Air Canada 2011 Annual Report Download - page 111

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2011 Consolidated Financial Statements and Notes
111
14. SHARE CAPITAL
Number of shares Value
At January 1, 2010 278,147,059 $844
Shares issued on the exercise of stock options 5,625 –
Shares issued on the exercise of warrants 819,700 2
At December 31, 2010 278,972,384 846
Shares purchased in trust for employee recognition award Note 15 (3,344,250) (11)
Shares issued for employee recognition award Note 15 1,807,258 5
Shares purchased and cancelled under issuer bid (239,524) –
Shares issued on the settlement of performance share units Note 15 175,000 –
Shares issued on the exercise of stock options Note 15 625 –
At December 31, 2011 277,371,493 $840
The issued and outstanding ordinary shares of Air Canada, along with the potential ordinary shares, were as follows:
2011 2010
Issued and outstanding
Class A variable voting shares 42,204,645 64,275,209
Class B voting shares 235,166,848 214,697,175
Total issued and outstanding 277,371,493 278,972,384
Potential ordinary shares
Warrants 89,430,300 89,430,300
Shares held in trust Note 15 1,536,992 –
Stock options Note 15 6,581,242 3,287,931
Total potential ordinary shares 97,548,534 92,718,231
Ordinary Shares
As at December 31, 2011, the ordinary shares issuable by Air Canada consist of an unlimited number of Class A Variable
Voting Shares (“Variable Voting Shares”) and an unlimited number of Class B Voting Shares (“Voting Shares”). The two classes
of ordinary shares have equivalent rights as common shareholders except for voting rights. Holders of Variable Voting Shares
are entitled to one vote per share unless (i) the number of Variable Voting Shares outstanding, as a percentage of the total
number of voting shares of Air Canada exceeds 25% or (ii) the total number of votes cast by or on behalf of holders of
Variable Voting Shares at any meeting exceeds 25% of the total number of votes that may be cast at such meeting. If either
of the above noted thresholds would otherwise be surpassed at any time, the vote attached to each Variable Voting Share will
decrease proportionately such that (i) the Variable Voting Shares as a class do not carry more than 25% of the aggregate
votes attached to all issued and outstanding voting shares of Air Canada and (ii) the total number of votes cast by or on behalf
of holders of Variable Voting Shares at any meeting do not exceed 25% of the votes that may be cast at such meeting.
Variable Voting Shares may only be held, beneficially owned or controlled, directly or indirectly, by persons who are not
Canadians (within the meaning of the Canada Transportation Act). An issued and outstanding Variable Voting Share shall be
converted into one Voting Share automatically and without any further act of Air Canada or the holder, if such
Variable Voting Share becomes held, beneficially owned and controlled, directly or indirectly, otherwise than by way of
security only, by a Canadian, as defined in the Canada Transportation Act.
Voting Shares may only be held, beneficially owned and controlled, directly or indirectly, by Canadians. 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 Canadian.