Bank Act (S.C. 1991, c. 46)

Marginal note:Effect of letters patent

216.13 If the Minister issues letters patent to amend a federal credit union’s incorporating instrument to convert it into a bank with common shares, then, on the day stated in the letters patent, members of the federal credit union become, in accordance with the conversion proposal, holders of common shares of the bank to which are attached the rights, privileges and restrictions set out in this Act.

Marginal note:Regulations

• 216.14 (1) The Governor in Council may make regulations

  • (a) respecting applications under section 216.08, including their form and the information to be contained in them;

  • (b) respecting conversion proposals to become a bank with common shares, including the information to be contained in them;

  • (c) respecting the by-laws that must be made or repealed, or the amendments that must be made to by-laws, to give effect to a conversion proposal to become a bank with common shares;

  • (d) respecting, for the purposes of a proposal to become a bank with common shares, the value of the converting federal credit union and of its membership shares and shares, if any, and authorizing the Superintendent to specify a day as of which those values must be estimated;

  • (e) concerning the fair and equitable treatment of members and shareholders, if any, under a federal credit union’s conversion proposal to become a bank with common shares;

  • (f) concerning the conversion of membership shares and shares, if any, of a federal credit union into common shares or other shares;

  • (g) authorizing the Superintendent to

    • (i) require a federal credit union that proposes to become a bank with common shares to hold one or more information sessions for its members and shareholders, if any, and to take other measures to assist its members and shareholders, if any, in forming a reasoned judgment on the proposal, and

    • (ii) set the rules under which the information sessions must be held;

  • (h) respecting restrictions on any fee, compensation or other consideration that may be paid, in respect of the conversion of a federal credit union into a bank with common shares, to any director, officer or employee of the federal credit union or to any entity with which a director, officer or employee of the federal credit union is associated;

  • (i) prohibiting, except for those issued as a result of the implementation of a conversion proposal, the issuance or provision during the period set out in the regulations of shares, share options or rights to acquire shares, of a bank that has been converted from a federal credit union into a bank with common shares to

    • (i) any director, officer or employee of the bank, or

    • (ii) any person who was a director, officer or employee of the federal credit union during the year preceding the effective date of conversion of the federal credit union; and

  • (j) generally, respecting the conversion of a federal credit union into a bank with common shares.

• Marginal note:Canada Deposit Insurance Corporation Act

  (2) A regulation made under subsection (1) may provide for different provisions respecting a federal credit union that is subject to an order under paragraph 39.13(1)(a) of the Canada Deposit Insurance Corporation Act or is a bridge institution within the meaning of that Act.

• Marginal note:Exemption by Superintendent

  (3) A regulation made under subsection (1) may provide that the Superintendent may, on any terms and conditions that the Superintendent considers appropriate, exempt a federal credit union from any requirements of that regulation.

• Marginal note:Exemption by Minister

  (4) The Minister may, on any terms and conditions that the Minister considers appropriate, exempt a federal credit union from any requirement of this Act or the regulations if the federal credit union is applying for the approval of a proposal to convert itself into a bank with common shares and

  • (a) the Minister is of the opinion that the federal credit union is, or is about to be, in financial difficulty and that the exemption would help to facilitate an improvement in the financial condition of the federal credit union; or

  • (b) the federal credit union is subject to an order under paragraph 39.13(1)(a) of the Canada Deposit Insurance Corporation Act or is a bridge institution within the meaning of that Act.