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Bill S-5

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Exceptions to Generally Accepted Accounting Principles

Calculations — generally accepted accounting principles

973.07 (1) If, as a result of a change to the accounting principles referred to in subsections 308(4) and 840(4) — whether the change is made before or after this section comes into force — the Superintendent considers, given any prudential considerations that he or she considers relevant, that any amount, calculation or valuation under this Act or the regulations is not appropriate, the Superintendent may specify the amount that is to be used or the calculation or valuation that is to be performed instead.

Canada Gazette

(2) The Superintendent shall cause a notice of the specification to be published in the Canada Gazette within 60 days after the day on which the specification has effect.

Five-year limit

(3) The specification ceases to have effect on the day indicated in the notice, which may be no later than five years after the day on which the specification is made.

2007, c. 6, s. 127

103. (1) Paragraph 976.1(1)(b) of the Act is replaced by the following:

(b) paragraphs 468(5)(b.1), (c), (d) and (d.1);

2007, c. 6, s. 127

(2) Paragraph 976.1(1)(e) of the Act is replaced by the following:

(e) paragraphs 930(5)(b.1), (c), (d) and (d.1).

PART 2

1991, c. 48

COOPERATIVE CREDIT ASSOCIATIONS ACT

2001, c. 9, s. 248(3)

104. The definition “consumer provision” in section 2 of the Cooperative Credit Associations Act is replaced by the following:

“consumer provision”
« disposition visant les consommateurs »

“consumer provision” means a provision referred to in paragraph (b) or (b.1) of the definition “consumer provision” in section 2 of the Financial Consumer Agency of Canada Act;

2007, c. 6, s. 138

105. Section 22 of the Act is replaced by the following:

Sunset provision

22. (1) Subject to subsections (2) and (4), associations shall not carry on business after the day that is the fifth anniversary of the day on which this section comes into force.

Extension

(2) The Governor in Council may, by order, extend by up to six months the time during which associations may continue to carry on business. No more than one order may be made under this subsection.

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.

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), associations may continue to carry on business until the end of 180 days after the first day of the first session of the next Parliament.

2001, c. 9, s. 307

106. The portion of paragraph 376(1)(g) of the Act before subparagraph (i) is replaced by the following:

(g) outside Canada, or with the prior written approval of the Minister, in Canada, provide the following services to entities described in paragraph 375(1)(a), to members of the Canadian Payments Association to which that Association may provide clearing, settlement and payment services under paragraph 375.1(1)(b) or, if the association is a retail association, to any person:

2009, c. 2, s. 277

107. Paragraph 382.2(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

2001, c. 9, s. 313

108. (1) The portion of paragraph 385.09(a) of the Act before subparagraph (i) is replaced by the following:

(a) the time and place at which and the form and manner in which disclosure is to be made by a retail association of

2001, c. 9, s. 313

(2) Paragraph 385.09(b) of the Act is replaced by the following:

(b) the time and place at which and the form and manner in which any charges for the keeping of an account are to be disclosed by a retail association to its customers; and

2001, c. 9, s. 313

109. Sections 385.11 and 385.12 of the Act are replaced by the following:

Disclosure of charges

385.11 A retail association shall disclose to its customers and to the public, at the prescribed time and place and in the prescribed form and manner, the charges applicable to deposit accounts with the association and the usual amount, if any, charged by the association for services normally provided by the association to its customers and to the public.

No increase or new charges without disclosure

385.12 (1) A retail association shall not increase any charge applicable to a personal deposit account with the association or introduce any new charge applicable to a personal deposit account with the association unless the association discloses the charge at the prescribed time and place and in the prescribed form and manner to the customer in whose name the account is kept.

Mandatory disclosure

(2) With respect to prescribed services in relation to deposit accounts, other than personal deposit accounts, a retail association shall not increase any charge for any such service in relation to a deposit account with the association or introduce any new charge for any such service in relation to a deposit account with the association unless the association discloses the charge at the prescribed time and place and in the prescribed form and manner to the customer in whose name the account is kept.

2001, c. 9, s. 313

110. Subsection 385.16(1) of the Act is replaced by the following:

Disclosing borrowing costs

385.16 (1) A retail association 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 385.17, and other prescribed information have been disclosed by the association to the borrower at the prescribed time and place and in the prescribed form and manner.

2001, c. 9, s. 313

111. (1) Paragraph 385.18(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;

2001, c. 9, s. 313

(2) Paragraph 385.18(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.

2001, c. 9, s. 313

(3) Subsection 385.18(2) of the Act is replaced by the following:

Disclosure in credit card applications

(2) A retail association 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.

2001, c. 9, s. 313

(4) Paragraphs 385.18(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 or the loan agreement; and

(e) any other prescribed information, at the prescribed time and place and in the prescribed form and manner.

2001, c. 9, s. 313

(5) Paragraphs 385.18(4)(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.

2001, c. 9, s. 313

112. Sections 385.19 and 385.2 of the Act are replaced by the following:

Renewal statement

385.19 If a retail association makes a loan in respect of which the disclosure requirements of section 385.16 apply and the loan is secured by a mortgage on real property, the association 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.

Disclosure in advertising

385.2 No person shall authorize the publication, issue or appearance of any advertisement in Canada relating to arrangements referred to in subsection 385.18(4), loans, credit cards, payment cards or charge cards, offered to natural persons by a retail association, 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.

2001, c. 9, s. 313

113. (1) The portion of paragraph 385.21(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 retail association is to disclose to a borrower

2001, c. 9, s. 313

(2) Paragraph 385.21(f) of the Act is replaced by the following:

(f) respecting the time and place at which, and the form and manner in which, any rights, obligations, charges or penalties referred to in sections 385.15 to 385.2 are to be disclosed;

2001, c. 9, s. 313

114. Subsection 385.24(1) of the Act is replaced by the following:

Information on contacting Agency

385.24 (1) A retail association 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 a deposit account, an arrangement referred to in subsection 385.18(4), a payment, credit or charge card, the disclosure of or manner of calculating the cost of borrowing in respect of a loan or about any other obligation of the retail association under a consumer provision.

2009, c. 2, s. 278

115. Paragraph 385.252(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.

2001, c. 9, s. 313

116. Paragraphs 385.27(5)(a) and (b) of the Act are replaced by the following:

(a) the time and place at which and the form and manner in which notice shall be given under subsection (1), the persons to whom it shall be given and the information to be included, the time, place, form and manner being permitted to vary according to circumstances specified in the regulations;

(b) circumstances in which a member association is not required to give notice under subsection (1), circumstances in which the Commissioner may exempt a member association from the requirement to give notice under that subsection, and circumstances in which the Commissioner may vary the time and place at which and the form and manner in which notice is required to be given under any regulation made under paragraph (a); and

2001, c. 9, s. 313

117. Paragraph 385.28(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

2007, c. 6, s. 173(3)

118. (1) Subsection 390(3.1) of the Act is replaced by the following:

Exception

(3.1) Despite paragraph (3)(a), an association 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 an association is permitted to engage in under subsection 376(2), and

(iii) the provision of investment counselling services and portfolio management services.

(2) Subsection 390(5) of the Act is amended by adding the following after paragraph (b):

(b.1) acquire control of an entity referred to in paragraph (1)(h) if

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)(h) that the association 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 association’s consolidated assets, as shown in the association’s last annual statement that was prepared before its first acquisition of control of an entity referred to in paragraph (1)(h) within the preceding 12 months;

(3) Section 390 of the Act is amended by adding the following after subsection (5):

Matters for consideration

(5.1) 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 (5)(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.

119. Paragraph 437(2)(a) of the Act is replaced by the following:

(a) has a right of access to any records, cash, assets and security held by or on behalf of an association; and

120. The Act is amended by adding the following after section 459.8:

Exceptions to Generally Accepted Accounting Principles

Calculations — generally accepted accounting principles

459.81 (1) If, as a result of a change to the accounting principles referred to in subsection 292(4) — whether the change is made before or after this section comes into force — the Superintendent considers, given any prudential considerations that he or she considers relevant, that any amount, calculation or valuation under this Act or the regulations is not appropriate, the Superintendent may specify the amount that is to be used or the calculation or valuation that is to be performed instead.

Canada Gazette

(2) The Superintendent shall cause a notice of the specification to be published in the Canada Gazette within 60 days after the day on which the specification has effect.

Five-year limit

(3) The specification ceases to have effect on the day indicated in the notice, which may be no later than five years after the day on which the specification is made.

2007, c. 6, s. 184

121. Subsection 461.2(1) of the Act is replaced by the following:

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 3

1991, c. 47

INSURANCE COMPANIES ACT

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;

2007, c. 6, s. 189

123. Section 21 of the Act is replaced by the following:

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.

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.

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.

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:

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.

1997, c. 15, s. 239(1)

126. Subsection 383(2) of the Act is replaced by the following:

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:

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):

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.

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:

Regulations

(2) The Governor in Council may make regulations respecting the manner of calculating the percentage for the purposes of paragraph (1)(a).

2005, c. 54, s. 297

130. Subsection 464.1(2) of the Act is replaced by the following:

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.

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

1997, c. 15, s. 256

132. Subsection 480(1) of the Act is replaced by the following:

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.

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;

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.

1997, c. 15, s. 257(3)

(3) Subsection 482(1.1) of the Act is replaced by the following:

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.

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.

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.

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:

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.

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.

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.

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

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;

2001, c. 9, s. 424(1)

136. Subsection 487(1) of the Act is replaced by the following:

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.

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.

2001, c. 9, s. 425

138. (1) Subsections 489.1(2) and (3) of the Act are replaced by the following:

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.

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.

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;

2001, c. 9, s. 425

(3) Paragraphs 489.1(4)(c) and (d) of the Act are replaced by the following:

(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.

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

2007, c. 6, s. 235(3)

140. (1) Subsection 495(3.1) of the Act is replaced by the following:

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.

2007, c. 6, s. 235(5)

(2) Subsection 495(5.1) of the Act is replaced by the following:

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

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):

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.

2009, c. 2, s. 285

141. Paragraph 542.061(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

142. The Act is amended by adding the following after section 549:

Sections 261, 262 and 266 to 270 apply

549.1 Sections 261, 262 and 266 to 270 apply to societies, with the modifications that the circumstances require.

1997, c. 15, s. 298

143. Subsection 570.07(2) of the Act is replaced by the following:

Conditional approval

(2) If the Minister is satisfied, on the basis of an application made under section 570.06, that the circumstances warrant the voluntary liquidation and dissolution of a society, the Minister may, by order, approve the application.

2007, c. 6, s. 265

144. Paragraph 581(1)(a) of the Act is replaced by the following:

(a) vested in trust assets of at least five million dollars or any greater amount that the Superintendent specifies;

2007, c. 6, s. 266(E)

145. Section 582 of the English version of the Act is replaced by the following:

Permissible securities

582. (1) The assets of a foreign entity to be vested in trust under paragraph 581(1)(a) are to consist of unencumbered securities of or guaranteed by Canada or a province.

Other permissible securities

(2) Those assets may also consist of other securities at the accepted value and on the conditions established by the Superintendent.

1997, c. 15, s. 307

146. Subsection 599(1) of the Act is replaced by the following:

Disclosing borrowing costs

599. (1) A foreign company shall not include in its assets in Canada any loan to a natural person that is repayable in Canada unless the cost of borrowing, as calculated and expressed in accordance with section 600, and other prescribed information have been disclosed by the foreign company to the borrower at the prescribed time and place and in the prescribed form and manner.

1997, c. 15, s. 308(3)

147. (1) Paragraph 601(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 changes respecting the cost of borrowing or the loan agreement;

1997, c. 15, s. 308(3)

(2) Paragraph 601(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.

1997, c. 15, s. 308(4)

(3) Subsection 601(2) of the Act is replaced by the following:

Disclosure in credit card applications

(2) A foreign 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 in Canada and provide prescribed information to any person applying to it in Canada for a credit, payment or charge card.

1997, c. 15, s. 308(4)

(4) Paragraphs 601(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 or the loan agreement; and

(e) any other prescribed information, at the prescribed time and place and in the prescribed form and manner.

1997, c. 15, s. 308(4)

(5) Paragraphs 601(4)(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.

1997, c. 15, s. 309; 2007, c. 6, s. 279

148. Sections 601.1 to 602 of the Act are replaced by the following:

Renewal statement

601.1 If a foreign company makes a loan in respect of which the disclosure requirements of section 599 apply and the loan is secured by a mortgage on real property, the foreign 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.

Disclosure in advertising

601.2 No person shall authorize the publication, issue or appearance of any advertisement in Canada relating to arrangements referred to in subsection 601(4), loans, credit cards, payment cards or charge cards, offered to natural persons by a foreign 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.

Disclosing borrowing costs — advances

602. 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 foreign 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 foreign company or otherwise as prescribed to the policyholder at or before the time when the advance is made.

1997, c. 15, s. 310

149. (1) The portion of paragraph 603(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 foreign company is to disclose to a borrower

1997, c. 15, s. 310

(2) Paragraph 603(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 598.1 to 602 are to be disclosed;

2007, c. 6, s. 282

150. Subsection 605(1) of the Act is replaced by the following:

Information on contacting Agency

605. (1) A foreign company shall, in accordance with the regulations, at the prescribed time and place and in the prescribed form and manner, provide a person in Canada requesting or receiving a product or service in Canada from it with prescribed information on how to contact the Agency if the person has a complaint about an arrangement referred to in subsection 601(3), a payment, credit or charge card referred to in subsection 601(2), the disclosure of or manner of calculating the cost of borrowing in respect of a loan repayable in Canada or an advance on the security or against the cash surrender value of a policy, or about any other obligation of the foreign company under a consumer provision.

2009, c. 2, s. 286

151. Paragraph 606.1(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.

2001, c. 9, s. 445

152. Paragraph 607.1(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

153. The Act is amended by adding the following after section 670:

Certificate

670.1 On the application of a company or society that has been incorporated by a special Act of Parliament, the Superintendent may issue a certificate stating that it was incorporated by a special Act of Parliament, and may include with the certificate any information in the Superintendent’s possession that relates to the company’s or society’s incorporation.

2007, c. 6, s. 310

154. Section 707 of the Act is replaced by the following:

Sunset provision

707. (1) Subject to subsections (2) and (4), insurance holding companies shall not carry on business after the day that is the fifth anniversary of the day on which this section comes into force.

Extension

(2) The Governor in Council may, by order, extend by up to six months the time during which insurance holding companies may continue to carry on business. No more than one order may be made under this subsection.

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.

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), insurance holding companies may continue to carry on business until the end of 180 days after the first day of the first session of the next Parliament.

2001, c. 9, s. 465

155. Subsection 923(2) of the Act is replaced by the following:

Conditional approval

(2) Where the Minister is satisfied on the basis of an application made under section 922 that the circumstances warrant the voluntary liquidation and dissolution of an insurance holding company, the Minister may, by order, approve the application.

2001, c. 9, s. 465

156. Subsection 954(2) of the Act is replaced by the following:

Exception

(2) Despite subsection (1), an insurance holding company may record in its securities register a transfer or issue of any share of the insurance holding 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.

157. Section 955 of the Act is renumbered as subsection 955(1) and is amended by adding the following:

Exception

(2) Subsection (1) 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 (1) are beneficially owned by the foreign institution or by an entity controlled by the foreign institution.

2007, c. 6, s. 326(3)

158. (1) Subsection 971(3.1) of the Act is replaced by the following:

Exception

(3.1) Despite paragraph (3)(a), an insurance holding 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.

(2) Subsection 971(5) 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 insurance holding company is an insurance holding company with equity of two billion dollars or more and

A + B > C

where

B is the aggregate of the values of the consolidated assets of all other entities referred to in paragraph (1)(j) that the insurance holding 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 insurance holding company’s consolidated assets, as shown in the insurance holding 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;

(3) Section 971 of the Act is amended by adding the following after subsection (5):

Matters for consideration

(a) the stability of the financial system in Canada; and

(b) the best interests of the financial system in Canada.

159. The Act is amended by adding the following after section 1016.6:

Explanatory Notes

Clause 103: (1) and (2) Relevant portion of subsection 976.1(1):

976.1 (1) An application for the prior written approval of the Minister in respect of any of the following provisions must be filed with the Superintendent and contain the information, material and evidence that the Superintendent may require:

...

(b) paragraphs 468(5)(c), (d) and (d.1);

...

(e) paragraphs 930(5)(c), (d) and (d.1).

Cooperative Credit Associations Act

Clause 104: Existing text of the definition:

“consumer provision” means a provision referred to in paragraph (b) of the definition “consumer provision” in section 2 of the Financial Consumer Agency of Canada Act;

Clause 105: Existing text of section 22:

22. (1) Subject to subsections (2) and (3), associations shall not carry on business after the day that is the fifth anniversary of the day on which this section comes into force.

(2) The Governor in Council may, by order, extend by up to six months the time during which associations may continue to carry on business. No more than one order may be made under this subsection.

(3) If Parliament dissolves on the fifth anniversary of the day on which this section comes into force, on any day within the three-month period before that anniversary or on any day within an extension under subsection (2), associations may continue to carry on business for 180 days after the first day of the first session of the next Parliament.

Clause 106: Relevant portion of subsection 376(1):

376. (1) In addition, an association may

...

(g) outside Canada, or with the prior written approval of the Minister, in Canada, provide the following services to entities described in paragraph 375(1)(a) or, if the association is a retail association, to any person:

Clause 107: Relevant portion of subsection 382.2(3):

(3) The Governor in Council may make regulations respecting the disclosure by a retail association of information relating to insurance or a guarantee against default on a loan made by the retail association in Canada on the security of residential property, including regulations respecting

...

(b) the time, place and manner in which and the persons to whom information is to be disclosed; and

Clause 108: (1) and (2) Relevant portion of section 385.09:

385.09 The Governor in Council may make regulations respecting

(a) the manner in which and the time at which disclosure is to be made by a retail association of

...

(b) the manner in which any charges for the keeping of an account are to be disclosed by a retail association to its customers and when the disclosure is to be made; and

Clause 109: Existing text of sections 385.11 and 385.12:

385.11 A retail association shall disclose, in the prescribed manner and at the prescribed time, to its customers and to the public, the charges applicable to deposit accounts with the association and the usual amount, if any, charged by the association for services normally provided by the association to its customers and to the public.

385.12 (1) A retail association shall not increase any charge applicable to a personal deposit account with the association or introduce any new charge applicable to a personal deposit account with the association unless the association discloses the charge in the prescribed manner and at the prescribed time to the customer in whose name the account is kept.

(2) With respect to such services in relation to deposit accounts, other than personal deposit accounts, as are prescribed, a retail association shall not increase any charge for any such service in relation to a deposit account with the association or introduce any new charge for any such service in relation to a deposit account with the association unless the association discloses the charge in the prescribed manner and at the prescribed time to the customer in whose name the account is kept.

Clause 110: Existing text of subsection 385.16(1):

385.16 (1) A retail association 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 385.17, and other prescribed information have in the prescribed manner and at the prescribed time been disclosed by the association to the borrower.

Clause 111: (1) and (2) Relevant portion of subsection 385.18(1):

385.18 (1) If a retail association makes a loan in respect of which the disclosure requirements of section 385.16 are applicable and the loan is required to be repaid either on a fixed future date or by instalments, the association shall disclose to the borrower, in accordance with the regulations,

...

(c) at such time and in such manner as may be prescribed, any changes respecting the cost of borrowing or the loan agreement as may be prescribed;

...

(e) any other prescribed information, at such time and in such form and manner as may be prescribed.

(3) Existing text of subsection 385.18(2):

(2) A retail association shall, in accordance with the regulations, at such time and in such manner as may be prescribed, 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.

(4) Relevant portion of subsection 385.18(3):

(3) If a retail association issues or has issued a credit, payment or charge card to a natural person, the association shall, in addition to disclosing the costs of borrowing in respect of any loan obtained through the use of the card, disclose to the person, in accordance with the regulations,

...

(d) at such time and in such manner as may be prescribed, any changes respecting the cost of borrowing or the loan agreement as may be prescribed; and

(e) any other prescribed information, at such time and in such form and manner as may be prescribed.

(5) Relevant portion of subsection 385.18(4):

(4) If a retail association enters into or has entered into an arrangement, including a line of credit, for the making of a loan in respect of which the disclosure requirements of section 385.16 apply and the loan is not a loan in respect of which subsection (1) or (3) applies, the association shall, in addition to disclosing the costs of borrowing, disclose to the person to whom the loan is made, in accordance with the regulations,

...

(d) at such time and in such manner as may be prescribed, any changes respecting the cost of borrowing under the arrangement as may be prescribed; and

(e) any other prescribed information, at such time and in such form and manner as may be prescribed.

Clause 112: Existing text of sections 385.19 and 385.2:

385.19 If a retail association makes a loan in respect of which the disclosure requirements of section 385.16 apply and the loan is secured by a mortgage on real property, the association shall disclose to the borrower, at such time and in such manner as may be prescribed, such information as may be prescribed respecting the renewal of the loan.

385.2 No person shall authorize the publication, issue or appearance of any advertisement in Canada relating to arrangements referred to in subsection 385.18(4), loans, credit cards, payment cards or charge cards, offered to natural persons by a retail association, and purporting to disclose prescribed information about the cost of borrowing or about any other matter unless the advertisement contains such information as may be required by the regulations, in such form and manner as may be prescribed.

Clause 113: (1) and (2) Relevant portion of section 385.21:

385.21 The Governor in Council may make regulations

(a) respecting the manner in which, and the time at which, a retail association is to disclose to a borrower

...

(f) respecting the manner in which and the time at which any rights, obligations, charges or penalties referred to in sections 385.15 to 385.2 are to be disclosed;

Clause 114: Existing text of subsection 385.24(1):

385.24 (1) A retail association shall, in the prescribed 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 a deposit account, an arrangement referred to in subsection 385.18(4), a payment, credit or charge card, the disclosure of or manner of calculating the cost of borrowing in respect of a loan or about any other obligation of the retail association under a consumer provision.

Clause 115: Relevant portion of section 385.252:

385.252 The Governor in Council may make regulations respecting any matters involving a retail association’s dealings, or its employees’ or representatives’ dealings, with customers or the public, including

...

(b) the time, place and manner in which any of those activities are to be carried out or any of those services are to be provided.

Clause 116: Relevant portion of subsection 385.27(5):

(5) The Governor in Council may make regulations prescribing

(a) the manner and time, which may vary according to circumstances specified in the regulation, in which notice shall be given under subsection (1), to whom it shall be given and the information to be included;

(b) circumstances in which a member association is not required to give notice under subsection (1), circumstances in which the Commissioner may exempt a member association from the requirement to give notice under that subsection, and circumstances in which the Commissioner may vary the manner and time in which notice is required to be given under any regulation made under paragraph (a); and

Clause 117: Relevant portion of section 385.28:

385.28 The Governor in Council may, subject to any other provisions of this Act relating to the disclosure of information, make regulations respecting the disclosure of information by retail associations or any prescribed class of retail associations, including regulations respecting

...

(b) the manner, place and time in which and the persons to whom information is to be disclosed; and

Clause 118: (1) Existing text of subsection 390(3.1):

(3.1) Despite paragraph (3)(a), an association may acquire control of, or acquire or increase a substantial investment in, any entity that acts as a trustee of a trust if the entity has been authorized under the laws of a province to act as a trustee of a trust and the entity is

(a) a closed-end fund;

(b) a mutual fund entity; or

(i) the activities of a mutual fund distribution entity,

(ii) any activity that an association is permitted to engage in under subsection 376(2), and

(iii) the provision of investment counselling services and portfolio management services.

(2) Relevant portion of subsection 390(5):

(5) Subject to the regulations, an association may not, without the prior written approval of the Minister,

(3) New.

Clause 119: Relevant portion of subsection 437(2):

(2) The Superintendent or a person acting under the Superintendent’s direction

(a) has a right of access to any records, cash, assets and security held by an association; and

Clause 120: New.

Clause 121: Existing text of subsection 461.2(1):

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)(c), (d) or (d.1) must be filed with the Superintendent and contain the information, material and evidence that the Superintendent may require.

Insurance Companies Act

Clause 122: Existing text of the definition:

“consumer provision” means a provision referred to in paragraph (c) of the definition “consumer provision” in section 2 of the Financial Consumer Agency of Canada Act;

Clause 123: Existing text of section 21:

21. (1) Subject to subsections (2) and (3), 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.

(3) If Parliament dissolves on the fifth anniversary of the day on which this section comes into force, on any day within the three-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, for 180 days after the first day of the first session of the next Parliament.

Clause 124: Existing text of subsection 64(3):

(3) A former-Act company that is not in compliance with subsection (2) on the coming into force of this Part shall, within twelve months after the coming into force of this Part, redesignate its shares to comply with that subsection.

Clause 125: New.

Clause 126: Existing text of subsection 383(2):

(2) Where 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 approve the application.

Clause 127: Existing text of subsection 428(2):

(2) Notwithstanding subsection (1), a company that is a subsidiary of a foreign institution that is controlled by the government of a foreign country or any political subdivision thereof, or any agency thereof, may register a transfer or issue of a share or shares of the company to the foreign institution or to any subsidiary of the foreign institution.

Clause 128: New.

Clause 129: (1) Relevant portion of section 461:

461. A company that has share capital may, from a participating account maintained pursuant to section 456, in a financial year and at any time within six months after the end of that financial year, make a payment to its shareholders, or transfer an amount to an account (other than a participating shareholder account as defined in section 83.01) from which a payment can be made to its shareholders, if

(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 number, expressed as a percentage, that is the aggregate of

(i) 10 multiplied by the lesser of

(A) the sum of the opening balances for that financial year of all participating accounts of the company, and

(B) two hundred and fifty million dollars,

(ii) 7.5 multiplied by the amount, if any, by which the lesser of

(A) the sum of the opening balances for that financial year of all participating accounts of the company, and

(B) five hundred million dollars

exceeds two hundred and fifty million dollars,

(iii) 5 multiplied by the amount, if any, by which the lesser of

(A) the sum of the opening balances for that financial year of all participating accounts of the company, and

(B) one billion dollars

exceeds five hundred million dollars, and

(iv) 2.5 multiplied by the amount, if any, by which the sum of the opening balances for that financial year of all participating accounts of the company exceeds one billion dollars,

divided by the sum of the opening balances for that financial year of all the participating accounts;

(2) New.

Clause 130: Existing text of subsection 464.1(2):

(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.

Clause 131: Relevant portion of subsection 469.1(3):

(3) The Governor in Council may make regulations respecting the disclosure by a company of information relating to insurance or a guarantee against default on a loan made by the company in Canada on the security of residential property, including regulations respecting

...

(b) the time, place and manner in which and the persons to whom information is to be disclosed; and

Clause 132: Existing text of subsection 480(1):

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, in the prescribed manner and at the prescribed time, been disclosed by the company to the borrower.

Clause 133: (1) and (2) Relevant portion of subsection 482(1):

482. (1) Where a company makes a loan in respect of which the disclosure requirements of section 480 are applicable and the loan is required to be repaid either on a fixed future date or by instalments, the company shall disclose to the borrower, in accordance with the regulations,

...

(c) at such time and in such manner as may be prescribed, any changes respecting the cost of borrowing or the loan agreement as may be prescribed;

...

(e) any other prescribed information, at such time and in such form and manner as may be prescribed.

(3) Existing text of subsection 482(1.1):

(1.1) A company shall, in accordance with the regulations, at such time and in such manner as may be prescribed, 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.

(4) Relevant portion of subsection 482(2):

(2) Where a company issues or has issued a credit, payment or charge card to a natural person, the company shall, in addition to disclosing the costs of borrowing in respect of any loan obtained through the use of the card, disclose to the person, in accordance with the regulations,

...

(d) at such time and in such manner as may be prescribed, such changes respecting the cost of borrowing or the loan agreement as may be prescribed; and

(e) any other prescribed information, at such time and in such form and manner as may be prescribed.

(5) Relevant portion of subsection 482(3):

(3) Where a company enters into or has entered into an arrangement, including a line of credit, for the making of a loan in respect of which the disclosure requirements of section 480 apply and the loan is not a loan in respect of which subsection (1) or (2) applies, the company shall, in addition to disclosing the costs of borrowing, disclose to the person to whom the loan is made, in accordance with the regulations,

...

(d) at such time and in such manner as may be prescribed, such changes respecting the cost of borrowing under the arrangement as may be prescribed; and

(e) any other prescribed information, at such time and in such form and manner as may be prescribed.

Clause 134: Existing text of sections 482.1 to 484:

482.1 Where 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 such time and in such manner as may be prescribed, such information as may be prescribed respecting the renewal of the loan.

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 contains such information as may be required by the regulations, in such form and manner as may be prescribed.

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, in the prescribed manner, been disclosed by the company or otherwise as prescribed to the policyholder at or before the time when the advance is made.

Clause 135: (1) and (2) Relevant portion of section 485:

485. The Governor in Council may make regulations

(a) respecting the manner in which, and the time at which, a company is to disclose to a borrower

...

(g) respecting the manner in which and the time at which any rights, obligations, charges or penalties referred to in sections 479.1 to 484 are to be disclosed;

Clause 136: Existing text of subsection 487(1):

487. (1) A company shall, in the prescribed 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.

Clause 137: Relevant portion of section 488.1:

488.1 The Governor in Council may make regulations respecting any matters involving a company’s dealings, or its employees’ or representatives’ dealings, with customers or the public, including

...

(b) the time, place and manner in which any of those activities are to be carried out or any of those services are to be provided.

Clause 138: (1) Existing text of subsections 489.1(2) and (3):

(2) A company shall, in the manner and at the time prescribed, file a copy of the statement with the Commissioner.

(3) A company shall, in the manner and at the time prescribed, disclose the statement to its customers and to the public.

(2) and (3) Relevant portion of subsection 489.1(4):

(4) The Governor in Council may make regulations prescribing

(a) the name, contents and form of a statement referred to in subsection (1) and the time in which it must be prepared;

...

(d) the manner and time in which a statement mentioned in subsection (3) is to be disclosed, respectively, to a company’s customers and to the public.

Clause 139: Relevant portion of section 489.2:

489.2 The Governor in Council may, subject to any other provisions of this Act relating to the disclosure of information, make regulations respecting the disclosure of information by companies or any prescribed class of companies, including regulations respecting

...

(b) the manner, place and time in which, and the persons to whom information is to be disclosed; and

Clause 140: (1) Existing text of subsection 495(3.1):

(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 of a trust if the entity has been authorized under the laws of a province to act as a trustee of a trust and the entity is

(a) a closed-end fund;

(b) a mutual fund entity; or

(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.

(2) Existing text of subsection 495(5.1):

(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 of a trust if the entity has been authorized under the laws of a province to act as a trustee of a trust and the entity is

(a) a closed-end fund;

(b) a mutual fund entity; or

(i) the activities of a mutual fund distribution entity, and

(ii) the provision of investment counselling services and portfolio management services.

(3) Relevant portion of subsection 495(7):

(7) Subject to the regulations, a company may not, without the prior written approval of the Minister,

(4) New.

Clause 141: Relevant portion of subsection 542.061(3):

(3) The Governor in Council may make regulations respecting the disclosure by a society of information relating to insurance or a guarantee against default on a loan made by the society in Canada on the security of residential property, including regulations respecting

...

(b) the time, place and manner in which and the persons to whom information is to be disclosed; and

Clause 142: New.

Clause 143: Existing text of subsection 570.07(2):

Clause 144: Relevant portion of subsection 581(1):

581. (1) The Superintendent shall not make an order under subsection 574(1) in respect of a foreign entity until it has been shown to the satisfaction of the Superintendent that all relevant requirements of this Act have been complied with and that the foreign entity has

(a) vested in trust assets having a prescribed value;

Clause 145: Existing text of section 582:

582. (1) The assets of a foreign entity to be vested in trust are to consist of unencumbered securities of or guaranteed by Canada or a province.

(2) The assets of a foreign entity to be vested in trust may also consist of other securities at the accepted value and on the conditions established by the Superintendent.

Clause 146: Existing text of subsection 599(1):

599. (1) A foreign company shall not include in its assets in Canada any loan to a natural person that is repayable in Canada unless the cost of borrowing, as calculated and expressed in accordance with section 600, and other prescribed information have, in the prescribed manner and at the prescribed time, been disclosed by the foreign company to the borrower.

Clause 147: (1) and (2) Relevant portion of subsection 601(1):

601. (1) Where a foreign company makes a loan in respect of which the disclosure requirements of section 599 are applicable and the loan is required to be repaid either on a fixed future date or by instalments, the foreign company shall disclose to the borrower, in accordance with the regulations,

...

(c) at such time and in such manner as may be prescribed, any changes respecting the cost of borrowing or the loan agreement as may be prescribed;

...

(e) any other prescribed information, at such time and in such form and manner as may be prescribed.

(3) Existing text of subsection 601(2):

(2) A foreign company shall, in accordance with the regulations, at such time and in such manner as may be prescribed, provide prescribed information in any application forms or related documents that it prepares for the issuance of credit, payment or charge cards in Canada and provide prescribed information to any person applying to it in Canada for a credit, payment or charge card.

(4) Relevant portion of subsection 601(3):

(3) Where a foreign company issues in Canada or has issued in Canada a credit, payment or charge card to a natural person, the foreign company shall, in addition to disclosing the costs of borrowing in respect of any loan that is obtained through the use of the card and that is repayable in Canada, disclose to the person, in accordance with the regulations,

...

(d) at such time and in such manner as may be prescribed, such changes respecting the cost of borrowing or the loan agreement as may be prescribed; and

(e) any other prescribed information, at such time and in such form and manner as may be prescribed.

(5) Relevant portion of subsection 601(4):

(4) Where a foreign company enters into or has entered into an arrangement, including a line of credit, for the making of a loan in respect of which the disclosure requirements of section 599 apply and the loan is not one in respect of which subsection (1) or (3) applies, the foreign company shall, in addition to disclosing the costs of borrowing, disclose to the person, in accordance with the regulations,

...

(d) at such time and in such manner as may be prescribed, such changes respecting the cost of borrowing under the arrangement as may be prescribed; and

(e) any other prescribed information, at such time and in such form and manner as may be prescribed.

Clause 148: Existing text of sections 601.1 to 602:

601.1 If a foreign company makes a loan in respect of which the disclosure requirements of section 599 apply and the loan is secured by a mortgage on real property, the foreign company shall disclose to the borrower at such time and in such manner as may be prescribed, such information as may be prescribed respecting the renewal of the loan.

601.2 No person shall authorize the publication, issue or appearance of any advertisement in Canada relating to arrangements referred to in subsection 601(4), loans, credit cards, payment cards or charge cards, offered to natural persons by a foreign company, and purporting to disclose prescribed information about the cost of borrowing or about any other matter unless the advertisement contains such information as may be required by the regulations, in such form and manner as may be prescribed.

602. 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 foreign company shall not make such an advance unless the cost of borrowing, as calculated and expressed in accordance with the regulations, has, in the prescribed manner, been disclosed by the foreign company or otherwise as prescribed to the policyholder at or before the time when the advance is made.

Clause 149: (1) and (2) Relevant portion of section 603:

603. The Governor in Council may make regulations

(a) respecting the manner in which, and the time at which, a foreign company is to disclose to a borrower

...

(g) respecting the manner in which and the time at which any rights, obligations, charges or penalties referred to in sections 598.1 to 602 are to be disclosed;

Clause 150: Existing text of subsection 605(1):

605. (1) A foreign company shall, in the prescribed manner, provide a person in Canada requesting or receiving a product or service in Canada from it with prescribed information on how to contact the Agency if the person has a complaint about an arrangement referred to in subsection 601(3), a payment, credit or charge card referred to in subsection 601(2), the disclosure of or manner of calculating the cost of borrowing in respect of a loan repayable in Canada or an advance on the security or against the cash surrender value of a policy, or about any other obligation of the foreign company under a consumer provision.

Clause 151: Relevant portion of section 606.1:

606.1 The Governor in Council may make regulations respecting any matters involving a foreign company’s dealings, or its employees’ or representatives’ dealings, with customers or the public, including

...

(b) the time, place and manner in which any of those activities are to be carried out or any of those services are to be provided.

Clause 152: Relevant portion of section 607.1:

607.1 The Governor in Council may, subject to any other provisions of this Act relating to the disclosure of information, make regulations respecting the disclosure of information by foreign companies or any prescribed class of foreign companies, including regulations respecting

...

(b) the manner, place and time in which, and the persons to whom, information is to be disclosed; and

Clause 153: New.

Clause 154: Existing text of section 707:

707. (1) Subject to subsections (2) and (3), insurance holding companies shall not carry on business after the day that is the fifth anniversary of the day on which this section comes into force.

(3) If Parliament dissolves on the fifth anniversary of the day on which this section comes into force, on any day within the three-month period before that anniversary or on any day within an extension under subsection (2), insurance holding companies may continue to carry on business for 180 days after the first day of the first session of the next Parliament.

Clause 155: Existing text of subsection 923(2):

Clause 156: Existing text of subsection 954(2):

(2) Notwithstanding subsection (1), an insurance holding company that is a subsidiary of a foreign institution that is controlled by the government of a foreign country or any political subdivision thereof, or any agency thereof, may register a transfer or issue of a share or shares of the insurance holding company to the foreign institution or to any subsidiary of the foreign institution.

Clause 157: New.

Clause 158: (1) Existing text of subsection 971(3.1):

(3.1) Despite paragraph (3)(a), an insurance holding company may acquire control of, or acquire or increase a substantial investment in, any entity that acts as a trustee of a trust if the entity has been authorized under the laws of a province to act as a trustee of a trust and the entity is

(a) a closed-end fund;

(b) a mutual fund entity; or

(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.

(2) Relevant portion of subsection 971(5):

(5) Subject to the regulations, an insurance holding company may not, without the prior written approval of the Minister,

(3) New.

Clause 159: New.