Insurance Companies Act

Marginal note:Transferring to other federal Acts

• 39 (1) A company or society may

  • (a) apply, with the approval in writing of the Minister, for a certificate of continuance under section 187 of the Canada Business Corporations Act; or

  • (b) apply for letters patent continuing the company or society as a bank under subsection 35(1) of the Bank Act or amalgamating and continuing the company or society as a bank under subsections 223(1) and 229(1) of that Act.

• Marginal note:Transferring to other federal Acts — societies

  (1.1) A society may also, with the approval in writing of the Minister,

  • (a) apply, under section 156 of the Canada Corporations Act, for letters patent creating it as a corporation under Part II of that Act; or

  • (b) apply, under section 285 of the Canada Cooperatives Act, for a certificate of continuance, or a certificate of continuance and a certificate of amalgamation, under that Act.

• Marginal note:Conditions for approval

  (2) No approval referred to in paragraph (1)(a) may be given to a company or society and no approval referred to in subsection (1.1) may be given to a society unless the Minister is satisfied that

  • (a) the application has been authorized by a special resolution;

  • (b) the company or society has discharged, or provided for the discharge of, all its policy liabilities; and

  • (c) unless the company or society is an entity referred to in paragraph 47(2)(b) or (c), the company or society will not use the word “assurance”, “assurances” or “insurance” in its name after a certificate or letters patent referred to in subsection (1) or (1.1) are issued in respect of the company or society.

• Marginal note:Withdrawing application

  (3) If a special resolution authorizing the application for the certificate or letters patent so states, the directors of a company or society may, without further approval of the shareholders, policyholders entitled to vote or members, withdraw the application before it is acted on.

• Marginal note:Day this Act ceases to apply

  (4) On the day specified in the certificate or letters patent, this Act ceases to apply to the body corporate to which the certificate or letters patent relate.