(i) implementing the procedures referred to in paragraph (b), and

      (ii) receiving and dealing with complaints made by a customer or member of the company or society about the collection, retention, use or disclosure of information about the customer or member;

    (e) requiring a company or society to report information relating to

      (i) complaints made by customers or members of the company or society about the collection, retention, use or disclosure of information, and

      (ii) the actions taken by the company or society to deal with the complaints; and

    (f) defining ``information'', ``collection'' and ``retention'' for the purposes of paragraphs (a) to (e) and the regulations made under those paragraphs.

264. (1) Subparagraphs (a)(iv) and (v) of the definition ``commercial loan'' in subsection 490(1) of the Act are replaced by the following:

        (iv) a loan that is secured by a mortgage on real property, where

          (A) the mortgage is on residential property and the amount of the loan, together with the amount then outstanding of any mortgage having an equal or prior claim against the property, does not exceed 75% of the value of the property at the time the loan is made or acquired , or

          (B) the mortgage is on real property other than residential property and

            (I) the amount of the loan, together with the amount then outstanding of any mortgage having an equal or prior claim against the property, does not exceed 75% of the value of the property at the time the loan is made or acquired , and

            (II) at the time the loan is made or acquired , the property provides an annual income sufficient to pay all annual expenses related to the property, including the payments owing under the mortgage and the mortgages having an equal or prior claim against the property,

        (v) a loan that is secured by a mortgage on real property, where

          (A) the mortgage is on residential property and

            (I) the amount of the loan, together with the amount then outstanding of any mortgage having an equal or prior claim against the property, exceeds 75% of the value of the property at the time the loan is made or acquired, and

            (II) repayment of the amount of the loan that exceeds 75% of the value of the property is guaranteed or insured by a government agency or private insurer approved by the Superintendent,

          (B) the mortgage is on real property other than residential property and

            (I) the amount of the loan, together with the amount then outstanding of any mortgage having an equal or prior claim against the property, exceeds 75% of the value of the property at the time the loan is made or acquired,

            (II) repayment of the amount of the loan that exceeds 75% of the value of the property is guaranteed or insured by a government agency or private insurer approved by the Superintendent, and

            (III) at the time the loan is made or acquired, the property provides an annual income sufficient to pay all annual expenses related to the property, including the payments owing under the mortgage and the mortgages having an equal or prior claim against the property, or

          (C) the loan is one referred to in paragraph 469(2)(d).

(2) Paragraph (b) of the definition ``commercial loan'' in subsection 490(1) of the Act is amended by striking out the word ``or'' at the end of subparagraph (iii), by replacing the word ``and'' at the end of subparagraph (iv) with the word ``or'' and by adding the following after subparagraph (iv):

        (v) debt obligations of an entity controlled by the company, and

(3) Subparagraphs (c)(i) and (ii) of the definition ``commercial loan'' in subsection 490(1) of the Act are replaced by the following:

        (i) shares or ownership interests that are widely distributed, as that expression is defined by the regulations,

        (ii) shares or ownership interests of an entity controlled by the company, or

        (iii) participating shares;

(4) Paragraphs (b) and (c) of the definition ``information services corporation'' in subsection 490(1) of the Act are replaced by the following:

      (b) providing advisory or other services in the design, development or implementation of information management systems, or

      (c) designing, developing or marketing computer software,

(5) The portion of the definition ``special purpose computer hardware'' in subsection 490(1) of the Act before paragraph (a) is replaced by the following:

``special purpose computer hardware''
« matériel informatique spécial »

``special purpose computer hardware'' means computer equipment that is integral to the provision of

265. (1) Subsection 493(1) of the Act is replaced by the following:

Restriction on substantial investments

493. (1) Subject to subsections (2), (3) and (3.1) , no company shall acquire or increase a substantial investment in any entity other than an entity referred to in section 495 or 496.

(2) Paragraph 493(2)(b) of the Act is replaced by the following:

    (b) an acquisition of shares or ownership interests in the entity by

      (i) a financial institution or specialized financing corporation that is controlled by the company, or

      (ii) an entity controlled by a financial institution or specialized financing corporation that is controlled by the company.

(3) The portion of subsection 493(3) of the Act before paragraph (a) is replaced by the following:

Exception: temporary investments, realizations and loan workouts

(3) A company may acquire or increase a substantial investment in an entity by way of

(4) Section 493 of the Act is amended by adding the following after subsection (3):

Exception: life companies

(3.1) A life company may acquire or increase a substantial investment in an entity as permitted by subsection 441(1.1).

266. (1) Paragraph 495(1)(h) of the Act is replaced by the following:

    (h) a financial holding corporation that does not have a substantial investment in any entity other than in

      (i) a body corporate referred to in this subsection, or

      (ii) any other entity in which a financial institution controlled by the financial holding corporation has a substantial investment;

(2) Paragraph 495(2)(e) of the Act is replaced by the following:

    (e) a financial holding corporation that does not have a substantial investment in any entity other than in

      (i) a body corporate referred to in this subsection or subsection (1),

      (ii) a real property holding vehicle referred to in subsection (3), or

      (iii) any other entity in which a financial institution or specialized financing corporation controlled by the financial holding corporation has a substantial investment ; or

(3) Section 495 of the Act is amended by adding the following after subsection (2):

Other permitted substantial investments

(2.1) Subject to Part XI and any terms and conditions that may be imposed by the Minister, a company may, with the approval of the Minister, acquire or increase a substantial investment in an entity that is not a body corporate if the activities of the entity are the same as or substantially similar to those of a body corporate referred to in any of paragraphs (1)(b) to (j).

Other permitted substantial investments for life companies

(2.2) Subject to Part XI and any terms and conditions that may be imposed by the Minister, a life company may, with the approval of the Minister, acquire or increase a substantial investment in an entity that is not a body corporate where the activities of the entity are the same as or substantially similar to those of a body corporate referred to in any of paragraphs (2)(a) to (f).

Exception

(2.3) Subsection (2.2) does not apply to the acquisition or increase of a substantial investment in a real property holding vehicle.

(4) Subsection 495(4) of the Act is amended by striking out the word ``and'' at the end of paragraph (a) and by adding the following after paragraph (a):

    (a.1) in the case of a body corporate referred to in paragraph (1)(j) or (2)(f) that carries on one or more of the businesses or activities engaged in or carried on by bodies corporate referred to in any of paragraphs (1)(h) and (2)(a), (b), (d) and (e), the company controls the body corporate or would thereby acquire control of the body corporate;

(5) Subsection 495(4) of the Act is amended by adding the word ``and'' at the end of paragraph (b) and by adding the following after paragraph (b):

    (c) in the case of a body corporate referred to in paragraph (1)(j) or (2)(f) that carries on one or more of the businesses or activities engaged in or carried on by bodies corporate referred to in any of paragraphs (1)(b) and (i) and (2)(d), the company obtains the prior written approval of the Minister on the recommendation of the Superintendent.

(6) Subsections 495(5) to (7) of the Act are replaced by the following:

Control not required

(5) Notwithstanding paragraphs (4)(a) and (a.1) , a company need not control a foreign institution or other body corporate incorporated elsewhere than in Canada in which it has a substantial investment, and that it would otherwise be required by one of those paragraphs to control, if the laws or customary business practices of the country under the laws of which the foreign institution or body corporate was incorporated do not permit the company to control the foreign institution or body corporate.

Approval for indirect investments

(6) For the purposes of paragraphs (4)(b) and (c), where a company obtains the prior written approval of the Minister for the company to acquire or increase a substantial investment in a financial institution or a specialized financing corporation and through that acquisition or increase the company indirectly acquires or increases a substantial investment in another body corporate referred to in any of paragraphs (1)(b) and (i) and (2)(d), and that indirect acquisition or increase is disclosed in writing to the Minister before that approval is obtained, the company is deemed to have obtained the prior written approval of the Minister for that indirect acquisition or increase.

Acquisition of legal control without control in fact

(6.1) A company shall not, without the prior written approval of the Minister, acquire control of a body corporate, as authorized by subparagraph (4)(a)(i), unless it also acquires control of the body corporate within the meaning of paragraph 3(1)(d).

Giving up control in fact

(6.2) A company that acquires control of a body corporate, as authorized by subparagraph (4)(a)(i), shall not, without the prior written approval of the Minister, give up control of the body corporate within the meaning of paragraph 3(1)(d) while continuing to control the body corporate.

Giving up of control

(7) A company that controls a body corporate referred to in paragraph (4)(a) may give up control of the body corporate and keep a substantial investment in the body corporate if

    (a) the company is permitted to do so by regulations made under paragraph 501(b); and

    (b) the company has the prior written approval of the Superintendent.

267. (1) The portion of subsection 499(1) of the Act after paragraph (d) is replaced by the following:

but the company shall, within five years after acquiring the shares or ownership interests, do all things necessary to ensure that the company does not have a substantial investment in any entity referred to in paragraphs (a) to (d).

(2) Subsections 499(2) and (3) of the Act are replaced by the following:

Transitional

(2) Notwithstanding subsection (1), where on September 27, 1990 a former-Act company had an investment in an entity that is a substantial investment within the meaning of section 10 and the company later increases that substantial investment by way of an investment made under subsection (1), the company shall, within five years after increasing the substantial investment, do all things necessary to ensure that its substantial investment in the entity is no greater than it was on September 27, 1990.

Extension

(3) The Superintendent may, in the case of any particular company, extend the period of five years referred to in subsections (1) and (2) for any further period or periods, and on any terms and conditions, that the Superintendent considers necessary.

(3) Section 499 of the Act is amended by adding the following after subsection (5):

Exception

(6) Where under subsection (1) a company acquires a substantial investment in an entity that it would otherwise be permitted to acquire or increase under section 495, the company may continue to hold the substantial investment if the approval in writing of the Minister is obtained before the end of the period referred to in subsection (1) or (2), including any extension of it granted under subsection (3).

268. Subsections 500(2) to (4) of the Act are replaced by the following:

Disposition

(2) Subject to subsection 77(2), where a company acquires a substantial investment in an entity by way of the realization of a security interest held by the company, the company shall, within five years after the day on which the substantial investment is acquired, do all things necessary to ensure that the company no longer has a substantial investment in the entity.

Transitional

(3) Notwithstanding subsection (2), where on September 27, 1990 a former-Act company had an investment in an entity that is a substantial investment within the meaning of section 10 and the company later increases that substantial investment by way of the realization of a security interest under subsection (1), the company shall, within five years after increasing the substantial investment, do all things necessary to ensure that its substantial investment in the entity is no greater than it was on September 27, 1990.

Extension

(4) The Superintendent may, in the case of any particular company, extend the period of five years referred to in subsections (2) and (3) for any further period or periods, and on any terms and conditions, that the Superintendent considers necessary.

269. (1) Paragraph 501(a) of the English version of the Act is replaced by the following:

    (a) for the purposes of subsection 495(4), permitting the acquisition or increase of substantial investments;

(2) Paragraph 501(b) of the Act is replaced by the following:

    (b) for the purposes of subsection 495(7), permitting a company to give up control of a body corporate ; and

270. (1) Paragraph 502(1)(b) of the Act is replaced by the following:

    (b) for a period of five years after the day on which the loan, investment or interest was acquired, in the case of a loan, investment or interest, other than an interest in real property.

(2) Subsection 502(3) of the Act is replaced by the following:

Exception

(3) Subsection (1) does not apply to an investment or interest described in that subsection if the investment or interest is defined by a regulation made under section 507 to be an interest in real property and

    (a) the company or the subsidiary acquired the investment or interest as a result of the realization of a security interest securing a loan that was defined by a regulation made under section 507 to be an interest in real property; or