired Supplementary Letters
Patent;
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NOW THEREFORE KNOW YE that I,
JOHN YAREMKO,
PROVINCIAL SECRETARY,
under the authority of the hereinbefore in part recited Statute
DO BY THESE SUPPLEMENTARY LETTERS PATENT to
Paterson's Drug Stores,
Limited
incorporated by Letters Patent dated the
fifteenth day of January, A. D. 1934
(a) CHANGE the name of the Company to
Paterson's Pharmacies Limited;
(b) CHANGE the One Hundred and Sixty-six (166) issued and the One Hundred
and Thirty-four (134) unissued common shares of the Company with a par
value of One Hundred dollars ($100) each into One Hundred and Sixty-six
(166) issued and One Hundred and Thirty-four (134) unissued common shares
without par value respectively;
(c) SUBDIVIDE the One Hundred and Sixty-six (166) issued and the One
Hundred and Thirty-four (134) unissued common shares of the Company without
par value hereinbefore mentioned into One Thousand Four Hundred and
Ninety-four (1,494) issued and One Thousand Two Hundred and Six (1,206)
unissued common shares without par value respectively; provided that the
Two Thousand Seven Hundred (2,700) common shares without par value
resulting from the change and subdivision shall not be issued for a
consideration exceeding in amount or value the sum of Two Hundred and
Seventy Thousand dollars ($270,000) or such greater amount as the board of
directors of the Company deems expedient on payment to the Treasurer of
Ontario of the fees payable on such greater amount and on the issuance by
the Provincial Secretary of a certificate of such payment; and
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(d) CONVERT the Company into a PRIVATE COMPANY and PROVIDE that the
following provisions shall apply thereto; (1) The right to transfer shares
of the Company shall be restricted in that no shares shall be transferred
to any person who is not a shareholder without the express consent of a
majority of the directors to be signified by a resolution passed by the
board;(2) The number of shareholders of the Company, exclusive of persons
who are in the employment of the Company, is hereby limited to fifty (50),
two (2) or more persons holding one (1) or more shares jointly being
counted as a single shareholder; and (3) Any invitation to the public to
subscribe for any shares or securities of the Company is hereby prohibited.
GIVEN under my hand and Seal of office at the City of Toronto in the said
Province of Ontario this twenty-second day of March in the year of Our Lord one
thousand nine hundred and sixty-one.
John Yaremko
PROVINCIAL SECRETARY
John Yaremko
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March 22, 1961
Paterson's Drug Stores,
Limited
Changing its name to
Paterson's Pharmacies Limited
and for the other purposes
therein set forth.
Grace C. Dunsford
Recording Officer
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Dated March 22, A.D. 1961
PROVINCE OF ONTARIO
SUPPLEMENTARY
LETTERS PATENT
Paterson's Drug Stores,
Limited
Changing its name to
Paterson's Pharmacies Limited
and for the other purposes
therein set forth.
Recorded the 28th
day of April A.D. 1961
[ILLEGIBLE] 37
[ILLEGIBLE] 1041
/s/ Grace C. Dunsford
Grace C. Dunsford
-----------------
Recording Officer
-----------------
PROVINCIAL SECRETARY'S OFFICE
TORONTO, ONTARIO.
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[SEAL]
PROVINCE OF ONTARIO
BY THE HONOURABLE
JOHN YAREMKO,
PROVINCIAL SECRETARY
TO ALL TO WHOM THESE PRESENTS SHALL COME
GREETING
WHEREAS THE CORPORATIONS ACT 1963 PROVIDES THAT THE LIEUTANANT-GOVERNOR MAY IN
HIS DISCRETION ISSUE SUPPLEMENTARY LETTERS PATENT TO ANY CORPORATIONS THAT
APPLIES THEREFOR, ALTERING OR MODIFYING THE LETTERS PATENT OR PRIOR
SUPPLEMENTARY LETTERS PATENT OF THE CORPORATION;
AND WHEREAS BY THE SAID ACT IT IS FURTHER PROVIDED THAT THE PROVINCIAL SECRETARY
MAY IN HIS DISCRETION AND UNDER THE SEAL OF HIS OFFICE HAVE, USE, EXERCISE AND
ENJOY ANY POWER, RIGHT, OR AUTHORITY CONFERRED BY THE SAID ACT ON THE
LIEUTENANT-GOVERNOR;
AND WHEREAS BY ITS APPLICATION IN THAT BEHALF THE CORPORATION HEREIN NAMED
HAS APPLIED FOR SUPPLEMENTARY LETTERS PATENT FOR THE PURPOSE HEREINAFTER SET
OUT;
AND WHEREAS IT HAS BEEN MADE TO APPEAR THAT THE SAID CORPORATION HAS COMPLIED
WITH THE CONDITIONS PRECEDENT TO THE ISSUE OF THE DESIRED SUPPLEMENTARY LETTERS
PATENT;
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NOW THEREFORE KNOW YE THAT I;
JOHN YAREMKO,
PROVINCIAL SECRETARY,
UNDER THE AUTHORITY OF THE HEREINBEFORE IN PART RECITED STATUTE
DO BY THESE SUPPLEMENTARY LETTERS PATENT TO
Paterson's Drug Stores,
Limited
incorporated by Letters Patent dated the
fifteenth day of January, A. D. 1934
(a) CHANGE the name of the Company to
Paterson's Pharmacies Limited;
(b) CHANGE the One Hundred and Sixty-six (166) issued and the One Hundred and
Thirty-four (134) unissued common shares of the Company with a par value of One
Hundred dollars ($100) each into One Hundred and Sixty-six (166) issued and One
Hundred and Thirty-four (134) unissued common shares without par value
respectively;
(c) SUBDIVIDE the One Hundred and Sixty-six (166) issued and the One Hundred and
Thirty-four (134) unissued common shares of the Company without par value
hereinbefore mentioned into One Thousand Four Hundred and Ninety-four (1,494)
issued and One Thousand Two Hundred and Six (1,206) unissued common shares
without par value respectively; provided that the Two Thousand Seven Hundred
(2,700) common shares without par value resulting from the change and
subdivision shall not be issued for a consideration exceeding in amount or value
the sum of the Two Hundred and Seventy Thousand dollars ($270,000) or such
greater amount as the board of directors of the Company deems expedient on
payment to the Treasurer of Ontario of the fees payable on such greater amount
and on the issuance by the Provincial Secretary of a certificate of such
payment; and
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(d) CONVERT the Company into a PRIVATE COMPANY and PROVIDE that the following
provisions shall apply thereto: (1) The right to transfer shares of the Company
shall be restricted in that no shares shall be transferred to any person who is
not a shareholder without the express consent of a majority of the directors to
be signified by a resolution passed by the board; (2) The number of
shareholders of the Company, exclusive of persons who are in the employment of
the Company, is hereby limited to fifty (50), two (2) or more persons holding
one (1) or more shares jointly being counted as a single shareholder; and (3)
Any invitation to the public to subscribe for any shares or securities of the
Company is hereby prohibited.
GIVEN UNDER MY HAND AND SEAL OF OFFICE AT THE CITY OF TORONTO IN THE SAID
PROVINCE OF ONTARIO THIS twenty-second DAY OF March IN THE YEAR OF OUR LORD
ONE THOUSAND-NINE HUNDRED AND sixty-one.
[SEAL]
/s/ John Yaremko
John Yaremko
PROVINCIAL SECRETARY