Cooperative Credit Associations Act (S.C. 1991, c. 48)

PART XInvestments

Definitions and Application

Marginal note:Definitions

• 386 (1) The following definitions apply in this Part.

  closed-end fund

  closed-end fund means an entity whose activities are limited to investing the funds of the entity so as to provide investment diversification and professional investment management to the holders of its securities, and whose securities are

  • (a) fixed in number and distributed to the public in an offering under a preliminary prospectus, prospectus, short-form prospectus or similar document in accordance with the laws of a province or a foreign jurisdiction;

  • (b) traded on an exchange or an over-the-counter market; and

  • (c) liquidated on a fixed future termination date, the proceeds of which are allocated to the holders of the securities on a proportional basis. (fonds d’investissement à capital fixe)

  commercial loan

  commercial loan means

  • (a) any loan made or acquired by an association, other than

    • (i) a loan to a natural person in an amount of two hundred and fifty thousand dollars or less,

    • (ii) a loan to the Government of Canada, the government of a province, a municipality, or to any agency thereof, or to the government of a foreign country or any political subdivision thereof, or any agency thereof, or to a prescribed international agency,

    • (iii) a loan that is guaranteed by, or fully secured by securities issued by, a government, a municipality or an agency referred to in subparagraph (ii),

    • (iv) a loan that is secured by a mortgage on real property, if

      • (A) the mortgage is on residential property and the amount of the loan, together with the amount then outstanding of any mortgage having an equal or prior claim against the property, does not exceed 80% of the value of the property at the time the loan is made or acquired, or

      • (B) the mortgage is on real property other than residential property and

        • (I) the amount of the loan, together with the amount then outstanding of any mortgage having an equal or prior claim against the property, does not exceed 80% of the value of the property at the time the loan is made or acquired, and

        • (II) at the time the loan is made or acquired the property provides an annual income sufficient to pay all annual expenses related to the property, including the payments owing under the mortgage and the mortgages having an equal or prior claim against the property,

    • (v) a loan that is secured by a mortgage on real property, if

      • (A) the mortgage is on residential property and

        • (I) the amount of the loan, together with the amount then outstanding of any mortgage having an equal or prior claim against the property, exceeds 80% of the value of the property at the time the loan is made or acquired, and

        • (II) repayment of the amount of the loan that exceeds 80% of the value of the property is guaranteed or insured by a government agency or private insurer approved by the Superintendent, or

      • (B) the mortgage is on real property other than residential property and

        • (I) the amount of the loan, together with the amount then outstanding of any mortgage having an equal or prior claim against the property, exceeds 80% of the value of the property at the time the loan is made or acquired,

        • (II) repayment of the amount of the loan that exceeds 80% of the value of the property is guaranteed or insured by a government agency or private insurer approved by the Superintendent, and

        • (III) at the time the loan is made or acquired, the property provides an annual income sufficient to pay all annual expenses related to the property, including the payments owing under the mortgage and the mortgages having an equal or prior claim against the property,

    • (vi) a loan that

      • (A) consists of a deposit made by the association with a financial institution,

      • (B) is fully secured by a deposit with any financial institution, including the association,

      • (C) is fully secured by debt obligations guaranteed by any financial institution other than the association, or

      • (D) is fully secured by a guarantee of a financial institution other than the association,

    • (vii) a loan to another association under prescribed terms and conditions, if any are prescribed, or

    • (viii) a loan to any prescribed entity under prescribed terms and conditions, if any are prescribed;

  • (b) an investment in debt obligations, other than

    • (i) debt obligations that are

      • (A) guaranteed by any financial institution other than the association,

      • (B) fully secured by deposits with any financial institution, including the association, or

      • (C) fully secured by debt obligations that are guaranteed by any financial institution other than the association,

    • (ii) debt obligations issued by the Government of Canada, the government of a province, a municipality, or by any agency thereof, or by the government of a foreign country or any political subdivision thereof, or by any agency thereof, or by a prescribed international agency,

    • (iii) debt obligations that are guaranteed by, or fully secured by securities issued by, a government, a municipality or an agency referred to in subparagraph (ii),

    • (iv) debt obligations that are widely distributed, as that expression is defined by the regulations,

    • (v) debt obligations that are issued by another association under prescribed terms and conditions, if any are prescribed,

    • (vi) debt obligations of an entity controlled by the association, or

    • (vii) debt obligations of a prescribed entity that are issued under prescribed terms and conditions, if any are prescribed; and

  • (c) an investment in shares of a body corporate or ownership interests in an unincorporated entity, other than

    • (i) shares or ownership interests that are widely distributed, as that expression is defined by the regulations,

    • (ii) shares or ownership interests of an entity controlled by the association, or

    • (iii) participating shares. (prêt commercial)

  factoring entity

  factoring entity means a factoring entity as defined in the regulations. (entité s’occupant d’affacturage)

  finance entity

  finance entity means a finance entity as defined in the regulations. (entité s’occupant de financement)

  financial leasing entity

  financial leasing entity means an entity

  • (a) whose activities are limited to the financial leasing of personal property and such related activities as are prescribed and whose activities conform to such restrictions and limitations thereon as are prescribed; and

  • (b) that, in conducting the activities referred to in paragraph (a) in Canada, does not

    • (i) direct its customers or potential customers to particular dealers in the leased property or the property to be leased,

    • (ii) enter into lease agreements with persons in respect of any motor vehicle having a gross vehicle weight, as that expression is defined by the regulations, of less than twenty-one tonnes, or

    • (iii) enter into lease agreements with natural persons in respect of personal household property, as that expression is defined by the regulations. (entité s’occupant de crédit-bail)

  loan

  loan includes an acceptance, endorsement or other guarantee, a deposit, a financial lease, a conditional sales contract, a repurchase agreement and any other similar arrangement for obtaining funds or credit but does not include investments in securities. (prêt ou emprunt)

  motor vehicle

  motor vehicle means a motorized vehicle designed to be used primarily on a public highway for the transportation of persons or things, but does not include

  • (a) a fire-engine, bus, ambulance or utility truck; or

  • (b) any other special purpose motorized vehicle that contains significant special features that make it suitable for a specific purpose. (véhicule à moteur)

  mutual fund distribution entity

  mutual fund distribution entity means an entity whose principal activity is acting as a selling agent of units, shares or other interests in a mutual fund and acting as a collecting agent in the collection of payments for any such interests if

  • (a) the proceeds of the sales of any such interests, less any sales commissions and service fees, are paid to the mutual fund; and

  • (b) the existence of a sales commission and service fee in respect of the sale of any such interest is disclosed to the purchaser of the interest before the purchase of the interest. (courtier de fonds mutuels)

  mutual fund entity

  mutual fund entity means an entity

  • (a) whose activities are limited to the investing of the funds of the entity so as to provide investment diversification and professional investment management to the holders of its securities; and

  • (b) whose securities entitle their holders to receive, on demand, or within a specified period after demand, an amount computed by reference to the value of a proportionate interest in the whole or in a part of its net assets, including a separate fund or trust account of the entity. (entité s’occupant de fonds mutuels)

  participating share

  participating share means a share of a body corporate that carries the right to participate in the earnings of the body corporate to an unlimited degree and to participate in a distribution of the remaining property of the body corporate on dissolution. (action participante)

  permitted entity

  permitted entity means an entity in which an association is permitted to acquire a substantial investment under section 390. (entité admissible)

  prescribed subsidiary

  prescribed subsidiary means a subsidiary that is one of a prescribed class of subsidiaries. (filiale réglementaire)

  real property brokerage entity

  real property brokerage entity means an entity that is primarily engaged in

  • (a) acting as an agent for vendors, purchasers, mortgagors, mortgagees, lessors or lessees of real property; and

  • (b) the provision of consulting or appraisal services in respect of real property. (courtier immobilier)

  specialized financing entity

  specialized financing entity means a specialized financing entity as defined in the regulations. (entité s’occupant de financement spécial)

• Marginal note:Members of an association’s group

  (2) For the purpose of this Part, a member of an association’s group is any of the following:

  • (a) an entity referred to in paragraph 390(1)(a) that controls the association;

  • (b) a subsidiary of the association or of an entity referred to in paragraph 390(1)(a) that controls the association;

  • (c) an entity in which the association, or an entity referred to in paragraph 390(1)(a) that controls the association, has a substantial investment; or

  • (d) a prescribed entity in relation to the association.

• Marginal note:Non-application of Part

  (3) This Part does not apply in respect of

  • (a) the holding of a security interest in real property, unless the security interest is prescribed under paragraph 403(a) to be an interest in real property; or

  • (b) the holding of a security interest in securities of an entity.

General Constraints on Investments

Marginal note:Investment standards

387 The directors of an association shall establish and the association 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.