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

Act current to 2021-02-15 and last amended on 2019-06-17. Previous Versions

PART XIVProvincial Companies (continued)

Order to Commence and Carry on Business (continued)

Marginal note:Undertaking

 Every provincial company for which an order has been made under section 657 shall provide the Superintendent with an undertaking in such form as may be required by the Superintendent that it will, so long as the order is not rescinded, submit to and comply with all of the provisions of this Act applicable to it in respect of the classes of insurance specified in the order and any conditions or limitations set out in the order.

Marginal note:Transitional

 A provincial company that deposited securities with the Receiver General pursuant to section 76 or 82 of the Canadian and British Insurance Companies Act shall apply for the return of those securities within such period following the coming into force of this section as may be fixed by order of the Governor in Council.

Duties of Directors

Marginal note:Appointment of actuary, auditor and conduct review committee

  •  (1) The directors of a provincial company shall

    • (a) appoint the actuary of the provincial company forthwith after the Superintendent makes an order for the provincial company under section 657;

    • (b) appoint the auditor of the provincial company for the purposes of this Act forthwith after the Superintendent makes an order for the provincial company under section 657; and

    • (c) establish a conduct review committee consisting of at least three directors who are not affiliated with the company, determined in accordance with regulations made under section 170.

  • Marginal note:Duties of conduct review committee

    (2) The conduct review committee of a provincial company shall

    • (a) require the management of the provincial company to establish procedures for complying with Part XI;

    • (b) review those procedures and their effectiveness in ensuring that the provincial company is complying with Part XI;

    • (b.1) if an insurance holding company or a bank holding company that is widely held has a significant interest in any class of shares of the provincial company, establish policies for entering into transactions referred to in section 528.1; and

    • (c) review the practices of the provincial company to ensure that any transactions with related parties of the provincial company that may have a material effect on the stability or solvency of the provincial company are identified.

  • Marginal note:Provincial company report to Superintendent

    (3) A provincial company shall report to the Superintendent on the mandate and responsibilities of the conduct review committee and the procedures established by the committee under paragraph (2)(a).

  • Marginal note:Committee report to directors

    (4) After each meeting of the conduct review committee of a provincial company, the committee shall report to the directors of the provincial company on all transactions and other matters reviewed by the committee.

  • Marginal note:Directors’ report to Superintendent

    (5) Within ninety days after the end of each financial year, the directors of a provincial company shall report to the Superintendent on the proceedings of the conduct review committee and on all transactions and other matters reviewed by the committee during the year.

  • 1991, c. 47, s. 660
  • 2001, c. 9, s. 450

Corporate Records

Marginal note:Provincial company to provide information

  •  (1) A provincial company shall provide the Superintendent with such information, material and evidence, at such times and in such form, as the Superintendent may require, and, without limiting the generality of the foregoing, the information, material and evidence shall include

    • (a) copies of its incorporating instrument and the by-laws of the provincial company; and

    • (b) copies of any of the records referred to in section 662.

  • Marginal note:Names of directors and auditors

    (2) A provincial company shall, within thirty days after each annual meeting of the provincial company, provide the Superintendent with a return showing

    • (a) the name, residence and citizenship of each director holding office immediately following the meeting;

    • (b) the mailing address of each director holding office immediately following the meeting;

    • (c) the bodies corporate of which each director referred to in paragraph (a) is an officer or director and the firms of which each director is a member;

    • (d) the affiliation, within the meaning of section 170, with the provincial company of each director referred to in paragraph (a);

    • (e) the names of the directors referred to in paragraph (a) who are officers or employees of the provincial company or any affiliate of the provincial company, and the positions they occupy;

    • (f) the name of each committee of the provincial company on which each director referred to in paragraph (a) serves;

    • (g) the date of expiration of the term of each director referred to in paragraph (a); and

    • (h) the name, address and date of appointment of the auditor of the provincial company.

  • Marginal note:Changes

    (3) Where

    • (a) any information relating to a director or auditor of a provincial company shown in the latest return made to the Superintendent under subsection (2), other than information referred to in paragraph (2)(c) or (d), becomes inaccurate or incomplete,

    • (b) a vacancy in the position of auditor of the provincial company occurs or is filled by another person, or

    • (c) a vacancy on the board of directors of the provincial company occurs or is filled,

    the provincial company shall forthwith provide the Superintendent with such information as is required to maintain the return in a complete and accurate form.

Marginal note:Records

  •  (1) A provincial company shall prepare and maintain adequate

    • (a) corporate accounting records; and

    • (b) records showing, for each customer of, or claimant under a policy issued by, the provincial company, the amount owing to the provincial company and the nature of the liabilities of the provincial company to the customer or claimant.

  • Definition of records

    (2) For the purposes of subsection (1), records includes similar records required by law to be maintained by the provincial company before the coming into force of this section.

PART XVRegulation of Companies, Societies, Foreign Companies and Provincial Companies — Superintendent

Interpretation

Definition of société

 In the French version of this Part, société means a société, société de secours, société étrangère or société provinciale within the meaning of section 2.

Supervision

Returns

Marginal note:Required information

 A company, society, foreign company or provincial company shall provide the Superintendent with such information, at such times and in such form as the Superintendent may require.

Marginal note:Annual return — companies, societies and provincial companies

  •  (1) A company, society or provincial company shall prepare annually a return of the condition and affairs of the company, society or provincial company as at the end of each financial year, showing its assets and liabilities and its income and expenditures during that financial year together with such other information as the Superintendent may deem necessary.

  • Marginal note:Annual return: foreign companies

    (2) A foreign company, in respect of its insurance business in Canada, shall prepare annually a return of the condition and affairs of the foreign company as at the end of each financial year, showing its assets and liabilities and its income and expenditures during that financial year together with such other information as the Superintendent may deem necessary.

  • (3) [Repealed, 2007, c. 6, s. 299]

  • Marginal note:Accounting principles

    (4) The annual return shall be prepared in accordance with the accounting principles referred to in subsection 331(4).

  • 1991, c. 47, s. 665
  • 1997, c. 15, s. 322
  • 2007, c. 6, s. 299

 [Repealed, 1997, c. 15, s. 323]

Marginal note:Valuation of actuarial and other policy liabilities

  •  (1) The liabilities of a company, society, foreign company or provincial company shown in its annual return must include as a reserve the value of the actuarial and other policy liabilities and other matters determined under section 365 or section 629.

  • Marginal note:Report of actuary

    (2) The actuary of a company, society, foreign company or provincial company shall make, and the company, society, foreign company or provincial company shall file with its annual return, a report in a form determined by the Superintendent on the reserve referred to in subsection (1).

  • Marginal note:Auditor’s remarks

    (3) The auditor of a company, society or provincial company shall attach to the annual return a report stating whether, in the auditor’s opinion, the annual return presents fairly, in accordance with accounting principles referred to in subsection 331(4), the financial position of the company, society or provincial company as at the end of the financial year to which it relates and the results of the operations and changes in the financial position of the company, society or provincial company for that financial year.

  • Marginal note:Idem

    (4) In each report referred to in subsection (3), the auditor shall include such remarks as the auditor considers necessary when

    • (a) the examination has not been made in accordance with the auditing standards referred to in subsection 346(2);

    • (b) the annual return has not been prepared on a basis consistent with that of the preceding financial year; or

    • (c) the annual return does not present fairly, in accordance with the accounting principles referred to in subsection 331(4), the financial position of the company, society or provincial company as at the end of the financial year to which it relates or the results of the operations or changes in the financial position of the company, society or provincial company for that financial year.

 
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