Extension
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(3) If general market conditions so warrant
and the Minister is satisfied that the person has
used the person's best efforts to be in
compliance with subsection (1) on the
required day, the Minister may specify a later
day as the day from and after which the person
must comply with that subsection.
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Obligation of
widely held
bank holding
company
|
879. (1) If a widely held bank holding
company with equity of five billion dollars or
more controls a bank and a person becomes a
major shareholder of the bank or of any entity
that also controls the bank, the widely held
bank holding company must do all things
necessary to ensure that, on the day that is one
year after the person became a major
shareholder of the bank or entity that controls
it,
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Exception
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(2) Subsection (1) does not apply in respect
of a bank with equity of less than two hundred
and fifty million dollars, or any other
prescribed amount.
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Extension
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(3) If general market conditions so warrant
and the Minister is satisfied that the widely
held bank holding company has used its best
efforts to be in compliance with subsection (1)
on the required day, the Minister may specify
a later day as the day from and after which it
must comply with that subsection.
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Obligation of
widely held
bank holding
company
|
879.1 (1) Despite subsection 879(1), if a
widely held bank holding company with
equity of five billion dollars or more controls
a bank in respect of which that subsection does
not apply by reason of subsection 879(2) and
the equity of the bank reaches two hundred
and fifty million dollars or more or any other
amount that is prescribed and on the day the
equity of the bank reaches two hundred and
fifty million dollars or more or the prescribed
amount, as the case may be, a person is a major
shareholder of the bank or of any entity that
also controls the bank, the widely held bank
holding company must do all things necessary
to ensure that, on the day that is three years
after that day,
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Extension
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(2) If general market conditions so warrant
and the Minister is satisfied that the widely
held bank holding company has used its best
efforts to be in compliance with subsection (1)
on the required day, the Minister may specify
a later day as the day from and after which it
must comply with that subsection.
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Prohibition
against
significant
interest
|
880. No person who has a significant
interest in any class of shares of a widely held
bank holding company with equity of five
billion dollars or more may have a significant
interest in any class of shares of a subsidiary
of the widely held bank holding company that
is a bank or a bank holding company.
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Prohibition
against
significant
interest
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881. No person who has a significant
interest in any class of shares of a bank holding
company may have a significant interest in
any class of shares of any widely held bank
with equity of five billion dollars or more, or
of any widely held bank holding company
with equity of five billion dollars or more, that
controls the bank holding company.
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Prohibition
against
control
|
882. (1) No person shall control, within the
meaning of paragraph 3(1)(d), a bank holding
company with equity of five billion dollars or
more.
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Exception -
widely held
bank
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(2) Subsection (1) does not apply if any of
subsections 876(2) to (6) applies in respect of
the person in respect of the bank holding
company.
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Restriction on
control
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883. No person shall, without the prior
approval of the Minister, acquire control,
within the meaning of paragraph 3(1)(d), of a
bank holding company with equity of less than
five billion dollars.
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Deeming
|
884. A bank holding company with equity
of less than five billion dollars that controls a
bank to which subsection 378(1) applies is
deemed, for the purposes of sections 156.09,
727, 876, 879, 880, 881, 882, 888 and 890,
subsection 891(2), section 893 and subsection
906(2), to be a bank holding company with
equity of five billion dollars or more.
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Prohibition
|
885. No person may control or be a major
shareholder of a bank holding company if the
person or an entity affiliated with the person
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Prohibition
|
886. No person who controls a bank holding
company or who is a major shareholder of a
bank holding company, and no entity
affiliated with that person, may
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Constraint on
registration
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887. No bank holding company shall,
unless the acquisition of the share has been
approved by the Minister, record in its
securities register a transfer or issue of any
share of the bank holding company to any
person or to any entity controlled by a person
if
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Exemption
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888. On application by a bank holding
company, other than a bank holding company
with equity of five billion dollars or more, the
Superintendent may exempt any class of
non-voting shares of the bank holding
company the aggregate book value of which is
not more than 30 per cent of the aggregate
book value of all the outstanding shares of the
bank holding company from the application of
sections 875 and 887.
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Exception for
small holdings
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889. Despite section 887, if, as a result of a
transfer or issue of shares of a class of shares
of a bank holding company to a person, the
total number of shares of that class registered
in the securities register of the bank holding
company in the name of that person would not
exceed five thousand and would not exceed
0.1 per cent of the outstanding shares of that
class, the bank holding company is entitled to
assume that no person is acquiring or
increasing a significant interest in that class of
shares of the bank holding company as a result
of that issue or transfer of shares.
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When
approval not
required
|
890. (1) Despite sections 875 and 887, the
approval of the Minister is not required in
respect of a bank holding company with
equity of less than five billion dollars if a
person with a significant interest in a class of
shares of the bank holding company, or an
entity controlled by a person with a significant
interest in a class of shares of the bank holding
company, purchases or otherwise acquires
shares of that class, or acquires control of any
entity that holds any share of that class, and the
number of shares of that class purchased or
otherwise acquired, or the acquisition of
control of the entity, as the case may be, would
not increase the significant interest of the
person in that class of shares of the bank
holding company to a percentage that is
greater than the percentage referred to in
subsection (2) or (3), whichever is applicable.
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Percentage
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(2) Subject to subsection (3) and for the
purpose of subsection (1), the percentage is 5
percentage points in excess of the significant
interest of the person in that class of shares of
the bank holding company on the day of the
most recent purchase or acquisition by the
person or any entity controlled by the person,
other than the entity referred to in subsection
(1), of shares of that class of shares of the bank
holding company, or of control of an entity
that held shares of that class of shares of the
bank holding company, for which approval
was given by the Minister.
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When
approval not
required
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(3) If a person has a significant interest in a
class of shares of a bank holding company and
the person's percentage of that class has
decreased after the date of the most recent
purchase or other acquisition by the person or
any entity controlled by the person, other than
the entity referred to in subsection (1), of
shares of that class of shares of the bank
holding company, or of control of an entity
that held shares of that class of shares of the
bank holding company, for which approval
was given by the Minister, the percentage for
the purposes of subsection (1) is the
percentage that is the lesser of
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Exception
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(4) Subsection (1) does not apply if the
purchase or other acquisition of shares or the
acquisition of control referred to in that
subsection would
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Regulations
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(5) The Governor in Council may make
regulations
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When
approval not
required
|
891. (1) Despite sections 875 and 887, the
approval of the Minister is not required if
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Exception
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(2) Paragraph (1)(a) does not apply in
respect of a bank holding company with
equity of five billion dollars or more.
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Pre-approval
|
892. For the purposes of sections 875 and
887, the Minister may approve
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Public
holding
requirement
|
893. (1) Every bank holding company with
equity of one billion dollars or more but less
than five billion dollars shall, from and after
the day determined under this section in
respect of that bank holding company, have,
and continue to have, voting shares that carry
at least 35 per cent of the voting rights
attached to all of the outstanding voting shares
of the bank holding company and that are
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Determina- tion of day
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(2) The day referred to in subsection (1) is
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Extension
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(3) If general market conditions so warrant
and the Minister is satisfied that a bank
holding company has used its best efforts to be
in compliance with this section on the day
determined under subsection (2), the Minister
may specify a later day as the day from and
after which the bank holding company must
comply with subsection (1).
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Public
holding
requirement
|
894. If a bank holding company to which
section 893 applies becomes a bank holding
company with equity of five billion dollars or
more, that section continues to apply to the
bank holding company until no person is a
major shareholder of the bank holding
company, other than a person in respect of
whom subsections 876(2) to (6) applies.
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Limit on
assets
|
895. (1) Unless an exemption order with
respect to the bank holding company is
granted under section 897, if a bank holding
company fails to comply with section 893 in
any month, the Minister may, by order, require
the bank holding company not to have, until it
complies with that section, average total
assets in any three month period ending on the
last day of a subsequent month exceeding the
bank holding company's average total assets
in the three month period ending on the last
day of the month immediately before the
month specified in the order.
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Average total
assets
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(2) For the purposes of subsection (1), the
average total assets of a bank holding
company in a three month period is to be
computed by adding the total assets of the
bank holding company as calculated for the
month end of each of the three months in the
period and by dividing the sum by three.
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Definition of
``total assets''
|
(3) For the purposes of subsections (1) and
(2), ``total assets'', in respect of a bank holding
company, has the meaning given that
expression by the regulations.
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Increase of
capital
|
896. If the Superintendent has, by order,
directed a bank holding company with equity
of one billion dollars or more but less than five
billion dollars to increase its capital and shares
of the bank holding company are issued and
acquired in accordance with any terms and
conditions that may be specified in the order,
section 893 does not apply in respect of the
bank holding company until the time that the
Superintendent may, by order, specify.
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Exemption by
order of the
Minister
|
897. (1) On application by a bank holding
company, the Minister may, if the Minister
considers it appropriate to do so, by order
exempt the bank holding company from the
requirements of section 893, subject to any
terms and conditions that the Minister
considers appropriate.
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Compliance
with section
893
|
(2) If an exemption order granted under this
section in respect of a bank holding company
expires, the bank holding company shall
comply with section 893 as of the day the
exemption order expires.
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Limit on
assets
|
(3) If a bank holding company fails to
comply with section 893 on the day referred to
in subsection (2), the bank holding company
shall not, until it complies with that section,
have average total assets in any three month
period ending on the last day of a subsequent
month exceeding the bank holding company's
average total assets in the three month period
ending on the last day of the month
immediately before the day referred to in
subsection (2) or any later day that the
Minister may, by order, specify.
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Application of
ss. 895(2) and
(3)
|
(4) Subsections 895(2) and (3) apply for the
purposes of subsection (3).
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Exception
|
898. (1) If a bank holding company fails to
comply with section 893 as the result of any of
the following, section 895 does not apply in
respect of the bank holding company until the
expiration of six months after the day it failed
to comply with section 893:
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Shares
acquiring
voting rights
|
(2) If, as the result of an event that has
occurred and is continuing, shares of a bank
holding company acquire voting rights in such
number as to cause the bank holding company
to no longer be in compliance with section
893, section 895 does not apply in respect of
that bank holding company until the
expiration of six months after the day the bank
holding company ceased to be in compliance
with section 893 or any later day that the
Minister may, by order, specify.
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Acquisition of
control
permitted
|
899. (1) Subject to subsection (2) and
sections 887 and 900, section 893 does not
apply in respect of a bank holding company if
a person acquires control of the bank holding
company through the purchase or other
acquisition of all or any number of the shares
of the bank holding company by the person or
by any entity controlled by the person.
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Undertaking
required
|
(2) Subsection (1) applies only if the person
referred to in that subsection provides the
Minister with an undertaking satisfactory to
the Minister to do all things necessary so that,
within three years after the acquisition, or any
other period that the Minister may specify, the
bank holding company has voting shares that
carry at least 35 per cent of the voting rights
attached to all of the outstanding voting shares
of the bank holding company and that are
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Application of
section 893
|
900. At the expiration of the period for
compliance with an undertaking referred to in
subsection 899(2), section 893 shall apply in
respect of the bank holding company to which
the undertaking relates.
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Restriction on
voting rights
|
901. (1) If, with respect to any bank holding
company, a particular person contravenes
section 874, subsection 875(1), 876(1) or
878(1), section 880 or 881 or subsection
882(1) or section 883 or fails to comply with
an undertaking referred to in subsection
899(2) or with any term or condition imposed
under section 907, no person, and no entity
controlled by the particular person, shall, in
person or by proxy, exercise any voting rights
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