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

Act current to 2024-02-06 and last amended on 2024-01-01. Previous Versions

PART XVRegulation of Companies, Societies, Foreign Companies and Provincial Companies — Superintendent (continued)

Remedial Powers (continued)

Supervisory Intervention

Marginal note:Direction to transfer policies or to reinsure risks — society

  •  (1) If the circumstances described in any of paragraphs 679(1.1)(a) to (e) or (f.1) to (i) exist in respect of a society, the Superintendent may, by order, subject to any terms and conditions the Superintendent may specify, direct it to transfer all or any portion of its policies to, or cause itself to be reinsured, against all or any portion of the risks undertaken under its policies, by any company, society, foreign company or body corporate incorporated or formed by or under the laws of a province that is authorized to transact the classes of insurance to be so transferred or reinsured.

  • Marginal note:Compliance

    (2) The society shall comply with the order within the time that the Superintendent specifies in the order or within any further period specified by the Superintendent.

  • Marginal note:Opportunity for representations

    (3) No order shall be issued to a society under subsection (1) unless the society is provided with a reasonable opportunity to make representations in respect of the matter.

Marginal note:Direction to transfer policies or to reinsure risks — foreign fraternal benefit society

  •  (1) If the circumstances described in any of paragraphs 679(1.2)(a) to (d) or (f) to (h) exist in respect of a foreign fraternal benefit society, the Superintendent may, by order, subject to any terms and conditions the Superintendent may specify, direct it to transfer all or any portion of its policies in respect of its insurance business in Canada to, or cause itself to be reinsured, against all or any portion of the risks undertaken under those policies, by any company, society, foreign company or body corporate incorporated or formed by or under the laws of a province that is authorized to transact the classes of insurance to be so transferred or reinsured.

  • Marginal note:Compliance

    (2) The foreign company shall comply with the order within the time that the Superintendent specifies in the order or within any further period specified by the Superintendent.

  • Marginal note:Opportunity for representations

    (3) No order shall be issued to a foreign company under subsection (1) unless the foreign company is provided with a reasonable opportunity to make representations in respect of the matter.

Marginal note:Superintendent may take control

  •  (1) Subject to this Act, where any of the circumstances described in subsection (1.1) exist in respect of a company, society or provincial company or any of the circumstances described in subsection (1.2) exist in respect of a foreign company, the Superintendent may

    • (a) take control, for a period not exceeding sixteen days, of the assets of the company, society or provincial company and the assets under its administration or, in the case of a foreign company, of its assets in Canada together with its other assets held in Canada under control of its chief agent, including all amounts received or receivable in respect of its insurance business in Canada; or

    • (b) unless the Minister advises the Superintendent that the Minister is of the opinion that it is not in the public interest to do so,

      • (i) take control, for a period exceeding sixteen days, of the assets of the company, society or provincial company and the assets under its administration or, in the case of a foreign company, of its assets in Canada together with its other assets held in Canada under the control of its chief agent, including all amounts received or receivable in respect of its insurance business in Canada,

      • (ii) where control of assets has been taken under paragraph (a), continue the control beyond the sixteen days referred to in that paragraph, or

      • (iii) take control of the company, society or provincial company.

  • Marginal note:Circumstances re other than foreign company

    (1.1) Control by the Superintendent under subsection (1) may be taken in respect of a company, society or provincial company, other than a foreign company, where

    • (a) the company, society or provincial company has failed to pay its liabilities or, in the opinion of the Superintendent, will not be able to pay its liabilities as they become due and payable;

    • (b) [Repealed, 2001, c. 9, s. 463]

    • (c) the assets of the company, society or provincial company are not, in the opinion of the Superintendent, sufficient to give adequate protection to its policyholders and creditors;

    • (d) any asset appearing on the books or records of the company, society or provincial company or held under its administration is not, in the opinion of the Superintendent, satisfactorily accounted for;

    • (e) the regulatory capital of the company, society or provincial company has, in the opinion of the Superintendent, reached a level or is eroding in a manner that may detrimentally affect its policyholders or creditors;

    • (f) the company, society or provincial company has failed to comply with an order of the Superintendent made under subsection 515(3) to increase its capital or with an order of the Superintendent made under subsection 678.5(1);

    • (f.1) in the case of a company, in the opinion of the Superintendent, the company’s policyholders or creditors may be detrimentally affected because all of the common shares of the company must be disposed of under a direction made by the Minister or because there is a prohibition under this Act in respect of the exercise of the right to vote attached to all of the common shares of the company;

    • (g) in the opinion of the Superintendent, any other state of affairs exists in respect of the company, society or provincial company that may be materially prejudicial to the interests of the company’s, society’s or provincial company’s policyholders or creditors or the owners of any assets under the company’s, society’s or provincial company’s administration, including where proceedings under a law relating to bankruptcy or insolvency have been commenced in Canada or elsewhere in respect of the holding body corporate of the company or provincial company;

    • (h) in the opinion of the Superintendent, the continued operation of the company, society or provincial company by its directors or by the officers responsible for its management would be materially prejudicial to its integrity or security; or

    • (i) in the opinion of the Superintendent, the continued operation of the company, society or provincial company by its directors or by the officers responsible for its management would pose a risk to national security.

  • Marginal note:Circumstances re foreign company

    (1.2) Control by the Superintendent under subsection (1) may be taken in respect of a foreign company where

    • (a) in respect of its insurance business in Canada, it has failed to pay its liabilities or, in the opinion of the Superintendent, will not be able to pay its liabilities as they become due and payable;

    • (b) [Repealed, 2001, c. 9, s. 463]

    • (c) its assets in Canada are not, in the opinion of the Superintendent, sufficient to give adequate protection to its policyholders and creditors in respect of its insurance business in Canada;

    • (d) any asset relating to its insurance business in Canada appearing on the books or records of the foreign company is not, in the opinion of the Superintendent, satisfactorily accounted for;

    • (e) it has failed to comply with an order of the Superintendent made under subsection 608(4) to increase the margin of its assets in Canada over its liabilities in Canada or with an order of the Superintendent made under subsection 609(2) or 678.6(1);

    • (f) in the opinion of the Superintendent, any other state of affairs exists in respect of the foreign company that may be materially prejudicial to the interests of the foreign company’s policyholders or creditors in respect of its insurance business in Canada, or to the interests of the owners of any assets under the foreign company’s administration in Canada, including where proceedings under a law relating to bankruptcy or insolvency have been commenced in Canada or elsewhere in respect of the foreign company or its holding body corporate;

    • (g) in the opinion of the Superintendent, the continued operation of the foreign company in Canada would be materially prejudicial to the integrity or security of its business in Canada; or

    • (h) in the opinion of the Superintendent, the continued operation of the foreign company in Canada would pose a risk to national security.

  • Marginal note:Minister’s powers

    (1.21) Subject to this Act, the Minister may, for reasons related to national security, direct the Superintendent to

    • (a) take control, for a period not exceeding 16 days, of the assets of the company, society or provincial company and the assets under its administration or, in the case of a foreign company, of its assets in Canada together with its other assets held in Canada under the control of its chief agent, including all amounts received or receivable in respect of its insurance business in Canada;

    • (b) take control, for a period exceeding 16 days, of the assets of the company, society or provincial company and the assets under its administration or, in the case of a foreign company, of its assets in Canada together with its other assets held in Canada under the control of its chief agent, including all amounts received or receivable in respect of its insurance business in Canada;

    • (c) if control of assets has been taken under paragraph (a), continue the control beyond the 16 days referred to in that paragraph; or

    • (d) take control of the company, society or provincial company.

  • Marginal note:Notice of proposed action

    (1.3) The Superintendent must notify a company, society, provincial company or foreign company of any action proposed to be taken in respect of it under paragraph (1)(b) and of its right to make written representations to the Superintendent within the time specified in the notice, not exceeding ten days after it receives the notice.

  • Marginal note:Notice — up to 16 days

    (1.4) If the Superintendent takes control of the assets of a company, society, provincial company or foreign company under paragraph (1.21)(a), the Superintendant shall notify the company, society, provincial company or foreign company that control has been taken at the direction of the Minister.

  • Marginal note:Notice — more than 16 days

    (1.5) If the Minister is considering whether to exercise the powers under any of paragraphs (1.21)(b) to (d), the Superintendent shall notify the company, society, provincial company or foreign company of the action that is being considered and of its right to make written representations to the Minister within the time specified in the notice, not exceeding 10 days after it receives the notice.

  • Marginal note:Notice — Committee and Review Agency

    (1.6) Within 30 days after exercising any of the powers under subsection (1.21), the Minister shall notify

  • Marginal note:Objectives of Superintendent

    (2) If the Superintendent has control under subsection (1) or (1.21) of the assets of a company, society, provincial company or foreign company referred to in that subsection, the Superintendent may do all things necessary or expedient to protect the rights and interests of the policyholders and creditors of the company, society or provincial company or the policyholders and creditors in respect of the foreign company’s insurance business in Canada.

  • Marginal note:Powers of Superintendent

    (3) If the Superintendent has control under subsection (1) or (1.21) of the assets of a company, society, provincial company or foreign company referred to in that subsection,

    • (a) the company, society, provincial company or foreign company shall not make, acquire or transfer any loan or make any purchase, sale or exchange of securities or any disbursement or transfer of cash of any kind without the prior approval of the Superintendent or a representative designated by the Superintendent; and

    • (b) no director, officer or employee of the company, society, provincial company or foreign company nor the chief agent of the foreign company shall have access to any cash or securities held by the company, society, provincial company or foreign company unless

      • (i) a representative of the Superintendent accompanies the director, officer or employee or the chief agent, or

      • (ii) the access is previously authorized by the Superintendent or the Superintendent’s representative.

  • 1991, c. 47, s. 679
  • 1996, c. 6, s. 96
  • 1997, c. 15, s. 326
  • 2001, c. 9, s. 463
  • 2007, c. 6, s. 306
  • 2023, c. 26, s. 591

 [Repealed, 1996, c. 6, s. 96]

Marginal note:Powers of directors and officers suspended

  •  (1) If the Superintendent takes control of a company, society or provincial company under subparagraph 679(1)(b)(iii) or paragraph 679(1.21)(d), the powers, duties, functions, rights and privileges of the directors of the company, society or provincial company and of the officers of the company, society or provincial company responsible for its management are suspended.

  • Marginal note:Superintendent to manage company

    (2) If the Superintendent takes control of a company, society or provincial company under subparagraph 679(1)(b)(iii) or paragraph 679(1.21)(d), the Superintendent shall manage the business and affairs of the company, society or provincial company and in so doing the Superintendent

    • (a) may perform any of the duties and functions that the persons referred to in subsection (1) were performing prior to the taking of control; and

    • (b) has and may exercise any power, right or privilege that any such person had or could have exercised prior to the taking of control.

  • Marginal note:Persons to assist

    (3) If the Superintendent takes control of a company, society or provincial company under subparagraph 679(1)(b)(iii) or paragraph (1.21)(d), or of the assets of a foreign company under subparagraph 679(1)(b)(i) or (ii) or paragraph 679(1.21)(b) or (c), the Superintendent may appoint one or more persons to assist in the management of the company, society or provincial company or of the insurance business in Canada of the foreign company.

Marginal note:Expiration of control

  •  (1) Control by the Superintendent under subsection 679(1) of a company, society or provincial company or of the assets of a company, society or provincial company or of the assets in Canada of a foreign company together with its other assets held in Canada under the control of its chief agent including all amounts received or receivable in respect of its insurance business in Canada expires on the day on which a notice by the Superintendent is sent to

    • (a) the directors and officers who conducted the business and affairs of the company, society or provincial company, or

    • (b) the chief agent in Canada of the foreign company,

    stating that the Superintendent is of the opinion that the circumstances leading to the taking of control by the Superintendent have been substantially rectified and that the company, society or provincial company or the foreign company, as the case may be, can resume control of its business and affairs, assets or its insurance business in Canada, as the case may be.

  • Marginal note:Expiration of control — Minister’s direction

    (2) Control by the Superintendent under subsection 679(1.21) of a company, society or provincial company or of the assets of a company, society or provincial company or of the assets in Canada of a foreign company together with its other assets held in Canada under the control of its chief agent including all amounts received or receivable in respect of its insurance business in Canada expires on the day on which a notice by the Superintendent is sent to the directors and officers who conducted the business and affairs of the company, society or provincial company, or the chief agent in Canada of the foreign company, stating that the Minister is of the opinion, on the recommendation of the Superintendant, that corrective measures have been taken in response to the reasons related to national security and that the company, society or provincial company or the foreign company, as the case may be, can resume control of its business and affairs, assets or its insurance business in Canada, as the case may be.

 

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