Insurance Companies Act

Marginal note:Stated capital account

• 749 (1) An insurance holding company shall maintain a separate stated capital account for each class and series of shares it issues.

• Marginal note:Addition to stated capital account

  (2) An insurance holding company shall record in the appropriate stated capital account the full amount of any consideration it receives for any shares it issues.

• Marginal note:Exception

  (3) Despite subsection (2), an insurance holding company may record in the appropriate stated capital account part of the amount of any consideration it receives for shares it issues

  • (a) in exchange for

    • (i) property of a person who immediately before the exchange did not deal with the insurance holding company at arm’s length within the meaning of the Income Tax Act, or

    • (ii) shares of a body corporate that immediately before the exchange, or because of the exchange, did not deal with the insurance holding company at arm’s length within the meaning of the Income Tax Act; or

  • (b) under an agreement referred to in subsection 858(1) to shareholders of an amalgamating body corporate who receive the shares in addition to or instead of securities of the amalgamated insurance holding company.

• Marginal note:Limit on addition to a stated capital account

  (4) On the issuance of a share, an insurance holding company shall not add to the stated capital account in respect of the share an amount greater than the amount of the consideration it receives for the share.

• Marginal note:Constraint on addition to a stated capital account

  (5) Where an insurance holding company that has issued any outstanding shares of more than one class or series proposes to add to a stated capital account that it maintains in respect of a class or series of shares an amount that was not received by the insurance holding company as consideration for the issue of shares, the addition must be approved by special resolution unless all the issued and outstanding shares are of not more than two classes of convertible shares referred to in subsection 759(4).