Marginal note:Restriction on voting rights
386. (1) If, with respect to any company, a particular person contravenes section 375 or 375.1 or fails to comply with an undertaking referred to in subsection 384(2) or with any term or condition imposed under section 389, no person, and no entity controlled by the particular person, shall, in person or by proxy, exercise any voting rights
(a) that are attached to shares of the company beneficially owned by the particular person or any entity controlled by the particular person; or
(b) that are subject to an agreement entered into by the particular person, or any entity controlled by the particular person, pertaining to the exercise of the voting rights.
Marginal note:Subsection (1) ceases to apply
(2) Subsection (1) ceases to apply in respect of a person when, as the case may be,
(a) the shares to which the contravention relates have been disposed of;
(b) the person ceases to control the company within the meaning of paragraph 3(1)(d);
(c) if the person failed to comply with an undertaking referred to in subsection 384(2), the company complies with section 379; or
(d) if the person failed to comply with a term or condition imposed under section 389, the person complies with the term or condition.
- 1991, c. 45, s. 386;
- 1997, c. 15, s. 374;
- 2001, c. 9, s. 524.
Marginal note:Application for approval
387. (1) An application for an approval of the Minister required under this Part must be filed with the Superintendent and contain the information, material and evidence that the Superintendent may require.
(2) If, with respect to any particular transaction, this Part applies to more than one person, any one of those persons may make the application to the Minister for approval on behalf of all of those persons.
- 1991, c. 45, s. 387;
- 2001, c. 9, s. 525.
Marginal note:Matters for consideration
388. (1) Subject to subsection (2), if an application for an approval under section 375 is made, the Minister, in determining whether or not to approve the transaction, shall take into account all matters that the Minister considers relevant to the application, including
(a) the nature and sufficiency of the financial resources of the applicant or applicants as a source of continuing financial support for the company;
(b) the soundness and feasibility of the plans of the applicant or applicants for the future conduct and development of the business of the company;
(c) the business record and experience of the applicant or applicants;
(d) the character and integrity of the applicant or applicants or, if the applicant or any of the applicants is a body corporate, its reputation for being operated in a manner that is consistent with the standards of good character and integrity;
(e) whether the company will be operated responsibly by persons with the competence and experience suitable for involvement in the operation of a financial institution;
(f) the impact of any integration of the businesses and operations of the applicant or applicants with those of the company on the conduct of those businesses and operations; and
(g) the best interests of the financial system in Canada.
Marginal note:National treatment
(2) Where a transaction in respect of which subsection 375(1) or (2) applies would cause a company to become a subsidiary of a foreign institution that is engaged in the trust and loan business, that does not have any other company as its subsidiary and that is a non-WTO Member foreign institution, the Minister shall not approve the transaction unless the Minister is satisfied that treatment as favourable for companies to which this Act applies exists or will be provided in the jurisdiction in which the foreign institution principally carries on business, either directly or through a subsidiary.
Marginal note:Part XII of the Bank Act
(3) Nothing in subsection (1) or (2) affects the operation of Part XII of the Bank Act.
- 1991, c. 45, s. 388;
- 1999, c. 28, s. 140;
- 2001, c. 9, s. 526.
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