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

Marginal note:Return

• 549. (1) Every society shall, each year before June 30 of that year, provide the Superintendent with a return showing

  • (a) the name, residence and citizenship of each director of the society;

  • (b) the mailing address of each director;

  • (c) the bodies corporate of which each director referred to in paragraph (a) is an officer or director and the firms of which each director is a member;

  • (d) the names of the directors referred to in paragraph (a) who are officers or employees of the society, and the positions they occupy;

  • (e) the date of expiration of the term of each director referred to in paragraph (a); and

  • (f) the name, address and date of appointment of the auditor of the society.

• Marginal note:Information

  (2) Where

  • (a) any information relating to a director or auditor of a society shown in the latest return made to the Superintendent under subsection (1), other than information referred to in paragraph (1)(c), becomes inaccurate or incomplete,

  • (b) a vacancy in the position of auditor of the society occurs or is filled by another person, or

  • (c) a vacancy on the supreme governing body of the society occurs or is filled,

  the society shall forthwith provide the Superintendent with such information as is required to maintain the return in a complete and accurate form.

Marginal note: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.

Marginal note:Non-application of sections 551 to 570

550. Sections 551 to 570 do not apply in respect of

• (a) any interest in real property arising through the holding of a security interest in real property;

• (b) any interest in an entity arising through the holding of a security interest in securities of that entity; or

• (c) assets of a segregated fund maintained as required by subsection 542.03(2).

Marginal note:Investment standards

551. The directors of a society shall establish and the society shall adhere to investment and lending policies, standards and procedures that a reasonable and prudent person would apply in respect of a portfolio of investments and loans to avoid undue risk of loss and obtain a reasonable return.

Marginal note:Restriction on control and substantial investments

• 552. (1) Subject to subsections (2) and (3), no society shall acquire control of, or hold, acquire or increase a substantial investment in, any entity other than a permitted entity.

• Marginal note:Exception: indirect investments

  (2) A society may acquire control of, or acquire or increase a substantial investment in, an entity other than a permitted entity by way of

  • (a) an acquisition of control of an entity referred to in any of paragraphs 554(1)(a) to (c), or of a prescribed entity, that controls or has a substantial investment in the entity; or

  • (b) an acquisition of shares or ownership interests in the entity by

    • (i) an entity referred to in any of paragraphs 554(1)(a) to (c), or a prescribed entity, that is controlled by the society, or

    • (ii) an entity controlled by an entity referred to in any of paragraphs 554(1)(a) to (c), or a prescribed entity, that is controlled by the society.

• Marginal note:Exception: temporary investments, realizations and loan workouts

  (3) A society may acquire control of, or acquire or increase a substantial investment in, an entity by way of

  • (a) a temporary investment permitted by section 557;

  • (b) an acquisition of shares of a body corporate or of ownership interests in an unincorporated entity permitted by section 558; or

  • (c) a realization of security permitted by section 559.

• Marginal note:Exception: uncontrolled event

  (4) A society is deemed not to contravene subsection (1) if the society acquires control of, or acquires or increases a substantial investment in, an entity solely as the result of an event not within the control of the society.

• Marginal note:Application of other provision

  (5) Despite having acquired control of, or a substantial investment in, an entity under a particular provision of this Part, a society may continue to control the entity or hold the substantial investment in the entity as though it had made the acquisition under another provision of this Part so long as the conditions of that other provision are met.

• Marginal note:Timing of deemed acquisition

  (6) If a society decides to exercise its right under subsection (5), the society is deemed to be acquiring the control or the substantial investment under the other provision.