Insurance Companies Act (S.C. 1991, c. 47)

Marginal note:Effect of letters patent

• 35. (1) On the day set out in the letters patent continuing a body corporate as a company under subsection 34(1),

  • (a) the body corporate becomes a company as if it had been incorporated under this Act; and

  • (b) the letters patent are deemed to be the incorporating instrument of the continued company.

• Marginal note:Effect of letters patent — society

  (2) On the day set out in the letters patent continuing a fraternal benefit society as a society under subsection 34(2),

  • (a) the fraternal benefit society becomes a society as if it had been incorporated under this Act; and

  • (b) the letters patent are deemed to be the incorporating instrument of the continued society.

Marginal note:Copy of letters patent

• 36. (1) Where a body corporate is continued as a company or society under this Part, the Superintendent shall without delay send a copy of the letters patent to the appropriate official or public body in the jurisdiction in which the body corporate was authorized to apply to be continued under this Act.

• Marginal note:Notice of issuance of letters patent

  (2) The Superintendent shall publish in the Canada Gazette a notice of the issuance of letters patent continuing a body corporate as a company or society under this Act.

Marginal note:Effects of continuance

37. Where a body corporate is continued as a company or society under this Part,

• (a) the property of the body corporate continues to be the property of the company or society;

• (b) the company or society continues to be liable for the obligations of the body corporate;

• (c) an existing cause of action or claim by or against the body corporate or any liability of the body corporate to prosecution is unaffected;

• (d) a civil, criminal or administrative action or proceeding pending by or against the body corporate may continue to be prosecuted by or against the company or society;

• (e) a conviction against, or any ruling, order or judgment in favour of or against the body corporate may be enforced by or against the company or society;

• (f) a person who, on the day the body corporate becomes a company or society, is the holder of a security issued by the body corporate is not deprived of any right or privilege available to the person at that time in respect of the security or relieved of any liability in respect of it, but any such right or privilege may be exercised only in accordance with this Act; and

• (g) the by-laws of the body corporate, except those that are in conflict with this Act, continue as the by-laws of the company or society.