Financial System Review Act (S.C. 2012, c. 5)
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Assented to 2012-03-29
PART 21991, c. 48COOPERATIVE CREDIT ASSOCIATIONS ACT
Marginal note:2007, c. 6, s. 184
121. Subsection 461.2(1) of the Act is replaced by the following:
Marginal note:Application for certain approvals
461.2 (1) An application for the prior written approval of the Minister in respect of paragraph 376(1)(g) or (h) or 390(5)(b.1), (c), (d) or (d.1) must be filed with the Superintendent and contain the information, material and evidence that the Superintendent may require.
PART 31991, c. 47INSURANCE COMPANIES ACT
Marginal note:2001, c. 9, s. 345(5)
122. The definition “consumer provision” in subsection 2(1) of the Insurance Companies Act is replaced by the following:
“consumer provision”
« disposition visant les consommateurs »
“consumer provision” means a provision referred to in paragraph (c) or (c.1) of the definition “consumer provision” in section 2 of the Financial Consumer Agency of Canada Act;
Marginal note:2007, c. 6, s. 189
123. Section 21 of the Act is replaced by the following:
Marginal note:Sunset provision
21. (1) Subject to subsections (2) and (4), companies and societies shall not carry on business, and foreign companies shall not carry on business in Canada, after the day that is the fifth anniversary of the day on which this section comes into force.
Marginal note:Extension
(2) The Governor in Council may, by order, extend by up to six months the time during which companies and societies may continue to carry on business and foreign companies may continue to carry on business in Canada. No more than one order may be made under this subsection.
Marginal note:Order not a regulation
(3) The order is not a regulation for the purposes of the Statutory Instruments Act. However, it shall be published in Part II of the Canada Gazette.
Marginal note:Exception
(4) If Parliament dissolves on the fifth anniversary of the day on which this section comes into force, on any day within the six-month period before that anniversary or on any day within an extension under subsection (2), companies and societies may continue to carry on business, and foreign companies may continue to carry on business in Canada, until the end of 180 days after the first day of the first session of the next Parliament.
124. Subsection 64(3) of the Act is repealed.
125. The Act is amended by adding the following after section 76.1:
Marginal note:Mutual fund entity’s or closed-end fund’s holding in company
76.2 If a mutual fund entity, as defined in subsection 490(1), or a closed-end fund, as defined in that subsection, becomes a subsidiary of a company by reason of the company investing, in the entity or fund, assets of a fund maintained by the company as required by paragraph 451(b), the company may permit the entity or fund to hold shares of the company, or shares or ownership interests of an entity that controls the company, as long as the assets of the mutual fund entity or closed-end fund reflect the securities upon which a generally recognized market index is based and the weighting of those securities in that index.
Marginal note:1997, c. 15, s. 239(1)
126. Subsection 383(2) of the Act is replaced by the following:
Marginal note:Conditional approval
(2) If the Minister is satisfied on the basis of an application made under section 382 that the circumstances warrant the voluntary liquidation and dissolution of a company, the Minister may, by order, approve the application.
127. Subsection 428(2) of the Act is replaced by the following:
Marginal note:Exception
(2) Despite subsection (1), a company may record in its securities register a transfer or issue of any share of the company to a foreign institution that is controlled by the government of a foreign country or any political subdivision of a foreign country, or by any agent or agency of a foreign government, if the share that is transferred or issued is beneficially owned by the foreign institution or by an entity controlled by the foreign institution.
128. Section 430 of the Act is amended by adding the following after subsection (2):
Marginal note:Exception
(2.1) Subsection (2) does not apply to a foreign institution that is controlled by the government of a foreign country or any political subdivision of a foreign country, or by any agent or agency of a foreign government, if the shares referred to in subsection (2) are beneficially owned by the foreign institution or by an entity controlled by the foreign institution.
Marginal note:2007, c. 6, s. 223
129. (1) Paragraph 461(a) of the Act is replaced by the following:
(a) the aggregate of the amounts so paid or transferred in that financial year does not exceed the percentage of the portion of the profits of the participating account that is determined by the directors as the portion to be distributed for that financial year to the shareholders and participating policyholders, which percentage shall not exceed the percentage that is calculated in accordance with the regulations;
(2) Section 461 of the Act is renumbered as subsection 461(1) and is amended by adding the following:
Marginal note:Regulations
(2) The Governor in Council may make regulations respecting the manner of calculating the percentage for the purposes of paragraph (1)(a).
Marginal note:2005, c. 54, s. 297
130. Subsection 464.1(2) of the Act is replaced by the following:
Marginal note:Information to policyholder
(2) A company that made changes in respect of its adjustable policies during the preceding 12 months shall within the prescribed period send the prescribed information to the policyholder, if the adjustable policy was issued in Canada or if it confers voting rights.
Marginal note:2009, c. 2, s. 283
131. Paragraph 469.1(3)(b) of the English version of the Act is replaced by the following:
(b) the time and place at which, the form and manner in which and the persons to whom information is to be disclosed; and
Marginal note:1997, c. 15, s. 256
132. Subsection 480(1) of the Act is replaced by the following:
Marginal note:Disclosing borrowing costs — loans
480. (1) A company shall not make a loan to a natural person that is repayable in Canada unless the cost of borrowing, as calculated and expressed in accordance with section 481, and other prescribed information have been disclosed by the company to the borrower at the prescribed time and place and in the prescribed form and manner.
Marginal note:1997, c. 15, s. 257(2)
133. (1) Paragraph 482(1)(c) of the Act is replaced by the following:
(c) at the prescribed time and place and in the prescribed form and manner, any prescribed changes respecting the cost of borrowing or the loan agreement;
Marginal note:1997, c. 15, s. 257(2)
(2) Paragraph 482(1)(e) of the Act is replaced by the following:
(e) any other prescribed information, at the prescribed time and place and in the prescribed form and manner.
Marginal note:1997, c. 15, s. 257(3)
(3) Subsection 482(1.1) of the Act is replaced by the following:
Marginal note:Disclosure in credit card applications
(1.1) A company shall, in accordance with the regulations, at the prescribed time and place and in the prescribed form and manner, provide prescribed information in any application forms or related documents that it prepares for the issuance of credit, payment or charge cards and provide prescribed information to any person applying to it for a credit, payment or charge card.
Marginal note:1997, c. 15, s. 257(3)
(4) Paragraphs 482(2)(d) and (e) of the Act are replaced by the following:
(d) at the prescribed time and place and in the prescribed form and manner, any prescribed changes respecting the cost of borrowing or the loan agreement; and
(e) any other prescribed information, at the prescribed time and place and in the prescribed form and manner.
Marginal note:1997, c. 15, s. 257(3)
(5) Paragraphs 482(3)(d) and (e) of the Act are replaced by the following:
(d) at the prescribed time and place and in the prescribed form and manner, any prescribed changes respecting the cost of borrowing under the arrangement; and
(e) any other prescribed information, at the prescribed time and place and in the prescribed form and manner.
Marginal note:1997, c. 15, s. 258; 2007, c. 6, s. 229(E)
134. Sections 482.1 to 484 of the Act are replaced by the following:
Marginal note:Renewal statement
482.1 If a company makes a loan in respect of which the disclosure requirements of section 480 apply and the loan is secured by a mortgage on real property, the company shall disclose to the borrower, at the prescribed time and place and in the prescribed form and manner, any information that is prescribed respecting the renewal of the loan.
Marginal note:Disclosure in advertising
483. No person shall authorize the publication, issue or appearance of any advertisement in Canada relating to arrangements referred to in subsection 482(3), loans, credit cards, payment cards or charge cards, offered to natural persons by a company, and purporting to disclose prescribed information about the cost of borrowing or about any other matter unless the advertisement discloses prescribed information at the prescribed time and place and in the prescribed form and manner.
Marginal note:Disclosing borrowing costs — advances
484. If regulations have been made respecting the manner in which the cost of borrowing is to be disclosed in respect of an advance on the security or against the cash surrender value of a policy, a company shall not make such an advance unless the cost of borrowing, as calculated and expressed in accordance with the regulations, has, at the prescribed time and place and in the prescribed form and manner, been disclosed by the company or otherwise as prescribed to the policyholder at or before the time when the advance is made.
Marginal note:1997, c. 15, s. 259
135. (1) The portion of paragraph 485(a) of the Act before subparagraph (i) is replaced by the following:
(a) respecting the time and place at which, and the form and manner in which, a company is to disclose to a borrower
Marginal note:1997, c. 15, s. 259
(2) Paragraph 485(g) of the Act is replaced by the following:
(g) respecting the time and place at which, and the form and manner in which, any rights, obligations, charges or penalties referred to in sections 479.1 to 484 are to be disclosed;
Marginal note:2001, c. 9, s. 424(1)
136. Subsection 487(1) of the Act is replaced by the following:
Marginal note:Information on contacting Agency
487. (1) A company shall, in accordance with the regulations, at the prescribed time and place and in the prescribed form and manner, provide a person requesting or receiving a product or service from it with prescribed information on how to contact the Agency if the person has a complaint about an arrangement referred to in subsection 482(3), a payment, credit or charge card, the disclosure of or manner of calculating the cost of borrowing in respect of a loan or an advance on the security or against the cash surrender value of a policy, or about any other obligation of the company under a consumer provision.
Marginal note:2009, c. 2, s. 284
137. Paragraph 488.1(b) of the Act is replaced by the following:
(b) the time and place at which and the form and manner in which any of those activities are to be carried out or any of those services are to be provided.
Marginal note:2001, c. 9, s. 425
138. (1) Subsections 489.1(2) and (3) of the Act are replaced by the following:
Marginal note:Filing
(2) A company shall, at the prescribed time and place and in the prescribed form and manner, file a copy of the statement with the Commissioner.
Marginal note:Provision of statement to public
(3) A company shall, at the prescribed time and place and in the prescribed form and manner, disclose the statement to its customers and to the public.
Marginal note:2001, c. 9, s. 425
(2) Paragraph 489.1(4)(a) of the Act is replaced by the following:
(a) the name, contents and form of a statement referred to in subsection (1) and the time and place at which and the manner in which it must be prepared;
Marginal note:2001, c. 9, s. 425
(3) Paragraphs 489.1(4)(c) and (d) of the Act are replaced by the following:
(c) the time and place at which and the form and manner in which a statement must be filed under subsection (2); and
(d) the time and place at which and the form and manner in which a statement mentioned in subsection (3) is to be disclosed, respectively, to a company’s customers and to the public.
Marginal note:2001, c. 9, s. 425
139. Paragraph 489.2(b) of the Act is replaced by the following:
(b) the time and place at which, the form and manner in which and the persons to whom information is to be disclosed; and
Marginal note:2007, c. 6, s. 235(3)
140. (1) Subsection 495(3.1) of the Act is replaced by the following:
Marginal note:Exception
(3.1) Despite paragraph (3)(a), a life company may acquire control of, or acquire or increase a substantial investment in, any entity that acts as a trustee for a trust if the entity has been permitted under the laws of a province to act as a trustee for a trust and the following conditions are satisfied:
(a) the entity acts as a trustee only with respect to a closed-end fund or mutual fund entity; and
(b) if the entity engages in other business, that business is limited to engaging in one or more of the following:
(i) the activities of a mutual fund distribution entity,
(ii) any activity that a company is permitted to engage in under subsection 441(1.1), and
(iii) the provision of investment counselling services and portfolio management services.
Marginal note:2007, c. 6, s. 235(5)
(2) Subsection 495(5.1) of the Act is replaced by the following:
Marginal note:Exception
(5.1) Despite paragraph (5)(a), a property and casualty company, or a marine company, may acquire control of, or acquire or increase a substantial investment in, any entity that acts as a trustee for a trust if the entity has been permitted under the laws of a province to act as a trustee for a trust and the following conditions are satisfied:
(a) the entity acts as a trustee only with respect to a closed-end fund or mutual fund entity; and
(b) if the entity engages in other business, that business is limited to engaging in one or more of the following:
(i) the activities of a mutual fund distribution entity, and
(ii) the provision of investment counselling services and portfolio management services.
(3) Subsection 495(7) of the Act is amended by adding the following after paragraph (b):
(b.1) acquire control of an entity referred to in paragraph (1)(j) if the company is a company with equity of two billion dollars or more and
A + B > C
where
- A
- is the value of the entity’s consolidated assets, as it would have been reported in the entity’s annual financial statements if those statements had been prepared immediately before the acquisition,
- B
- is the aggregate of the values of the consolidated assets of all other entities referred to in paragraph (1)(j) that the company has acquired control of within the preceding 12 months, as the value for each entity would have been reported in its annual financial statements if those statements had been prepared immediately before the acquisition of control of that entity, and
- C
- is 10% of the value of the company’s consolidated assets, as shown in the company’s last annual statement that was prepared before its first acquisition of control of an entity referred to in paragraph (1)(j) within the preceding 12 months;
(4) Section 495 of the Act is amended by adding the following after subsection (7):
Marginal note:Matters for consideration
(7.1) In addition to any matters or conditions provided for in this Act that are relevant to the granting of an approval, the Minister may, in considering whether to grant the approval under paragraph (7)(b.1), take into account all matters that he or she considers relevant in the circumstances, including
(a) the stability of the financial system in Canada; and
(b) the best interests of the financial system in Canada.
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