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An Act to amend the law governing financial institutions and to provide for related and consequential matters (S.C. 2007, c. 6)

Assented to 2007-03-29

R.S., c. C-44; 1994, c. 24, s. 1(F)Canada Business Corporations Act

Marginal note:1991, c. 47, s. 719(3)

399. Subsection 3(4) of the Canada Business Corporations Act is replaced by the following:

Marginal note:2001, c. 14, s. 92(1)

400. Subsection 188(2) of the Act is replaced by the following:

Marginal note:1994, c. 24, s. 32; 2001, c. 14, ss. 133(1) and (2)(E)

401. Subsections 268(2) to (7) of the Act are replaced by the following:

  • Marginal note:Amendment of charter — special Act

    (2) In connection with a continuance under this Act, the shareholders of a body corporate incorporated or continued by or under a special Act of Parliament who are entitled to vote at annual meetings of shareholders may, despite the charter of the body corporate,

    • (a) by special resolution, authorize the directors of the body corporate to apply under section 187 for a certificate of continuance; and

    • (b) by the same resolution, make any amendment to the charter of the body corporate that a corporation incorporated under this Act may make to its articles.

  • Marginal note:Amendment of charter — other Act

    (2.1) In connection with a continuance under this Act, the shareholders of a body corporate incorporated or continued by or under an Act of Parliament, other than this Act or a special Act, who are entitled to vote at annual meetings of shareholders may, subject to any other Act of Parliament or the charter of the body corporate,

    • (a) by special resolution, authorize the directors of the body corporate to apply under section 187 for a certificate of continuance; and

    • (b) by the same resolution, make any amendment to the charter of the body corporate that a corporation incorporated under this Act may make to its articles.

  • Marginal note:Change of class rights

    (3) Despite subsections (2) and (2.1), the shareholders of a body corporate may not, by a special resolution under any of those subsections, make any change of the nature referred to in subsection 176(1) that affects a class or series of shares, unless

    • (a) the charter of the body corporate otherwise provides in respect of an amendment of the nature referred to in paragraph 176(1)(a), (b) or (e); or

    • (b) the holders of the class or series of shares approve the change in accordance with section 176.

  • Marginal note:Authorizing continuance

    (4) Subject to subsections (6) and (7), the directors of a body corporate incorporated or continued by or under a special Act of Parliament may, despite the charter of the body corporate, apply under section 187 for a certificate of continuance if the articles of continuance do not make any amendment to the charter of the body corporate other than an amendment required to conform to this Act.

  • Marginal note:Authorizing continuance

    (4.1) Subject to subsections (6) and (7), the directors of a body corporate incorporated or continued by or under an Act of Parliament, other than this Act or a special Act, may, subject to any other Act of Parliament or the charter of the body corporate, apply under section 187 for a certificate of continuance if the articles of continuance do not make any amendment to the charter of the body corporate other than an amendment required to conform to this Act.

  • Marginal note:Financial institutions

    (4.2) For the purposes of this section, every body corporate that is incorporated or continued under an Act of Parliament and to which the Bank Act, the Cooperative Credit Associations Act, the Insurance Companies Act or the Trust and Loan Companies Act applies is deemed to be incorporated or continued by or under an Act of Parliament other than this Act or a special Act.

  • Marginal note:No dissent

    (5) A shareholder is not entitled to dissent under section 190 in respect of an amendment made under subsection (2), (2.1), (3), (4) or (4.1).

  • Marginal note:Discretionary continuance

    (6) The Governor in Council may, by order, require that a body corporate incorporated by or under an Act of Parliament to which Part I or II of the Canada Corporations Act, chapter C-32 of the Revised Statutes of Canada, 1970, does not apply, apply for a certificate of continuance under section 187 within any period that may be prescribed except for the following:

  • Marginal note:Discretionary continuance — Canada Corporations Act

    (7) A body corporate to which Part IV of the Canada Corporations Act, chapter C-32 of the Revised Statutes of Canada, 1970, applies, other than a body corporate that carries on a business referred to in any of paragraphs (6)(a.1) to (c), may apply for a certificate of continuance under section 187.

R.S., c. C-3Canada Deposit Insurance Corporation Act

402. Subsection 6(3) of the Canada Deposit Insurance Corporation Act is amended by adding the word “or” at the end of paragraph (b), by striking out the word “or” at the end of paragraph (c) and by repealing paragraph (d).

Marginal note:R.S., c. 18 (3rd Supp.), s. 52(1)

  • 403. (1) Subsections 14(1) and (2) of the Act are replaced by the following:

    Marginal note:Obligation regarding insured amount

    • 14. (1) As soon as possible after the Corporation is obliged to make payment in respect of a deposit insured by deposit insurance, it shall make available to the person that in its opinion appears to be entitled to be paid in respect of the deposit an amount of money equal to so much of the person’s deposit as is insured by the Corporation.

    • Marginal note:How amount to be made available

      (1.1) The amount is to be made available by making a monetary payment to the person or a deposit to the credit of the person at another member institution, whether or not the person has an account at that institution. The Corporation may make the amount available in more than one instalment if, in its opinion, it is appropriate to do so.

    • Marginal note:Obligatory payment

      (2) The Corporation shall, in the manner described in subsection (1.1), make payment in respect of any deposit insured by deposit insurance if a winding-up order has been made in respect of the member institution that holds the deposit.

  • Marginal note:R.S., c. 18 (3rd Supp.), s. 52(1)

    (2) The portion of subsection 14(2.1) of the Act before paragraph (a) is replaced by the following:

    • Marginal note:Discretionary payment

      (2.1) The Corporation may, in the manner described in subsection (1.1), make payment in respect of any deposit insured by deposit insurance if

Marginal note:R.S., c. 18 (3rd Supp.), s. 54; 2005, c. 30, s. 104(1)

404. Section 17 of the Act is replaced by the following:

Marginal note:Insurance of federal institutions

  • 17. (1) The Corporation shall, in the manner and to the extent provided in this Act and the by-laws, insure the deposits held by a federal institution in respect of which an order approving the commencement and carrying on of business has been made by the Superintendent unless

    • (a) that order prohibits the institution from accepting deposits in Canada;

    • (b) that order authorizes the institution to accept deposits in Canada solely in accordance with subsection 413(3) of the Bank Act, subsection 378.1(2) of the Cooperative Credit Associations Act or subsection 413(2) of the Trust and Loan Companies Act;

    • (c) the institution has been authorized under section 26.03 to accept deposits payable in Canada while no longer being a member institution; or

    • (d) the institution’s policy of deposit insurance has been terminated under section 31 or cancelled under section 33.

  • Marginal note:Effect of amendment to order

    (2) If the order approving the commencement and carrying on of business by a federal institution is at any time amended so as to not contain the prohibition or restriction referred to in paragraphs (1)(a) and (b), respectively,

    • (a) on the day on which the amendment takes effect, any authorization under section 26.03 that permits the institution to accept deposits payable in Canada while no longer being a member institution is revoked;

    • (b) on the day on which the amendment takes effect, any existing cancellation of the institution’s policy of deposit insurance under paragraph 33(1)(b) or subsection 33(2) is revoked; and

    • (c) as of the day on which the amendment takes effect, the Corporation shall insure the deposits held by the institution under subsection (1).

  • Marginal note:Exception

    (3) Subsection (2) does not apply in respect of a federal institution whose policy of deposit insurance has been terminated under section 31 or cancelled under paragraph 33(1)(a).

  • Marginal note:Notice to Corporation

    (4) The Superintendent shall notify the Corporation of

    • (a) every application to incorporate a federal institution, or to continue a corporation as a federal institution, in respect of which the Superintendent is likely to make an order approving the commencement and carrying on of business that does not contain the prohibition or restriction referred to in paragraphs (1)(a) and (b), respectively; and

    • (b) every application by a federal institution to have its order approving the commencement and carrying on of business amended so as to not contain the prohibition or restriction referred to in paragraphs (1)(a) and (b), respectively.

Marginal note:Insurance of provincial institutions

17.1 On the application of a provincial institution, the Corporation may insure the deposits held by the institution in the manner and to the extent provided in this Act and the by-laws, if

  • (a) the Corporation approves the institution for deposit insurance;

  • (b) the institution is authorized by the province of its incorporation to apply for deposit insurance;

  • (c) the institution agrees, in carrying on its business, not to exercise powers substantially different from the powers exercisable by a company to which the Trust and Loan Companies Act applies; and

  • (d) the Corporation is satisfied that at all times the Corporation will have adequate access to information regarding the institution.

Marginal note:Policy of deposit insurance

17.2 Every member institution is deemed to have obtained a policy of deposit insurance on the day on which it became a member institution.

Marginal note:1992, c. 26, s. 7

405. Subsections 18(3) and (4) of the Act are replaced by the following:

  • Marginal note:Contents of policy

    (3) The policy of deposit insurance shall consist of the provisions that may be prescribed by the by-laws.

  • Marginal note:Policies deemed to be amended

    (4) If a by-law respecting the content of the policy of deposit insurance is amended, or revoked and replaced, every policy of deposit insurance is deemed to be amended or replaced accordingly.

Marginal note:1996, c. 6, s. 27

406. Subsection 21(5) of the Act is replaced by the following:

  • Marginal note:Calculation of deposits

    (5) For the purposes of this section, a member institution may use any method approved by the Corporation to determine or estimate the aggregate amount of its deposits that are considered to be insured by the Corporation.

Marginal note:R.S., c. 18 (3rd Supp.), s. 58

407. Subsection 23(2) of the Act is replaced by the following:

  • Marginal note:Payment of first premium

    (2) Despite subsection 22(2), the premium payable by a member institution under subsection (1) must be paid to the Corporation, without interest, within 30 days after the end of the month in which the member institution becomes a member institution.

Marginal note:R.S., c. 18 (3rd Supp.), s. 59

408. Paragraph 25.1(1)(b) of the Act is replaced by the following:

  • (b) giving the member institution an opportunity to make written representations,

Marginal note:1997, c. 15, s. 114

409. The heading before section 26.01 of the Act is replaced by the following:

FEDERAL INSTITUTIONS WITHOUT DEPOSIT INSURANCE
Marginal note:1997, c. 15, s. 114

410. Section 26.02 of the Act is replaced by the following:

Marginal note:Application

26.02 If a federal member institution intends to accept deposits payable in Canada while no longer being a member institution, it must apply to the Corporation for an authorization to do so. The application must be in a form that is acceptable to the Corporation and must contain the information that the Corporation may require.

Marginal note:1997, c. 15, s. 114; 1999, c. 28, s. 102

411. Paragraphs 26.03(1)(b) to (e) of the Act are replaced by the following:

  • (b) the sum of all the deposits held by the federal member institution that are less than $150,000 and payable in Canada is less than one per cent of the sum of all the deposits held by the institution that are payable in Canada;

  • (c) the institution has informed all its depositors, in accordance with any rules that may be prescribed by the by-laws,

    • (i) that the institution has applied to become authorized to accept deposits while no longer being a member institution,

    • (ii) that after the institution receives that authorization, no deposit with the institution will be insured in whole or in part by the Corporation, and

    • (iii) that the institution’s obligation to repay the deposit to the depositor will be assumed by a member institution if an option referred to in subparagraph (d)(i) or (ii) is not exercised;

  • (d) in respect of each deposit that is held by the institution, the institution has

    • (i) obtained from the depositor an acknowledgement in writing that the deposit will no longer be insured in whole or in part by the Corporation after the institution receives authorization to accept deposits without being a member institution,

    • (ii) at the request in writing of the depositor, paid to the depositor the principal amount of the deposit and interest determined in accordance with rules prescribed by the by-laws and has not charged any fee or penalty in connection with the payment, or

    • (iii) obtained from a member institution an agreement in writing to assume the institution’s liability in relation to the deposit on the same terms and conditions; and

  • (e) the institution has paid to the Corporation a fee determined in accordance with rules prescribed by the by-laws.

Marginal note:1997, c. 15, s. 114

  • 412. (1) Subsection 26.04(1) of the Act is replaced by the following:

    Marginal note:Minister and Superintendent to be informed

    • 26.04 (1) Before giving an authorization under subsection 26.03(1), the Corporation must inform the Minister and the Superintendent that it proposes to give the authorization.

  • Marginal note:1999, c. 28, s. 103

    (2) Subsection 26.04(3) of the Act is replaced by the following:

    • Marginal note:Authorization after 30 days

      (3) If the Minister does not issue that direction within those 30 days, the Corporation may then give the authorization under subsection 26.03(1). The giving of the authorization cancels the policy of deposit insurance of the federal member institution to which the authorization is given.

    • Marginal note:Amendment of order

      (4) If the Corporation gives the authorization under subsection 26.03(1), the Superintendent must, under paragraph 54(1)(a) of the Bank Act, paragraph 62(1)(a) of the Cooperative Credit Associations Act or paragraph 58(1)(b) of the Trust and Loan Companies Act, as the case may be, amend the federal member institution’s order approving the commencement and carrying on of business accordingly.

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