Bill S-5

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Exceptions to Generally Accepted Accounting Principles

Calculations — generally accepted accounting principles

1016.61 (1) If, as a result of a change to the accounting principles referred to in subsections 331(4) and 887(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.

2001, c. 9, s. 465

160. Paragraph 1019(1)(a) of the Act is replaced by the following:

(a) applications for approval under subsection 69(1), 76(2), 79(4), 84(1), 178(1), 238(3), 472(1), 495(8) or (12), 498(1) or (2) or 512(1), subparagraph 519(2)(b)(vi), section 522, subsection 523(2), 527(3) or (4) or 528.3(1), section 542.09 or subsection 544.1(2), 557(1) or (2), 569(1), 597(1), 748(1), 755(2), 757(4), 762(1), 805(1), 851(3), 964(1), 971(6) or (10), 974(1) or 987(1);

2007, c. 6, s. 332

161. (1) Paragraph 1019.1(1)(b) of the Act is replaced by the following:

(b) paragraphs 495(7)(b.1), (c), (d) and (d.1);

2007, c. 6, s. 332

(2) Paragraph 1019.1(1)(e) of the Act is replaced by the following:

(e) paragraphs 971(5)(b.1), (c), (d) and (d.1).

PART 4

1991, c. 45

TRUST AND LOAN COMPANIES ACT

2001, c. 9, s. 478(3)

162. The definition “consumer provision” in section 2 of the Trust and Loan Companies Act is replaced by the following:

“consumer provision”
« disposition visant les consommateurs »

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

2007, c. 6, s. 338

163. Section 20 of the Act is replaced by the following:

Sunset provision

20. (1) Subject to subsections (2) and (4), 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 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), 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.

164. Subsection 63(3) of the Act is repealed.

165. Subsection 396(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.

166. Section 399 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 (1) are beneficially owned by the foreign institution or by an entity controlled by the foreign institution.

2009, c. 2, s. 290

167. Paragraph 418.1(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

168. The portion of paragraph 429(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 company of

169. Sections 432 and 433 of the Act are replaced by the following:

Disclosure of charges

432. A company 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 company and the usual amount, if any, charged by the company for services normally provided by the company to its customers and to the public.

No increase or new charges without disclosure

433. (1) A company shall not increase any charge applicable to a personal deposit account with the company or introduce any new charge applicable to a personal deposit account with the company unless the company 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 company shall not increase any charge for any such service in relation to a deposit account with the company or introduce any new charge for any such service in relation to a deposit account with the company unless the company 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.

1997, c. 15, s. 379

170. Subsection 436(1) of the Act is replaced by the following:

Disclosing borrowing costs

436. (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 437, 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. 380(2)

171. (1) Paragraph 438(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. 380(2)

(2) Paragraph 438(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. 380(3)

(3) Subsection 438(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. 380(3)

(4) Paragraphs 438(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. 380(3)

(5) Paragraphs 438(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. 381

172. Sections 438.1 and 439 of the Act are replaced by the following:

Renewal statement

438.1 If a company makes a loan in respect of which the disclosure requirements of section 436 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

439. No person shall authorize the publication, issue or appearance of any advertisement in Canada relating to arrangements referred to in subsection 438(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.

1997, c. 15, s. 381

173. (1) The portion of paragraph 440(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. 381

(2) Paragraph 440(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 435.1 to 439 are to be disclosed;

2001, c. 9, s. 547(1)

174. Subsection 442(1) of the Act is replaced by the following:

Information on contacting Agency

442. (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 a deposit account, an arrangement referred to in subsection 438(3), 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 company under a consumer provision.

2009, c. 2, s. 291

175. Paragraph 443.2(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. 548

176. Paragraphs 444.1(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 company is not required to give notice under subsection (1), circumstances in which the Commissioner may exempt a member company 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. 548

177. (1) Subsections 444.2(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. 548

(2) Paragraph 444.2(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 within which, the place at which and the manner in which it must be prepared;

2001, c. 9, s. 548

(3) Paragraphs 444.2(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. 548

178. Paragraph 444.3(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. 371(4)

179. (1) Subsection 453(3.1) of the Act is replaced by the following:

Exception

(3.1) Despite paragraph (3)(d), a 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 paragraph 410(1)(d.1), and

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

(2) Subsection 453(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 company is a company with equity of two billion dollars or more and

A + B > C

where

A is the value of the entity’s consolidated assets, as it would have been reported in the entity’s annual financial statements if those statements had been prepared immediately before the acquisition,

B is the aggregate of the values of the consolidated assets of all other entities referred to in paragraph (1)(j) that the company has acquired control of within the preceding 12 months, as the value for each entity would have been reported in its annual financial statements if those statements had been prepared immediately before the acquisition of control of that entity, and

C is 10% of the value of the company’s consolidated assets, as shown in the company’s last annual statement that was prepared before its first acquisition of control of an entity referred to in paragraph (1)(j) within the preceding 12 months;

(3) Section 453 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.

180. Paragraph 505(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 a company; and

181. The Act is amended by adding the following after section 527.8:

Exceptions to Generally Accepted Accounting Principles

Calculations — generally accepted accounting principles

527.81 (1) If, as a result of a change to the accounting principles referred to in subsection 313(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. 384

182. Subsection 529.2(1) of the Act is replaced by the following:

Application for certain approvals

529.2 (1) An application for the prior written approval of the Minister in respect of paragraph 410(1)(c) or (c.1) or 453(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 5

AMENDMENTS TO OTHER ACTS

R.S., c. B-2

Bank of Canada Act

2007, c. 6, s. 394

183. (1) Subsection 22(1.3) of the Bank of Canada Act is replaced by the following:

Time limit for returned payments

(1.21) The Bank is not liable in respect of any returned payment as defined in section 2 of the Canada Deposit Insurance Corporation Act in respect of which the Canada Deposit Insurance Corporation has made a payment to the Bank under subsection 14.01(1) of that Act if

(a) the amount paid to the Bank was less than $1,000; and

(b) at least 40 years have gone by since the applicable date referred to in subsection 14(2.9) of that Act.

Limitation of Bank’s liability

(1.3) The Bank is not liable in respect of a debt referred to in subsection (1), an instrument referred to in subsection (1.1), a claim referred to in subsection (1.2) or a returned payment referred to in subsection (1.21) if the amount paid to the Bank in respect of the debt, instrument, claim or returned payment was $1,000 or more and at least 100 years have gone by since the payment was made to the Bank.

1991, c. 46, s. 582

(2) Subsection 22(3) of the Act is replaced by the following:

No liability where claims paid — returned payments

(2.1) The Bank is not liable in respect of any returned payment as defined in section 2 of the Canada Deposit Insurance Corporation Act in respect of which the Canada Deposit Insurance Corporation has paid an amount to the Bank under subsection 14.01(1) of that Act if an amount equal to the amount so paid has been paid by the Bank to a claimant under subsection 14.01(4) of that Act or to the Receiver General under subsection (3).

Amounts to be paid to Receiver General

(3) An amount equal to the amount paid to the Bank in respect of a debt referred to in subsection (1), an instrument referred to in subsection (1.1), a claim referred to in subsection (1.2) or a returned payment referred to in subsection (1.21) shall, within two months after the end of the calendar year in which the applicable 40-year period expired, be paid by the Bank without interest to the Receiver General and the Bank may destroy all records relating to the debt, instrument, claim or returned payment.

2001, c. 9, s. 199; 2007, c. 6, s. 397

184. Section 29 of the Act is replaced by the following:

Weekly financial information

29. (1) The Bank shall, as soon as practicable after the last business day of each week, post on its website financial information about its assets and liabilities.

Monthly balance sheet

(2) The Bank shall, as soon as practicable after the last business day of each month, post on its website its balance sheet as at the close of business on that day. The balance sheet shall set out information regarding the Bank’s investments in securities issued or guaranteed by the Government of Canada.

R.S., c. C-3

Canada Deposit Insurance Corporation Act

R.S., c. 18 (3rd Supp.), s. 47(2)

185. (1) The definition “receiver” in section 2 of the English version of the Canada Deposit Insurance Corporation Act is replaced by the following:

“receiver”
« séquestre »

“receiver” includes a receiver-manager and a sequestrator;

(2) Section 2 of the Act is amended by adding the following in alphabetical order:

“returned payment”
« paiement retourné »

“returned payment” means any portion of a payment made by the Corporation under subsection 14(2) or (2.1) that is either returned to the Corporation or that otherwise remains under its control;

2009, c. 2, s. 236(2)

186. (1) The description of A in subsection 10.1(3.1) of the Act is replaced by the following:

A is $15,000,000,000; and

2009, c. 2, s. 236(2)

(2) The description of D in subsection 10.1(3.2) of the Act is replaced by the following:

D is the total amount of deposits insured by the Corporation on April 30, 2008.

2009, c. 2, s 236(2)

(3) Subsection 10.1(3.4) of the Act is replaced by the following:

No change

(3.4) The amount that the total principal indebtedness outstanding at any time in respect of borrowings under subsections (1) and (2) shall not exceed does not change if the amount determined under subsection (3.1) for the current year is less than the amount published under subsection (3.6) for the previous year.

187. Section 11 of the Act is amended by adding the following after subsection (2.1):

Subsection 5(1) of the Statutory Instruments Act

(2.2) If a by-law requires approval in writing by the Minister under this Act in order to be effective, then, for the purposes of subsection 5(1) of the Statutory Instruments Act, the by-law is deemed to be made on the day on which the Corporation receives that approval.

1996, c. 6, s. 26(1)

188. (1) Paragraph 14(2.1)(c) of the French version of the Act is replaced by the following:

c) l’institution fédérale membre est visée par le décret pris en application du paragraphe 39.13(1).

(2) Section 14 of the Act is amended by adding the following after subsection (2.9):

Posting requirement

(2.91) For the purposes of calculating the payment to be made by the Corporation in respect of any deposit insured by deposit insurance, the deposit, other than accrued interest, must be posted in the member institution’s records in accordance with the member institution’s regular transaction posting process as of the applicable date referred to in subsection (2.9).

R.S., c. 18 (3rd Supp.), s. 52(2)

(3) Subsection 14(4.1) of the Act is replaced by the following:

Subrogation — returned payment

(4.01) In the case of a returned payment, at the expiry of one year from the applicable date referred to in subsection (2.9), the Corporation is subrogated, to the extent of the amount of the returned payment, to all the rights and interests of the depositor and may maintain an action in respect of those rights and interests in the name of the depositor or in the name of the Corporation.

Priority

(4.1) If the Corporation is subrogated to the rights and interests of a depositor under subsection (4) or (4.01) in respect of any deposit with a member institution that is being wound up, the Corporation ranks,

(a) to the extent that the payment was made under subsection (2) or (2.1), including in the case of a returned payment, equally with the depositor in respect of their deposit; and

(b) to the extent that the payment includes any interest paid under subsection (2.4), equally with the depositor in respect of interest accruing and payable on their deposit after the date of the making of the winding-up order.

189. The Act is amended by adding the following after section 14:

Payment to the Bank of Canada

14.01 (1) The Corporation shall pay to the Bank of Canada an amount equal to a returned payment within three months after the expiry of a 10-year period from the applicable date referred to in subsection 14(2.9), and payment to the Bank of Canada accordingly discharges the Corporation from all liability in respect of the returned payment.

Notice

(2) The Corporation shall mail to each person to whom a returned payment remains payable, at the person’s address in so far as the address is known to the Corporation, a notice that the returned payment remains unpaid and that payment of an amount equal to the returned payment will be paid by the Corporation to the Bank of Canada. The notice must be sent at least six months before the date by which payment is to be made by the Corporation to the Bank of Canada and must also include the mailing address and websites where information can be obtained on how to claim the returned payment from the Corporation before payment is made by the Corporation to the Bank of Canada.

Provision of information

(3) The Corporation shall, on making a payment under subsection (1), provide to the Bank of Canada the amount of the returned payment and, in so far as it is known to the Corporation, any information that the Bank of Canada determines is necessary to verify the identity of the depositor who is entitled to the returned payment, including

(a) the depositor’s name;

(b) the depositor’s address;

(d) information relating to another person’s authority to act on behalf of the depositor.

Payment to claimant

(4) Subject to section 22 of the Bank of Canada Act, if payment has been made to the Bank of Canada under subsection (1) in respect of any returned payment, and if payment is demanded from the Bank of Canada by the person who, but for that subsection, would be entitled to receive the returned payment, the Bank of Canada is liable to pay an amount equal to the amount so paid to it to the claimant.

Enforcing liability

(5) The liability of the Bank of Canada under subsection (4) may be enforced by action or other civil proceeding against the Bank of Canada in any court of competent jurisdiction.

2007, c. 6, s. 404

190. Paragraph 17(2)(b) of the Act is replaced by the following:

(b) on the day on which the amendment takes effect, any existing cancellation of the institution’s policy of deposit insurance under paragraph 33(1)(b) or (c) or subsection 33(2) is revoked; and

1996, c. 6, s. 27

191. (1) Subsection 21(1) of the Act is replaced by the following:

Assessment and collection of premiums

21. (1) Subject to subsection (4), the Corporation shall, for each premium year, assess and collect from each member institution an annual premium in an amount determined under the by-laws.

(2) Subsection 21(2) of the Act is amended by striking out “and” at the end of paragraph (b), by adding “and” at the end of paragraph (c) and by adding the following after paragraph (c):

(d) fixing the minimum amount of, or providing the manner for determining the minimum amount of, the annual premium.

1996, c. 6, s. 27

(3) Subsection 21(4) of the Act is replaced by the following:

Annual premium

(4) The annual premium for a member institution shall be no greater than one third of 1%, or any smaller proportion of 1% that may be fixed in respect of the premium year by the Governor in Council, of an amount equal to the sum of so much of the deposits as are considered to be insured by the Corporation and deposited with the member institution as of April 30 in the immediately preceding premium year.

1996, c. 6, s. 29; 2001, c. 9, s. 207

192. Subsection 23(1) of the Act is replaced by the following:

Calculation of first premium

23. (1) The premium payable by a member institution in respect of the premium year in which it becomes a member institution shall be the same proportion of the annual premium for that member institution determined by by-law made under subsection 21(2) based on an amount equal to the sum of so much of the deposits as are considered to be insured by the Corporation and deposited with the member institution as of the end of the month in which it becomes a member institution, as the number of days in which any of the deposits with that member institution are insured by the Corporation in that premium year is of 365.

R.S., c. 18 (3rd Supp.), s. 62

193. The portion of subsection 30(2) of the English version of the Act before paragraph (a) is replaced by the following:

Presentation of report to directors

(2) The chief executive officer or chairperson of the board of directors of a member institution to whom a report has been sent or delivered under subsection (1) shall, within 15 days after the receipt of the report, cause

194. Subsection 33(1) of the Act is amended by striking out “or” at the end of paragraph (a), by adding “or” at the end of paragraph (b) and by adding the following after paragraph (b):

(c) has not begun to accept deposits within a period of two years beginning on the day on which it became a member institution.

2007, c. 6, s. 416(2)

195. Subsection 34(5) of the Act is replaced by the following:

Amendment of order

(5) If the policy of deposit insurance of a federal member institution is cancelled by the Corporation under paragraph 33(1)(b) or (c) or subsection 33(2), the Superintendent must, under paragraph 54(1)(a) of the Bank Act, paragraph 62(1)(a) of the Cooperative Credit Associations Act or paragraph 58(1)(b) of the Trust and Loan Companies Act, as the case may be, amend the federal member institution’s order approving the commencement and carrying on of business to prohibit the institution from accepting deposits in Canada.

196. Section 39.13 of the Act is amended by adding the following after subsection (5):

Non-liability — environmental matters

(5.1) Without limiting the generality of subsection (5) and despite anything in federal or provincial law, the Corporation, as receiver, is not liable in that capacity for any environmental condition that arose or environmental damage that occurred

(a) before the Corporation’s appointment as receiver; or

(b) after the Corporation’s appointment as receiver unless it is established that the condition arose or the damage occurred as a result of the Corporation’s gross negligence or wilful misconduct or, in Quebec, the Corporation’s gross or intentional fault.

Reports, etc., still required

(5.2) Nothing in subsection (5.1) exempts the Corporation, as receiver, from any duty to report or make disclosure imposed by a law referred to in that subsection.

Non-liability — certain orders

(5.3) Without limiting the generality of subsection (5) and despite anything in federal or provincial law but subject to subsection (5.2), if an order is made that has the effect of requiring the Corporation, as receiver, to remedy any environmental condition or environmental damage affecting property involved in the receivership, the Corporation, as receiver, is not liable for failure to comply with the order, and is not liable for any costs that are or would be incurred by any person in carrying out the terms of the order,

(a) if, within the time that is specified in the order, or within 10 days after the appointment of the Corporation as receiver if the order is in effect when the Corporation is appointed as receiver, the Corporation, as receiver,

(i) complies with the order, or

(ii) on notice to the person who issued the order, abandons, disposes of or otherwise releases any interest in any real property, or any right in any immovable, affected by the condition or damage; or

(b) if the Corporation, as receiver, had, before the order was made, abandoned, disposed of or otherwise released any interest in any real property, or any right in any immovable, affected by the condition or damage.

Non-liability — employees

(5.4) Without limiting the generality of subsection (5) and despite anything in federal or provincial law, the Corporation, as receiver, is not liable in respect of a liability, including one as a successor employer,

(a) that is in respect of the employees or former employees of the federal member institution or a predecessor of the federal member institution or in respect of a pension plan for the benefit of those employees or former employees; and

(b) that existed before the Corporation is appointed as receiver or that is calculated by reference to a period before the Corporation’s appointment.

Liability of other successor employers

(5.5) Subsection (5.4) does not affect the liability of a successor employer other than the Corporation, as receiver.

2009, c. 2, s. 244

197. (1) The portion of paragraph 39.131(1)(a) of the Act before subparagraph (i) is replaced by the following:

(a) exempt a federal member institution in respect of which an order directing the incorporation of a bridge institution is made, a bridge institution, a subsidiary of any of those institutions or any other person from the application of any provision of this Act or the regulations or of the following Acts or regulations made under them:

2009, c. 2, s. 244

(2) Paragraph 39.131(1)(b) of the Act is replaced by the following:

(b) provide that any provision of this Act or the regulations or of the Acts referred to in paragraph (a) or regulations made under them applies to a federal member institution in respect of which an order directing the incorporation of a bridge institution is made, a bridge institution, a subsidiary of any of those institutions or any other person but only in the manner and to the extent provided for in the order and adapt that provision for the purpose of that application.

2009, c. 2, s. 245(1)

198. Paragraph 39.15(1)(a) of the Act is replaced by the following:

(a) no action or other civil proceeding before a judicial or quasi-judicial body and no arbitration may be commenced or continued against the federal member institution or in respect of its assets other than a proceeding under the Winding-up and Restructuring Act commenced by the Corporation or the Attorney General of Canada;

2009, c. 2, s. 246

199. Section 39.151 of the Act is replaced by the following:

Stay of proceedings — bridge institution

39.151 (1) Any action or other civil proceeding before a judicial or quasi-judicial body and any arbitration, to which a bridge institution may become a party by virtue of acquiring an asset or assuming a liability of the federal member institution shall be stayed for a period of 90 days from the day on which the bridge institution acquires the asset or assumes the liability.

Waiver

(2) The bridge institution may waive the stay referred to in subsection (1).

Assignments — bridge institution

39.152 (1) Subject to subsection (2), if an agreement with a federal member institution is assigned to or assumed by a bridge institution

(a) a person is prohibited from terminating or amending the agreement, or claiming an accelerated payment or forfeiture of the term under the agreement, by reason only of

(i) the federal member institution’s insolvency;

(ii) a non-monetary default by the federal member institution in the performance of its obligations under the agreement;

(iii) a monetary default by the federal member institution under the agreement that is remedied by the bridge institution within 60 days following the assignment or assumption of the agreement;

(iv) the making of an order under subsection 39.13(1), or

(v) the agreement being assigned to or assumed by a bridge institution; and

(b) any stipulation in the agreement that has the effect of providing for or permitting anything that, in substance, is contrary to any of subparagraphs (a)(i) to (v) or provides, in substance, that the bridge institution does not have the rights to use or deal with assets that the bridge institution would otherwise have by reason of the occurrence of any circumstance described in those subparagraphs, is of no force or effect.

Exception

(2) Subparagraphs (1)(a)(ii) and (iii) do not apply to an eligible financial contract as defined in subsection 39.15(9).

Membership in an organization

(3) If a bridge institution becomes a member of an organization in place of a federal member institution, it is prohibited for the organization to terminate the bridge institution’s membership by reason only of

(a) the federal member institution’s insolvency;

(b) the making of an order under subsection 39.13(1);

(c) a default by the federal member institution in the performance of its obligations under the rules of the organization; or

(d) the federal member institution’s membership being transferred to the bridge institution.

1996, c. 6, s. 41

200. The portion of subsection 39.17(1) of the Act before paragraph (a) is replaced by the following:

Leave of court

39.17 (1) A superior court may, on any terms that it considers proper, grant leave to a person to do anything that the person would otherwise be prevented from doing by section 39.15 or lift, or reduce the length of, a stay under section 39.151 if the court is satisfied

2009, c. 2, s. 251

201. Section 39.372 of the Act is replaced by the following:

Non-liability with respect to employees

39.372 (1) If a bridge institution becomes the employer of employees of a federal member institution, the bridge institution is not liable in respect of a liability, including one as a successor employer,

(b) that exists before the bridge institution becomes the employer or that is calculated by reference to a period before the bridge institution becomes the employer.

Liability of other successor employers

(2) Subsection (1) does not affect the liability of a successor employer other than the bridge institution.

2009, c. 2, s. 251

202. (1) The portion of paragraph 39.3723(1)(a) of the Act before subparagraph (i) is replaced by the following:

(a) exempt federal member institutions in respect of which an order directing the incorporation of a bridge institution is made, bridge institutions or subsidiaries of any of those institutions, or any class of those institutions or class of their subsidiaries, or any other person from the application of any provision of this Act or the regulations or of the following Acts or regulations made under them:

2009, c. 2, s. 251

(2) Paragraph 39.3723(1)(b) of the Act is replaced by the following:

(b) provide that any provision of this Act or the regulations or of the Acts referred to in paragraph (a) or regulations made under them applies to federal member institutions in respect of which an order directing the incorporation of a bridge institution is made, bridge institutions or subsidiaries of any of those institutions, or any class of those institutions or class of their subsidiaries, or any other person but only in the manner and to the extent provided for in the regulation and adapt that provision for the purpose of that application.

2001, c. 9, s. 214

203. Section 45.2 of the Act is replaced by the following:

Confidentiality

45.2 (1) All information regarding the affairs of a federal institution or provincial institution or of any person dealing with one that is obtained or produced by or for the Corporation is confidential and shall be treated accordingly.

Information from the Superintendent

(2) The Corporation may, if it is satisfied that the information will be treated as confidential by the recipient and after consultation with the Superintendent, disclose any information obtained from the Superintendent regarding the affairs of a federal member institution

(a) to any government agency or body that regulates or supervises financial institutions, for purposes related to that regulation or supervision;

(b) to any other agency or body that regulates or supervises financial institutions, for purposes related to that regulation or supervision; or

204. The English version of the Act is amended by replacing “his” with “their” in subsections 3(1), (2) and (4) of the schedule.

205. The English version of the Act is amended by replacing “he” with “the beneficiary” in subsection 3(2) of the schedule.

206. The English version of the Act is amended by replacing “his” with “his or her” in the following provisions:

(a) subsection 5(5);

(b) subsection 6(2); and

R.S., c. C-21; 2001, c. 9, s. 218

Canadian Payments Act

2001, c. 9, s. 227(2)

207. Paragraphs 9(3)(a) and (b) of the Canadian Payments Act are replaced by the following:

(a) banks, but excluding federal credit unions as defined in section 2 of the Bank Act, and authorized foreign banks;

(b) centrals, cooperative credit associations and federal credit unions as defined in that section;

2007, c. 6, s. 429(4)(F)

208. Subsection 18(3) of the Act is replaced by the following:

Approval of by-laws establishing penalties

(3) A by-law establishing a penalty shall not be submitted to the Minister for approval until it has been submitted for approval to the members and approved by them at a meeting of members.

209. The Act is amended by adding the following after section 46:

Enforcement of decision

46.1 (1) An order of a compliance panel established under paragraph 8(1)(a) of Canadian Payments Association By-law No. 6 — Compliance may be made an order of the Federal Court or of a superior court of a province and may be enforced in the same manner as an order of that court as if it had been an order of that court on the date of the decision.

Procedure

(2) An order of a compliance panel may be made an order of a court in accordance with the usual practice and procedure of the court in such matters, if any, or by the filing of a certified copy of the decision with the registrar of the court.

Effect of rescission or variation

(3) If an order of a compliance panel that has been made an order of a court is rescinded or varied by a subsequent order of the compliance panel, the order of the court is vacated and the subsequent order may be made an order of the court in accordance with subsection (2).

Saving

(4) The President may enforce any order of a compliance panel whether or not the order has been made an order of a court.

R.S., c. W-11; 1996, c. 6, s. 134

Winding-up and Restructuring Act

1996, c. 6, s. 161

210. (1) Paragraph 161(1)(a) of the Winding-up and Restructuring Act is replaced by the following:

(a) costs of liquidation;

1996, c. 6, s. 161; 1997, c.15, s. 411; 2007, c. 6, s. 445

(2) Subsections 161(2) to (6) of the Act are replaced by the following:

Claims re life companies — policyholders

(2) No payment on a claim by a policyholder of a company insuring risks under policies referred to in subparagraph (1)(c)(i) claiming a minimum amount that the company has agreed to pay under a policy in respect of an amount for which a segregated fund is maintained under section 451, subsection 542.03(2) or section 593 of the Insurance Companies Act for a deficiency if the assets of the fund are insufficient to satisfy such a claim, shall be made unless the assets of the company are sufficient to pay the claims referred to in subsection (1) and all of the terms of the policies of policyholders referred to in that subsection have been satisfied in full including any interest component of those policies accruing to the date of payment of the claim.

Claims re life companies — creditors

(2.1) No payment on a claim by a creditor of a company insuring risks under policies referred to in subparagraph (1)(c)(i) shall be made unless the assets of the company are sufficient to pay the claims referred to in subsections (1) and (2) and all of the terms of the policies of the policyholders referred to in those subsections have been satisfied in full including any interest component of those policies accruing to the date of payment of the claim.

Interest component

(3) For the purposes of subsections (2) and (2.1), the interest component of the claims of policyholders referred to in subparagraph (1)(c)(i) shall be treated as part of the claim that has arisen under the policy in accordance with the terms of the policy.

Claims re other companies

(4) No payment on a claim by a creditor of a company insuring risks under policies referred to in subparagraph (1)(c)(ii) shall be made unless the assets of the company are sufficient to pay the claims referred to in subsection (1).

Subordinated debt holders

(5) Holders of subordinated indebtedness, within the meaning of subsection 2(1) of the Insurance Companies Act, of a company and other indebtedness that by their terms rank equally or are subordinate to such indebtedness are entitled to receive payment on their claims only if the assets of the company are sufficient to pay the claims referred to in subsections (2), (2.1) and (4).

Priority of claims of policyholders in foreign companies

(6) Despite anything in this Part but subject to subsection (8), if a company is a foreign company, no claim, after the payment of costs of liquidation, ranks against the assets other than claims described in paragraphs (a) to (c), and the balance, if any, of the assets remaining after those claims are paid shall be applied by the liquidator in satisfaction of the claims of any other creditors — but not including policyholders and creditors of the foreign company in respect of a class of insurance not specified in the order referred to in paragraph (b) — of the insurance business in Canada of the foreign company in accordance with subsections (2), (2.1) and (4):

(a) the preferred creditors referred to in paragraph (1)(b);

(b) holders of policies of a class of insurance specified in the order of the Superintendent under Part XIII of the Insurance Companies Act other than holders of a policy exempt from Part XIII by virtue of section 572.1 of that Act; and

(c) expenses described in paragraph 686(1)(a) of the Insurance Companies Act, that were incurred by the Superintendent in respect of the company and assessed against and paid by other companies pursuant to that Act, and interest in respect of those expenses at the rate that is specified by the Superintendent.

1996, c. 6, s. 161

(3) The portion of paragraph 161(8)(b) of the Act before clause (ii)(A) is replaced by the following:

(b) risks falling within some other class of insurance, other than accident and sickness insurance, credit protection insurance and other approved products insurance,

(i) in the case of the costs of liquidation and the claims of preferred creditors, the costs, portions of expenses and claims shall be paid from the assets in Canada, maintained for the policies referred to in subparagraphs (ii) and (iii), together with the assets under the control of the chief agent, in the proportion that the court considers fair and equitable,

(ii) in the case of policies falling within the classes of life insurance, accident and sickness insurance, credit protection insurance and other approved products insurance, claims shall be paid

1996, c. 6, s. 161

(4) Subsection 161(9) of the Act is replaced by the following:

Priority of costs, etc.

(9) For greater certainty, the costs, claims and expenses referred to in subsections (6) and (8) shall be paid in accordance with the priorities set out in subsection (1).

1996, c. 6, s. 161

211. Section 164 of the Act is replaced by the following:

Transfer of assets to the liquidator

164. (1) The assets of the company in Canada that may be on deposit with any government in Canada or with trustees or otherwise held for the company or for the protection of the policyholders of the company of the class or classes that are affected by the winding-up order shall, on order of the court having jurisdiction, be transferred to the liquidator.

Assets on deposit outside Canada

(2) If the company is a Canadian company that has deposited with the government of any state or country outside Canada, or with any trustee or other person in that state or country, any of its assets for the protection of the company’s policyholders in that state or country, the liquidator may request that government, trustee or other person to transfer those assets to the liquidator and on the transfer being made, those assets shall be used for the benefit of all the company’s policyholders in the same manner as any other assets of the company.

Consequence of non-transfer of assets

(3) If a government, trustee or other person referred to in subsection (2) does not transfer the assets deposited with it within the period commencing with the date of the liquidator’s request for the transfer of those assets that the Court may fix, the policyholders of the company, for whose protection the deposit was made, are deemed to have refused the reinsurance, if any, arranged by the liquidator, and, whether transfer or reinsurance has been arranged or not, to have forfeited all right and claim to any share of the assets of the company other than the assets so deposited for their protection outside Canada.

Explanatory Notes

Clause 160: Relevant portion of subsection 1019(1):

1019. (1) The following applications to the Superintendent must contain the information, material and evidence that the Superintendent may require:

(a) applications for approval under subsection 69(1), 76(2), 79(4), 83(5), 84(1), 178(1) or 238(3), section 453, subsection 472(1), 495(8) or (12), 498(1) or (2) or 512(1), subparagraph 519(2)(b)(vi), section 522, subsection 523(2), 527(3) or (4), 528.3(1) or 542.03(4), section 542.09 or subsection 544.1(2), 557(1) or (2), 569(1), 597(1), 748(1), 755(2), 757(4), 762(1), 805(1), 851(3), 964(1), 971(6) or (10), 974(1) or 987(1);

Clause 161: (1) and (2) Relevant portion of subsection 1019.1(1):

1019.1 (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 495(7)(c), (d) and (d.1);

...

(e) paragraphs 971(5)(c), (d) and (d.1).

Trust and Loan Companies Act

Clause 162: Existing text of the definition:

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

Clause 163: Existing text of section 20:

20. (1) Subject to subsections (2) and (3), companies 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 companies 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), companies may continue to carry on business for 180 days after the first day of the first session of the next Parliament.

Clause 164: Existing text of subsection 63(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 165: Existing text of subsection 396(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 166: New.

Clause 167: Relevant portion of subsection 418.1(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 168: Relevant portion of section 429:

429. 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 company of

Clause 169: Existing text of sections 432 and 433:

432. A company 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 company and the usual amount, if any, charged by the company for services normally provided by the company to its customers and to the public.

433. (1) A company shall not increase any charge applicable to a personal deposit account with the company or introduce any new charge applicable to a personal deposit account with the company unless the company 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 company shall not increase any charge for any such service in relation to a deposit account with the company or introduce any new charge for any such service in relation to a deposit account with the company unless the company discloses the charge in the prescribed manner and at the prescribed time to the customer in whose name the account is kept.

Clause 170: Existing text of subsection 436(1):

436. (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 437, and other prescribed information have in the prescribed manner and at the prescribed time been disclosed by the company to the borrower.

Clause 171: (1) and (2) Relevant portion of subsection 438(1):

438. (1) Where a company makes a loan in respect of which the disclosure requirements of section 436 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 438(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 438(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, 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 438(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 436 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, 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 172: Existing text of sections 438.1 and 439:

438.1 If a company makes a loan in respect of which the disclosure requirements of section 436 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.

439. No person shall authorize the publication, issue or appearance of any advertisement in Canada relating to arrangements referred to in subsection 438(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.

Clause 173: (1) and (2) Relevant portion of section 440:

440. 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

...

(f) respecting the manner in which and the time at which any rights, obligations, charges or penalties referred to in sections 435.1 to 439 are to be disclosed;

Clause 174: Existing text of subsection 442(1):

442. (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 a deposit account, an arrangement referred to in subsection 438(3), 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 company under a consumer provision.

Clause 175: Relevant portion of section 443.2:

443.2 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 176: Relevant portion of subsection 444.1(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 company is not required to give notice under subsection (1), circumstances in which the Commissioner may exempt a member company 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 177: (1) Existing text of subsections 444.2(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 444.2(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 178: Relevant portion of section 444.3:

444.3 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 179: (1) Existing text of subsection 453(3.1):

(3.1) Despite paragraph (3)(d), a 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 paragraph 410(1)(d.1), and

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

(2) Relevant portion of subsection 453(5):

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

(3) New.

Clause 180: Relevant portion of subsection 505(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 a company; and

Clause 181: New.

Clause 182: Existing text of subsection 529.2(1):

529.2 (1) An application for the prior written approval of the Minister in respect of paragraph 410(1)(c) or (c.1) or 453(5)(c), (d) or (d.1) must be filed with the Superintendent and contain the information, material and evidence that the Superintendent may require.

Bank of Canada Act

Clause 183: (1) Existing text of subsection 22(1.3):

(1.3) The Bank is not liable in respect of a debt referred to in subsection (1), an instrument referred to in subsection (1.1) or a claim referred to in subsection (1.2) if the amount paid to the Bank in respect of the debt, instrument or claim was $1,000 or more and at least 100 years have gone by since the payment was made to the Bank.

(2) Existing text of subsection 22(3):

(3) An amount equal to the amount paid to the Bank in respect of a debt, instrument or claim referred to in subsection (1) shall, within two months after the end of the calendar year in which the applicable twenty year period expired, be paid by the Bank without interest to the Receiver General and the Bank may destroy all records relating to the debt, instrument or claim.

Clause 184: Existing text of section 29:

29. (1) The Bank shall, on a weekly basis, post on its websites financial information about its assets and liabilities.

(2) The Bank shall, as soon as practicable after the last business day of each month, make up and transmit to the Minister its balance sheet as at the close of business on that day. The balance sheet shall set out information regarding the Bank’s investments in securities issued or guaranteed by the Government of Canada.

(3) A copy of each balance sheet made under subsection (2) must be published in the issue of the Canada Gazette next following its transmission to the Minister.

Canada Deposit Insurance Corporation Act

Clause 185: (1) Existing text of the definition:

“receiver” includes a receiver-manager;

(2) New.

Clause 186: (1) Existing text of the description:

A is the amount that the total principal indebtedness outstanding at any time in respect of borrowings under subsections (1) and (2) shall not exceed on January 1 of the current year; and

(2) Existing text of the description:

D is the total amount of deposits insured by the Corporation on April 30 of the previous year.

(3) Existing text of subsection 10.1(3.4):

(3.4) The amount that the total principal indebtedness outstanding at any time in respect of borrowings under subsections (1) and (2) shall not exceed does not change if the amount determined for D in subsection (3.2) is greater than the amount determined for C in that subsection.

Clause 187: New.

Clause 188: (1) Relevant portion of subsection 14(2.1):

(2.1) The Corporation may, in the manner described in subsection (1.1), make payment in respect of any deposit insured by deposit insurance if

...

(2) New.

(3) Existing text of subsection 14(4.1):

(4.1) Where the Corporation makes a payment under this section in respect of any deposit with a member institution that is being wound up, the Corporation ranks,

(a) to the extent that the payment was made pursuant to subsection (2) or (2.1), equally with the depositor in respect of his deposit; and

(b) to the extent that the payment includes any interest paid pursuant to subsection (2.4), equally with the depositor in respect of interest accruing and payable on his deposit after the date of the making of the winding-up order.

Clause 189: New.

Clause 190: Relevant portion of subsection 17(2):

(2) If the order approving the commencement and carrying on of business by a federal institution is at any time amended so as to not contain the prohibition or restriction referred to in paragraphs (1)(a) and (b), respectively,

...

(b) on the day on which the amendment takes effect, any existing cancellation of the institution’s policy of deposit insurance under paragraph 33(1)(b) or subsection 33(2) is revoked; and

Clause 191: (1) Existing text of subsection 21(1):

21. (1) The Corporation shall, for each premium year, assess and collect from each member institution an annual premium in an amount equal to the lesser of

(a) the annual premium for that member institution determined under the by-laws, and

(b) the maximum annual premium.

(2) Relevant portion of subsection 21(2):

(2) The Board may make by-laws respecting the determination of annual premiums for member institutions and, without restricting the generality of the foregoing, may make by-laws

(3) Existing text of subsection 21(4):

(4) In this section, “maximum annual premium” means, in respect of a member institution, the greater of

(a) $5,000, and

(b) one third of one per cent, or such smaller proportion of one per cent as may be fixed in respect of the premium year by the Governor in Council, of an amount equal to the sum of so much of the deposits as are considered to be insured by the Corporation and deposited with the member institution as of April 30 in the immediately preceding premium year.

Clause 192: Existing text of subsection 23(1):

23. (1) The premium payable by a member institution in respect of the premium year in which it becomes a member institution shall be the same proportion of the lesser of

(a) the annual premium for that member determined by by-law made under subsection 21(2) based on an amount equal to the sum of so much of the deposits as are considered to be insured by the Corporation and deposited with the member institution as of the end of the month in which it becomes a member institution, and

(b) the greater of

(i) $5,000, and

(ii) one third of one per cent, or such smaller proportion of one per cent as may be fixed in respect of the premium year by the Governor in Council, of an amount equal to the sum of so much of the deposits as are considered to be insured by the Corporation and deposited with the member institution as of the end of the month in which it becomes a member institution,

as the number of days in which any of the deposits with that member institution are insured by the Corporation in that premium year is of 365.

Clause 193: Relevant portion of subsection 30(2):

(2) The chief executive officer or chairman of the board of directors of a member institution to whom a report has been sent or delivered under subsection (1) shall, within fifteen days after the receipt of the report, cause

Clause 194: Relevant portion of subsection 33(1):

33. (1) Subject to subsection (3), the policy of deposit insurance of a member institution may be cancelled by the Corporation if, in the opinion of the Corporation, the member institution

Clause 195: Existing text of subsection 34(5):

(5) If the policy of deposit insurance of a federal member institution is cancelled by the Corporation under paragraph 33(1)(b) or subsection 33(2), the Superintendent must, under paragraph 54(1)(a) of the Bank Act, paragraph 62(1)(a) of the Cooperative Credit Associations Act or paragraph 58(1)(b) of the Trust and Loan Companies Act, as the case may be, amend the federal member institution’s order approving the commencement and carrying on of business to prohibit the institution from accepting deposits in Canada.

Clause 196: New.

Clause 197: (1) and (2) Relevant portion of subsection 39.131(1):

39.131 (1) The Governor in Council may, by order,

(a) exempt a federal member institution in respect of which an order directing the incorporation of a bridge institution is made, a bridge institution or a subsidiary of any of those institutions from the application of any provision of this Act or the regulations or of the following Acts or regulations made under them:

...

(b) provide that any provision of this Act or the regulations or of the Acts referred to in paragraph (a) or regulations made under them applies to a federal member institution in respect of which an order directing the incorporation of a bridge institution is made, a bridge institution or a subsidiary of any of those institutions only in the manner and to the extent provided for in the order and adapt that provision for the purpose of that application.

Clause 198: Relevant portion of subsection 39.15(1):

39.15 (1) Where an order is made under subsection 39.13(1),

(a) no action or other civil proceeding may be commenced or continued against the federal member institution or in respect of its assets other than a proceeding under the Winding-up and Restructuring Act commenced by the Corporation or the Attorney General of Canada;

Clause 199: Existing text of section 39.151:

39.151 Any action or other civil proceeding to which a bridge institution becomes a party by virtue of acquiring assets or assuming liabilities of a federal member institution shall be stayed for a period of 90 days at the bridge institution’s request.

Clause 200: Relevant portion of subsection 39.17(1):

39.17 (1) A superior court may, on such terms as it considers proper, grant leave to a person to do any thing that the person would otherwise be prevented from doing by section 39.15, if the court is satisfied

Clause 201: Existing text of section 39.372:

39.372 If a bridge institution becomes the employer of the federal member institution’s employees, it is not a successor employer to the federal member institution and is not liable for the obligations that the federal member institution has as employer or former employer.

Clause 202: (1) and (2) Relevant portion of subsection 39.3723(1):

39.3723 (1) The Governor in Council may, by regulation,

(a) exempt federal member institutions in respect of which an order directing the incorporation of a bridge institution is made, bridge institutions or subsidiaries of any of those institutions, or any class of those institutions or class of their subsidiaries, from the application of any provision of this Act or the regulations or of the following Acts or regulations made under them:

...

(b) provide that any provision of this Act or the regulations or of the Acts referred to in paragraph (a) or regulations made under them applies to federal member institutions in respect of which an order directing the incorporation of a bridge institution is made, bridge institutions or subsidiaries of any of those institutions, or any class of those institutions or class of their subsidiaries, only in the manner and to the extent provided for in the regulation and adapt that provision for the purpose of that application.

Clause 203: Existing text of section 45.2:

45.2 All information regarding the affairs of a federal institution or provincial institution or of any person dealing therewith that is obtained or produced by or for the Corporation is confidential and shall be treated accordingly.

Canadian Payments Act

Clause 207: Relevant portion of subsection 9(3):

(3) For the purpose of election of directors, the members, other than the Bank of Canada, shall be grouped into seven classes, namely,

(a) banks and authorized foreign banks;

(b) centrals and cooperative credit associations;

Clause 208: Existing text of subsection 18(3):

(3) A by-law establishing a penalty shall not be submitted to the Governor in Council for approval until it has been submitted for approval to the members and approved by them at a meeting of members.

Clause 209: New.

Winding-up and Restructuring Act

Clause 210: (1) Relevant portion of subsection 161(1):

161. (1) Subject to this Act, claims shall be paid in the following order of priority:

(a) costs of liquidation and the mortgage insurance and special insurance portions of the expenses described in paragraph 686(1)(a) of the Insurance Companies Act;

(2) Existing text of subsections 161(2) to (6):

(2) No payment on a claim by

(a) a creditor of a company insuring risks under policies referred to in subparagraph 161(1)(c)(i), or

(b) a policyholder of the company claiming a minimum amount that the company has agreed to pay under a policy or in respect of an amount for which a segregated fund is maintained under section 451, subsection 542.03(2) or section 593 of the Insurance Companies Act for a deficiency if the assets of the fund are insufficient to satisfy such a claim

shall be made unless the assets of the company are sufficient to pay the claims referred to in subsection (1) and all of the terms of the policies of policyholders referred to in that subsection have been satisfied in full including any interest component of those policies accruing to the date of payment of the claim.

(3) For the purposes of subsection (2), the interest component of the claims of policyholders referred to in subparagraph 161(1)(c)(i) shall be treated as part of the claim that has arisen under the policy in accordance with the terms thereof.

(4) No payment on a claim by a creditor of a company insuring risks under policies referred to in subparagraph 161(1)(c)(ii) shall be made unless the assets of the company are sufficient to pay the claims referred to in subsection (1).

(6) Notwithstanding anything in this Part, but subject to subsection (8), if a company is a foreign company, no claim, after the payment of costs of liquidation and the mortgage insurance and special insurance portions of the expenses described in paragraph 686(1)(a) of the Insurance Companies Act, other than claims of

(a) the preferred creditors referred to in paragraph (1)(b),

(b) holders of policies of a class of insurance specified in the order of the Superintendent under Part XIII of the Insurance Companies Act, other than holders of a policy exempt from Part XIII by virtue of section 572.1 of that Act, and

(c) expenses described in paragraph 686(1)(a) of the Insurance Companies Act, that were incurred by the Superintendent in respect of the company and assessed against and paid by other companies pursuant to that Act, and interest in respect thereof at such rate as is specified by the Superintendent,

ranks against the assets, and the balance, if any, of the assets remaining after the claims are paid shall be applied by the liquidator in satisfaction of the claims of any other creditors of the insurance business in Canada of the foreign company in accordance with subsections (2) and (4), but not including policyholders and creditors of the foreign company in respect of a class of insurance not specified in that order.

(3) Relevant portion of subsection 161(8):

(8) Where a foreign company is authorized to insure in Canada

...

(b) risks falling within some other class of insurance, other than accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance,

(i) in the case of

(A) the costs of liquidation, the mortgage insurance and special insurance portions of the expenses described in paragraph 686(1)(a) of the Insurance Companies Act, and

(B) the claims of preferred creditors,

the costs, portions of expenses and claims shall be paid from the assets in Canada, maintained for the policies referred to in subparagraphs (ii) and (iii), together with the assets under the control of the chief agent, in such proportion as the court considers fair and equitable,

(ii) in the case of policies falling within the classes of life insurance, accident and sickness insurance, accident insurance, personal accident insurance and sickness insurance, claims shall be paid

(4) Existing text of subsection 161(9):

(9) For greater certainty, the costs, claims and expenses referred to in subsections (6) and (8) shall be paid in accordance with the priorities set out in subsection 161(1).

Clause 211: Existing text of section 164:

164. (1) The funds and securities of the company in Canada that may be on deposit with any government in Canada or with trustees or otherwise held for the company or for the protection of the policyholders of the company of the class or classes that are affected by the winding-up order shall, on order of the court having jurisdiction, be transferred to the liquidator.

(2) Where the company is a Canadian company that has deposited with the government of any state or country outside Canada, or with any trustee or other person in that state or country, any of its funds or securities for the protection of the company’s policyholders in that state or country, the liquidator may request that government, trustee or other person to transfer those funds and securities to the liquidator and on the transfer being made, those funds and securities shall be used for the benefit of all the company’s policyholders in the same manner as any other assets of the company.

(3) Where a government, trustee or other person referred to in subsection (2) does not transfer the funds and securities deposited with it within such period commencing with the date of the liquidator’s request therefor as the Court may fix, the policyholders of the company, for whose protection the deposit was made, are deemed to have refused the reinsurance, if any, arranged by the liquidator, and, whether transfer or reinsurance has been arranged or not, to have forfeited all right and claim to any share of the assets of the company other than the funds or securities so deposited for their protection outside Canada.