Financial Consumer Agency of Canada Act (S.C. 2001, c. 9)
Full Document:
Assented to 2001-06-14
260. Section 36 of the Act is replaced by the following:
Marginal note:Name
36. The name of an association shall include
(a) the word “cooperative” or “coopérative”, along with another word or expression indicating the financial nature of the association,
(b) the phrase “central credit union”, “credit union central” or “fédération de caisses populaires”, or
(c) any word or phrase specified by the Minister
or any combination or derivative thereof.
Marginal note:1996, c. 6, s. 50
261. Section 37 of the Act is replaced by the following:
Marginal note:Affiliated entity
37. Despite section 35, an association that is affiliated with another entity may, with the consent of that entity and the approval of the Superintendent, be incorporated with, or change its name to, substantially the same name as that of the affiliated entity.
Marginal note:1996, c. 6, s. 52
262. Subsection 40(2) of the Act is replaced by the following:
Marginal note:Revoking name
(2) If an association has been directed under subsection (1) to change its name and has not, within sixty days after the service of the direction, changed its name to a name that is not prohibited by this Act, the Superintendent may revoke the name of the association and assign to it a name and, until changed in accordance with section 219 or 221, the name of the association is thereafter the name so assigned.
263. Subsection 41(1) of the Act is replaced by the following:
Marginal note:Members
41. (1) Only a person that is an association, a central cooperative credit society, a local cooperative credit society, a cooperative corporation, a league, a deposit protection agency or an unincorporated organization consisting wholly of any of those entities may be admitted to membership in an association.
264. Subsection 41(3) of the Act is repealed.
Marginal note:1998, c. 1, s. 38
265. Section 50 of the Act is replaced by the following:
Marginal note:Minimum membership
50. (1) The membership in an association must include at least
(a) an association;
(b) two central cooperative credit societies not all of which are incorporated under the laws of one province;
(c) ten local cooperative credit societies not all of which are incorporated under the laws of one province; or
(d) two or more leagues not all of which are incorporated under the laws of one province.
Marginal note:Where minimum not attained
(2) If, at any time, the membership in an association is not in accordance with subsection (1), the association shall without delay take the steps that are necessary to
(a) apply for a certificate of continuation or letters patent referred to in subsection 32(1); or
(b) liquidate and dissolve the association under Part VII.
266. Section 52 of the Act is replaced by the following:
Marginal note:No control
52. No person other than an association may control an association.
267. Paragraph 60(1)(b) of the Act is replaced by the following:
(b) the association has paid-in capital of at least five million dollars or such greater amount as the Minister may specify;
268. Section 61 of the Act is replaced by the following:
Marginal note:Conditions of order
61. An order approving the commencement and carrying on of business by an association may contain any conditions or limitations that the Superintendent considers appropriate.
269. Subsection 70(2) of the Act is replaced by the following:
Marginal note:Approval required
(2) A by-law referred to in subsection (1) must be approved by special resolution.
270. Section 74 of the Act is amended by adding the following after subsection (2):
Marginal note:When approval not necessary
(3) The by-laws of an association may, with the approval of the Superintendent, provide for a formula or procedure for valuing a member of the association or any of its assets or liabilities when the member, or the asset or liability, is proposed to be acquired by the association in exchange for membership shares or shares of the association. The approval of the Superintendent under subsection (1) is not necessary when such shares are issued in accordance with such a by-law.
Marginal note:1997, c. 15, s. 118
271. The portion of subsection 75(2.1) of the Act before paragraph (b) is replaced by the following:
Marginal note:Exception
(2.1) Despite subsection (2), an association may, subject to subsection (2.2), record in the appropriate stated capital account part of the amount of any consideration it receives for shares it issues
(a) in exchange for
(i) property of a person who immediately before the exchange did not deal with the association at arm’s length within the meaning of that expression in the Income Tax Act or property of any other prescribed person, or
(ii) shares of, or another interest in, a body corporate that immediately before the exchange, or because of the exchange, did not deal with the association at arm’s length within the meaning of that expression in the Income Tax Act or shares of or another interest in any prescribed entity; or
272. (1) Subsection 86(1) of the Act is replaced by the following:
Marginal note:Declaration of dividend
86. (1) The directors of an association may declare and an association may pay a dividend by issuing fully paid membership shares or options or rights to acquire membership shares to members or fully paid shares or options or rights to acquire fully paid shares to members or shareholders and, subject to subsections (4) and (5), the directors of an association may declare and an association may pay a dividend in money or property, and if a dividend is to be paid in money, the dividend may be paid in a currency other than the currency of Canada.
(2) Section 86 of the Act is amended by adding the following after subsection (4):
Marginal note:When dividend not to be declared
(5) The directors of an association shall not declare and an association shall not pay a dividend in any financial year without the approval of the Superintendent if, on the day the dividend is declared, the total of all dividends declared by the association in that year would exceed the aggregate of the association’s net income up to that day in that year and its retained net income for the preceding two financial years.
273. Subsection 151(2) of the French version of the Act is replaced by the following:
Marginal note:Renonciation à l’avis
(2) La présence à l’assemblée équivaut à une renonciation de l’avis de convocation, sauf lorsque la personne y assiste spécialement pour s’opposer aux délibérations au motif que l’assemblée n’est pas régulièrement convoquée.
274. (1) Subsection 154(1) of the Act is replaced by the following:
Marginal note:Member list
154. (1) An association shall prepare a list, which may be in electronic form, of its members entitled to receive notice of a meeting under paragraph 146(1)(a), arranged in alphabetical order, which list must be prepared at the close of business on the day immediately preceding the day on which notice is given.
(2) The portion of subsection 154(2) of the Act before paragraph (a) is replaced by the following:
Marginal note:Shareholder list
(2) An association shall prepare a list, which may be in electronic form, of its shareholders entitled to receive notice of a meeting under paragraph 146(1)(b), arranged in alphabetical order and showing the number of shares held by each shareholder, which list must be prepared
275. Subsection 167(2) of the Act is amended by striking out the word “and” at the end of paragraph (d) and by adding the following after paragraph (e):
(f) in the case of a retail association, establish procedures to provide disclosure of information to customers of the association that is required to be disclosed by this Act and for dealing with complaints as required by section 385.22; and
(g) designate a committee of the board of directors to monitor the procedures referred to in paragraph (f) and satisfy itself that they are being adhered to by the retail association.
276. Subsection 169(2) of the Act is replaced by the following:
Marginal note:Residency requirement
(2) At least two thirds of the directors of an association must be, at the time of each director’s election or appointment, resident Canadians.
277. Subsection 179(1) of the Act is amended by striking out the word “or” at the end of paragraph (c), by adding the word “or” at the end of paragraph (d) and by adding the following after paragraph (d):
(e) when the director is removed from office under section 441.2.
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