Canadian Telecommunications Common Carrier Ownership and Control Regulations

SOR/94-667

TELECOMMUNICATIONS ACT

Registration 1994-10-25

Regulations Respecting the Ownership and Control of Canadian Telecommunications Common Carriers

P.C. 1994-1772  1994-10-25

His Excellency the Governor General in Council, on the recommendation of the Minister of Industry, Science and Technology, pursuant to section 22 of the Telecommunications ActFootnote *, is pleased hereby to make the annexed Regulations respecting the ownership and control of canadian telecommunications common carriers.

SHORT TITLE

 These Regulations may be cited as the Canadian Telecommunications Common Carrier Ownership and Control Regulations.

INTERPRETATION

  •  (1) In these Regulations,

    “Act”

    “Act” means the Telecommunications Act; (Loi)

    “board”

    “board” means the board of directors of a corporation; (conseil d’administration)

    “carrier holding corporation”

    “carrier holding corporation” means

    • (a) a corporation that beneficially owns and controls, in the aggregate and otherwise than by way of security only, not less than 66 2/3 per cent of the issued and outstanding voting shares of a Canadian carrier and that is not otherwise controlled by non-Canadians, or

    • (b) an acquiring corporation as defined in section 18; (société mère d’une entreprise ou société mère)

    “depository”

    “depository” means any person who provides centralized facilities for the clearing of trades in securities and is acting in relation to trades in voting shares solely in relation to the payment of funds or the delivery of securities, or both; (dépositaire)

    “excess voting shares”

    “excess voting shares” means issued and outstanding voting shares beneficially owned, or controlled, by non-Canadians in an amount greater than

    • (a) 20 per cent of the total issued and outstanding voting shares, in the case of a corporation referred to in subsection 16(1) of the Act, or

    • (b) the percentage of the total issued and outstanding voting shares that were beneficially owned, and controlled, by non-Canadians as at July 22, 1987, in the case of a corporation referred to in subsection 16(2) of the Act; (actions avec droit de vote excédentaires)

    “holdco excess voting shares”

    “holdco excess voting shares” means issued and outstanding voting shares of a carrier holding corporation beneficially owned, or controlled, by non-Canadians

    • (a) in the case of a carrier holding corporation that purports to be a qualified corporation, in an amount greater than 33 1/3 per cent of the total issued and outstanding voting shares of the carrier holding corporation, or

    • (b) in the case of a carrier holding corporation that is an acquiring corporation as defined in section 18, in an amount greater than the percentage of the total issued and outstanding voting shares of the carrier as defined in that section that were beneficially owned, and controlled, by non-Canadians as at July 22, 1987; (actions avec droit de vote excédentaires de la société mère)

    “holdco principal stock exchange”

    “holdco principal stock exchange” means, at any given time, the stock exchange in Canada on which the highest volume of voting shares of a carrier holding corporation is traded; (marché boursier principal de la société mère)

    “intermediary”

    “intermediary” means a person or entity, excluding a depository and trustee, that holds a security on behalf of another person or entity; (intermédiaire)

    “non-Canadian”

    “non-Canadian” means a person or entity that is not a Canadian; (non-Canadien)

    “principal stock exchange”

    “principal stock exchange” means, at any given time, the stock exchange in Canada on which the highest volume of voting shares of a Canadian carrier is traded; (marché boursier principal)

    “qualified corporation”

    “qualified corporation” means a corporation in which those of its shareholders who are Canadians beneficially own, and control, in the aggregate and otherwise than by way of security only, not less than 66 2/3 per cent of the issued and outstanding voting shares, and which is not otherwise controlled by non-Canadians; (personne morale qualifiée)

    “qualified mutual insurance company”

    “qualified mutual insurance company” means a mutual insurance company the head office and principal place of business of which are in Canada, and not less than 80 per cent of the board and of each committee of its directors of which are individual Canadians; (société mutuelle d’assurance qualifiée)

    “qualified partnership”

    “qualified partnership” means a partnership in which those of its partners who are Canadians beneficially own, and control, in the aggregate and otherwise than by way of security only, not less than 66 2/3 per cent of the beneficial interest in the partnership, and which is not otherwise controlled by non-Canadians; (société de personnes qualifiée)

    “qualified pension fund society”

    “qualified pension fund society” means a pension fund society the majority of whose members of its board of directors are individual Canadians, and that is established under An Act to Incorporate the Pension Fund Society of the Dominion Bank, S.C. 1887, c. 55; S.C. 1956, c. 66, An Act to Incorporate the Pension Fund Society of the Bank of Montreal, S.C. 1885, c. 13, the Pension Fund Society Act or any provincial legislation relating to the establishment of pension fund societies; (société de caisse de retraite qualifiée)

    “qualified trust”

    “qualified trust” means a trust in which Canadians have not less than 66 2/3 per cent of the beneficial interest, and of which a majority of the trustees are Canadians; (fiducie qualifiée)

    “voting share”

    “voting share” means a share of any class of shares of a corporation carrying voting rights under all circumstances or by reason of an event that has occurred and is continuing or by reason of a condition that has been fulfilled, and includes

    • (a) a security that is convertible into such a share at the time a calculation of the percentage of shares owned and controlled by Canadians is made, and

    • (b) an option or a right to acquire such a share, or the security referred to in paragraph (a), that is exercisable at the time the calculation referred to in that paragraph is made. (action avec droit de vote)

  • (2) In these Regulations and for the purposes of section 16 of the Act,

    “Canadian”

    “Canadian” means

    • (a) a citizen within the meaning of subsection 2(1) of the Citizenship Act who is ordinarily resident in Canada,

    • (b) a permanent resident within the meaning of subsection 2(1) of the Immigration Act who is ordinarily resident in Canada, and has been ordinarily resident in Canada for not more than one year after the date on which that person first became eligible to apply for Canadian citizenship,

    • (c) a Canadian government, whether federal, provincial or local, or an agency thereof,

    • (d) a corporation without share capital, where a majority of its directors or officers, as the case may be, are appointed or designated, either by their personal names or by their names of office, by one or more of

      • (i) a federal or provincial statute or regulations made under a federal or provincial statute,

      • (ii) the Governor in Council or the lieutenant governor in Council of a province, or

      • (iii) a minister of the Crown in right of Canada or of a province,

    • (e) a qualified corporation,

    • (f) a qualified trust,

    • (g) a qualified mutual insurance company,

    • (h) a qualified partnership, or

      • (i) a qualified pension fund society. (Canadien)