Trust and Loan Companies Act

Marginal note:Resident Canadian majority

• 187 (1) The directors of a company shall not transact business at a meeting of directors or of a committee of directors unless,

  • (a) in the case of a company that is the subsidiary of a foreign institution, at least one half, and

  • (b) in the case of any other company, a majority

  of the directors present are resident Canadians.

• Marginal note:Exception

  (2) Notwithstanding subsection (1), the directors of a company may transact business at a meeting of directors or of a committee of directors without the required proportion of directors who are resident Canadians if

  • (a) a director who is a resident Canadian unable to be present approves, in writing or by telephonic, electronic or other communications facilities, the business transacted at the meeting; and

  • (b) there would have been present the required proportion of directors who are resident Canadians had that director been present at the meeting.