Option
holders
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818. A person requiring a bank holding
company to supply a basic list or a
supplemental list of shareholders may also
require the bank holding company to include
in that list the name and address of any known
holder of an option or right to acquire shares
of the bank holding company.
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Use of
shareholder
list
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819. A list of shareholders obtained under
section 817 shall not be used by any person
except in connection with
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Form of
records
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820. (1) A register or other record required
or authorized by this Part to be prepared and
maintained by a bank holding company
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Conversion of
records
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(2) Registers and records maintained in one
form may be converted to any other form.
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Destruction of
converted
records
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(3) Notwithstanding section 823, a bank
holding company may destroy any register or
other record referred to in subsection (1) at any
time after the register or other record has been
converted to another form.
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Protection of
records
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821. A bank holding company and its agents
shall take reasonable precautions to
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the registers and records required or
authorized by this Part to be prepared and
maintained.
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Location and
processing of
information
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822. (1) Subject to subsection (3), a bank
holding company shall maintain and process
in Canada any information or data relating to
the preparation and maintenance of the
records referred to in section 815 unless the
Superintendent has, subject to such terms and
conditions as the Superintendent considers
appropriate, exempted the bank holding
company from the application of this section.
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Copies
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(2) Subject to subsections (3) and (4), a
bank holding company may maintain copies
of the records referred to in subsection (1)
outside Canada and may further process
outside Canada any information or data
relating to those copies.
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Information
for
Superinten- dent
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(3) Where a bank holding company, in
accordance with subsection (2), maintains
outside Canada copies of any records referred
to in subsection (1) or further processes
information or data relating to those copies
outside Canada, the bank holding company
shall so inform the Superintendent and
provide the Superintendent with a list of those
copies maintained outside Canada and a
description of the further processing of
information or data relating to those copies
outside Canada and such other information as
the Superintendent may require from time to
time.
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Processing
information in
Canada
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(4) If the Superintendent is at any time of
the opinion that the maintenance outside
Canada of any copies referred to in subsection
(3), or the further processing of information or
data relating to any such copies outside
Canada, is incompatible with the fulfilment of
the Superintendent's responsibilities under
this Part or the Superintendent is advised by
the Minister that, in the opinion of the
Minister, such maintenance or further
processing is not in the national interest, the
Superintendent shall direct the bank holding
company to maintain those copies, or to
further process information or data relating to
those copies, in Canada.
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Bank holding
company to
comply
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(5) A bank holding company shall forthwith
comply with any direction issued under
subsection (4).
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Guidelines
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(6) The Superintendent shall issue
guidelines respecting the circumstances under
which an exemption referred to in subsection
(1) may be available.
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Retention of
records
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823. A bank holding company shall retain
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Regulations
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824. The Governor in Council may make
regulations respecting the records, papers and
documents to be retained by a bank holding
company and the length of time those records,
papers and documents are to be retained.
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Securities Registers
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Central
securities
register
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825. (1) A bank holding company shall
maintain a central securities register in which
it shall record the securities, within the
meaning of section 81, issued by it in
registered form, showing in respect of each
class or series of securities
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Existing and
continued
bank holding
companies
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(2) For the purposes of subsection (1),
``central securities register'' includes similar
registers required by law to be maintained by
a body corporate continued, or amalgamated
and continued, as a bank holding company
under this Part before the continuance, or
amalgamation, as the case may be.
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Application of
certain
provisions
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(3) Subsections 816(4) and (6) and sections
817 and 819 to 822 apply, with such
modifications as the circumstances require, in
respect of a central securities register.
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Branch
registers
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826. A bank holding company may
establish as many branch securities registers
as it considers necessary.
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Agents
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827. A bank holding company may appoint
an agent to maintain its central securities
register and each of its branch securities
registers.
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Location of
central
securities
register
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828. (1) The central securities register of a
bank holding company shall be maintained by
the bank holding company at its head office or
at any other place in Canada designated by the
directors of the bank holding company.
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Location of
branch
securities
register
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(2) A branch securities register of a bank
holding company may be kept at any place in
or outside Canada designated by the directors
of the bank holding company.
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Effect of
registration
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829. Registration of the issue or transfer of
a security in the central securities register or in
a branch securities register is complete and
valid registration for all purposes.
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Particulars in
branch
register
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830. (1) A branch securities register shall
only contain particulars of the securities
issued or transferred at the branch for which
that register is established.
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Particulars in
central
register
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(2) Particulars of each issue or transfer of a
security registered in a branch securities
register of a bank holding company shall also
be kept in the central securities register of the
bank holding company.
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Destruction of
certificates
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831. A bank holding company, its agent or
a trustee within the meaning of section 294 is
not required to produce
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Corporate Name and Seal
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Publication of
name
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832. A bank holding company shall set out
its name in legible characters in all contracts,
invoices, negotiable instruments and other
documents evidencing rights or obligations
with respect to other parties that are issued or
made by or on behalf of the bank holding
company.
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Corporate seal
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833. An instrument or agreement executed
on behalf of a bank holding company by a
director, an officer or an agent of the bank
holding company is not invalid merely
because a corporate seal is not affixed thereto.
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Insiders
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Sections 265
to 272 apply
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834. Sections 265 to 272 apply in respect of
bank holding companies, subject to the
following:
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Prospectus
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Sections 273
to 282 apply
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835. Sections 273 to 282 apply in respect of
bank holding companies, subject to the
following:
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Compulsory Acquisitions
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Sections 283
to 292 apply
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836. Sections 283 to 292 apply in respect of
bank holding companies, subject to the
following:
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Recovery
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837. If at any time a person establishes an
entitlement to any moneys paid to the
Receiver General under subsection 291(4),
the Receiver General shall pay an equivalent
amount to that person out of the Consolidated
Revenue Fund.
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Trust Indentures
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Sections 294
to 306 apply
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838. Sections 294 to 306 apply in respect to
bank holding companies, subject to the
following:
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Financial Statements and Auditor
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Annual Financial Statement
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Financial year
of bank
holding
company
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839. (1) The financial year of a bank
holding company ends, at the election of the
bank holding company in its by-laws, on the
expiration of the thirty-first day of October of
each year or the thirty-first day of December
of each year.
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First financial
year
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(2) If, in any year, a bank holding company
comes into existence after the first day of July,
its first financial year ends, at its election in its
by-laws, on the expiration of the thirty-first
day of October or the thirty-first day of
December in the next calendar year.
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Annual
financial
statement
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840. (1) The directors of a bank holding
company shall place before the shareholders
at every annual meeting
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Contents of
annual
statement
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(2) An annual statement of a bank holding
company must contain, with respect to each of
the financial years to which it relates,
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showing such information and particulars as
in the opinion of the directors are necessary to
present fairly, in accordance with the
accounting principles referred to in subsection
(4), the financial position of the bank holding
company as at the end of the financial year to
which it relates and the results of the
operations and changes in the financial
position of the bank holding company for that
financial year.
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Additional
information
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(3) A bank holding company shall include
with its annual statement
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Accounting
principles
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(4) The financial statements referred to in
subsection (1), paragraph (3)(b) and
subsection 842(1) shall, except as otherwise
specified by the Superintendent, be prepared
in accordance with generally accepted
accounting principles, the primary source of
which is the Handbook of the Canadian
Institute of Chartered Accountants. A
reference in any provision of this Act to the
accounting principles referred to in this
subsection shall be construed as a reference to
those generally accepted accounting
principles with any specifications so made.
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