ENBRIDGE INC. (OTCMKTS:EBGUF) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

ENBRIDGE INC. (OTCMKTS:EBGUF) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

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On April10, 2018, Enbridge Inc. (the “Corporation”) filed Articles of Amendment with the Director under the Canada Business Corporations Act (the “CBCA”) amending its articles to create a new series of Preference Shares of the Corporation designated as Preference Shares, Series2018-C (the “Conversion Preference Shares”). The Conversion Preference Shares are issuable upon the automatic conversion of the CAD$750,000,000 aggregate principal amount of the Corporation’s 6.625% Fixed-to-Floating Rate Subordinated Notes Series2018-C due 2078 (the “Notes”). The Conversion Preference Shares will be entitled to receive cumulative preferential cash dividends, if, as and when declared by the board of directors of the Corporation, subject to the CBCA, at the same rate as the interest rate that would have accrued on the Notes (had the Notes remained outstanding), payable on each semi-annual or quarterly dividend payment date, as the case may be, subject to any applicable withholding tax.

The foregoing description of the Corporation’s Articles of Amendment is qualified in all respects by reference to the text of the Certificate of Amendment issued by the Director under the CBCA on April10, 2018 and the Articles of Amendment attached thereto, which are filed as Exhibit3.1 to this Current Report on Form8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

Exhibit Number

Description

3.1

Certificate and Articles of Amendment, dated April10, 2018.


ENBRIDGE INC Exhibit
EX-3.1 2 a18-9991_1ex3d1.htm EX-3.1 Exhibit 3.1     Certificate of Amendment   Certificat de modification Canada Business Corporations Act   Loi canadienne sur les sociétés par actions   Enbridge Inc. Corporate name / Dénomination sociale   227602-0 Corporation number / Numéro de société   I HEREBY CERTIFY that the articles of the above-named corporation are amended under section 27 of the Canada Business Corporations Act as set out in the attached articles of amendment designating a series of shares.   JE CERTIFIE que les statuts de la société susmentionnée sont modifiés aux termes de l’article 27 de la Loi canadienne sur les sociétés par actions,…
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