A holding company and one or more of its wholly-owned subsidiary companies may amalgamate and continue as one company without complying with sections 220 and 221, if—
(a) the amalgamation is approved by a resolution of the directors of each amalgamating company; and
(b) the resolutions provide that—
(i) the shares of each amalgamating subsidiary company will be cancelled without any repayment of capital in respect of the cancellation,
(ii) the articles of amalgamation will be the same as the articles of incorporation of the amalgamating holding company, and
(iii) no shares or debentures will be issued by the amalgamated company in connection with the amalgamation.