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

Act current to 2014-12-08 and last amended on 2014-06-19. Previous Versions

Security Certificates and Transfers

Marginal note:Sections 85 to 139 apply

 Sections 85 to 139 apply in respect of insurance holding companies, subject to the following:

  • (a) references to “company” in those sections are to be read as references to “insurance holding company”;

  • (b) references to “this Act” in those sections are to be read as references to “this Part”;

  • (c) references to “Part VII” in those sections are to be read as references to “Division 7 of Part XVII”;

  • (d) references to “this Part” in those sections are to be read as references to “this Division”;

  • (e) paragraph 92(1)(a) is to be read without reference to the words “other than section 427”;

  • (f) the reference to “sections 142 to 145 and section 149” in subsection 97(1) is to be read as a reference to “sections 766 to 769 and 772”; and

  • (g) the reference to “section 75 or 81” in subsection 101(3) is to be read as a reference to “section 754 or 759”.

  • 1991, c. 47, s. 763;
  • 2001, c. 9, s. 465.

Division 6Corporate Governance

Subdivision 1Shareholders

Place of Meetings

Marginal note:Place of meetings
  •  (1) Meetings of shareholders of an insurance holding company shall be held at the place within Canada provided for in the by-laws of the insurance holding company or, in the absence of any such provision, at the place within Canada that the directors determine.

  • Marginal note:Participation by electronic means

    (2) Unless the by-laws provide otherwise, any person who is entitled to attend a meeting of shareholders may participate in the meeting by means of a telephonic, electronic or other communication facility that permits all participants to communicate adequately with each other during the meeting if the insurance holding company makes one available. A person who is participating in a meeting by one of those means is deemed for the purposes of this Part to be present at the meeting.

  • Marginal note:Regulations

    (3) The Governor in Council may make regulations respecting the manner of and conditions for participating in a meeting by means of a telephonic, electronic or other communication facility that permits all participants to communicate adequately with each other during the meeting.

  • 2001, c. 9, s. 465;
  • 2005, c. 54, s. 311.

Calling Meetings

Marginal note:Calling meetings
  •  (1) The directors of an insurance holding company

    • (a) shall, after the meeting called under subsection 740(1), call the first annual meeting of shareholders of the insurance holding company, which meeting must be held not later than six months after the end of the first financial year of the insurance holding company;

    • (b) shall subsequently call an annual meeting of shareholders, which meeting must be held not later than six months after the end of each financial year; and

    • (c) may at any time call a special meeting of shareholders.

  • Marginal note:Order to delay calling annual meeting

    (2) Despite subsection (1), the insurance holding company may apply to the court for an order extending the time for calling an annual meeting.

  • Marginal note:Obligation to notify Superintendent

    (3) The insurance holding company shall give notice of the application to the Superintendent before any hearing concerning the application and shall provide the Superintendent with a copy of any order that is issued.

  • Marginal note:Superintendent’s right to appear

    (4) The Superintendent is entitled to appear and be heard in person or by counsel at any hearing concerning the application.

  • 2001, c. 9, s. 465;
  • 2005, c. 54, s. 312.