220. The Act is amended by adding the following after section 2:

221. The heading before section 3 of the Act is replaced by the following:

222. The heading before section 4 of the Act is repealed.

• 223. (1) Paragraph 4(1)(d) of the Act is replaced by the following:

  • (d) any other person who is entitled under this Part to be a member and who, on application to the Association for membership in the Association, establishes entitlement to be a member.

• (2) Subsections 4(2) to (4) of the Act are replaced by the following:

  • Marginal note:Entitled members

    (2) Each of the following persons is entitled to be a member of the Association if they meet the requirements set out in the regulations and the by-laws:

    • (a) a central, a trust company, a loan company and any other person, other than a local that is a member of a central or a cooperative credit association, that accepts deposits transferable by order to a third party;

    • (b) a federation, if the federation has as one of its members a central that is a member of the Association, except that the federation may not vote at any meeting of members of the Association;

    • (c) Her Majesty in right of a province or an agent thereof, if Her Majesty in right of the province or the agent thereof accepts deposits transferable by order to a third party;

    • (d) a life insurance company;

    • (e) a securities dealer;

    • (f) a cooperative credit association;

    • (g) the trustee of a qualified trust; and

    • (h) a qualified corporation, on behalf of its money market mutual fund.

• (3) Paragraph 4(2)(b) of the Act, as enacted by subsection (2), is repealed.

• (4) Subsection 4(6) of the Act is replaced by the following:

  • Marginal note:Termination of membership

    (6) A member, other than a member referred to in paragraphs (1)(a) to (c), ceases being a member of the Association three days after the day on which the Board adopts a resolution, by a majority of not less than two-thirds of the votes cast by directors voting in respect of the resolution, declaring that, in the opinion of the Board, the member does not meet the requirements set out in the regulations and the by-laws.

• (5) Paragraph 4(7)(b) of the Act is replaced by the following:

  • (b) eligible, despite any other provision of this Part, for readmission to the Association as a member until a resolution is adopted by the Board, by a majority of not less than two-thirds of the votes cast by directors voting in respect of the resolution, declaring that, in the opinion of the Board, the member or former member concerned meets the requirements set out in the regulations and the by-laws; or

224. Section 5 of the Act is replaced by the following:

225. The portion of subsection 6(1) of the Act before paragraph (a) is replaced by the following:

226. Section 8 of the Act is replaced by the following:

• 227. (1) Paragraph 9(1)(b) of the English version of the Act is replaced by the following:

  • (b) an officer of the Bank to be an alternate director to the director appointed under paragraph (a) and the alternate director so appointed may act as a director during any period in which the director for whom he or she is an alternate is, by reason of absence or incapacity, unable to act.

• Marginal note:1993, c. 34, s. 46(F); 1999, c. 28, s. 112

  (2) Subsections 9(2) to (4) of the Act are replaced by the following:

  • Marginal note:Appointments by Minister

    (1.1) The Minister shall appoint three directors of the Association to hold office for a term of not more than three years, except that the first director appointed shall be appointed to hold office for a term of three years, the second shall be appointed to hold office for a term of two years and the third shall be appointed to hold office for a term of one year.

  • Marginal note:Disqualifications

    (1.2) No person is eligible to be appointed under subsection (1.1) or, having been appointed under that subsection, to continue as a member of the Board who is

    • (a) a director, an officer or an employee of a person that is eligible to apply to be a member of the Association, or of an affiliate of such a person;

    • (b) employed in any capacity in the public service of Canada or a province or holds any office or position for which any salary or other remuneration is payable out of public moneys; or

    • (c) a member of the Senate or House of Commons or a member of a provincial legislature.

  • Marginal note:Election by members

    (2) Subject to subsection (3), twelve directors of the Association shall be elected by the members to hold office for a term of three years, except that of those first elected four shall be elected for a term of three years, four for a term of two years and four for a term of one year.

  • Marginal note:Composition of Board

    (3) For the purpose of election of directors, the members, other than the Bank of Canada, shall be grouped into seven classes, namely,

    • (a) banks and authorized foreign banks;

    • (b) centrals and cooperative credit associations;

    • (c) trust companies and loan companies;

    • (d) qualified corporations and trustees of qualified trusts;

    • (e) securities dealers;

    • (f) life insurance companies; and

    • (g) other members.

  • Marginal note:Removal of director

    (4) If a resolution passed by a two-thirds majority of the members of a class described in subsection (3) who are present at a special meeting of members of that class called to consider the resolution provides for the recall of a director elected by that class, then, despite subsection (2), that director ceases to be a director of the Association at the time notice of the resolution is given to the director or at any other time that may be fixed by by-law.

  • Marginal note:Remuneration of directors

    (5) A director appointed under subsection (1.1) shall be paid by the Association such remuneration as may be fixed by by-law.

  • Marginal note:Affiliated bodies corporate

    (6) For the purposes of paragraph (1.2)(a),

    • (a) one body corporate is affiliated with another body corporate if one of them is the subsidiary of the other or both are subsidiaries of the same body corporate or each of them is controlled by the same person; and

    • (b) if two bodies corporate are affiliated with the same body corporate at the same time, they are deemed to be affiliated with each other.

  • Marginal note:Definition of control

    (7) In paragraph (6)(a), “control” means control in any manner that results in control in fact, whether directly through the ownership of securities or indirectly through a trust, agreement or arrangement, the ownership of any body corporate or otherwise.

Marginal note:1993, c. 34, s. 47(F); 1999, c. 28, s. 113

228. Section 10 of the Act is repealed.

229. Section 12 of the English version of the Act is replaced by the following:

230. Subsections 13(2) and (3) of the Act are replaced by the following:

231. The heading before section 15 of the Act is replaced by the following:

Marginal note:

232. Subsection 15(3) of the English version of the Act is replaced by the following:

233. Subsection 18(1) of the Act is replaced by the following:

• 234. (1) Subsection 19(1) of the Act is replaced by the following:

  Marginal note:Rules

  • 19. (1) Subject to the by-laws, the Board may make such rules as it considers necessary for the attainment of the objects of the Association and, without limiting the generality of the foregoing, may make rules

    • (a) respecting payment items acceptable for exchange, clearing or settlement;

    • (b) establishing standards and procedures in respect of the exchange and clearing of payment items;

    • (c) respecting settlements and related matters;

    • (d) respecting the authenticity and integrity of payment items and messages; and

    • (e) respecting the identification and authentication of members and other persons.

• (2) Subsection 19(3) of the Act is replaced by the following:

  • Marginal note:Rules to be available

    (3) The Association shall make a copy of every rule available to members in the manner determined by the General Manager.

  • Marginal note:Copies of rules to be sent to Minister

    (4) A copy of every rule shall be sent to the Minister within ten days after it is made.

235. The Act is amended by adding the following after section 19:

236. The heading before section 20 of the Act is replaced by the following:

Marginal note:

237. Subsection 20(2) of the English version of the Act is replaced by the following:

238. Section 21 of the Act is replaced by the following: