What is the difference between a plan of arrangement and an amalgamation?

An amalgamation combines two or more corporations into a single continuing corporation, following a specific procedure in the Business Corporations Act: the amalgamating corporations agree on terms, shareholders approve by special resolution, and articles of amalgamation are filed to create the combined entity, which takes on all the assets, liabilities, and contracts of its predecessors. It's a defined, relatively self-contained transaction, and where a parent amalgamates with its own wholly-owned subsidiary, a simplified short-form version can be used without a full shareholder vote.

A plan of arrangement is broader and more flexible. Rather than following one fixed statutory template, it lets a corporation ask a court to approve a customized combination of steps — which might include an amalgamation as one piece, alongside share exchanges, capital reorganizations, or asset transfers — all sanctioned together in a single court order. Arrangements are generally used precisely because the result the parties want doesn't fit within the amalgamation provisions or an ordinary shareholder vote on their own.

In short: amalgamation is one specific statutory transaction; an arrangement is a court-supervised process that can incorporate an amalgamation, or several other techniques, into one coordinated deal when the ordinary tools aren't enough.