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

Act current to 2021-11-17 and last amended on 2021-06-30. Previous Versions

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

Remedial Powers (continued)

Special Assessments of Companies, Societies, Foreign Companies and Provincial Companies (continued)

Marginal note:Application of certain provisions of the Office of the Superintendent of Financial Institutions Act

  •  (1) Subsection 23(4) and section 23.2 of the Office of the Superintendent of Financial Institutions Act apply, with such modifications as the circumstances require, in respect of an assessment under section 687.

  • Marginal note:Definitions

    (2) In this section and sections 686 and 687,

    gross premium income

    gross premium income of a company, society, foreign company or provincial company means its premium income from its insurance business in Canada calculated without reduction in respect of reinsurance premiums paid or payable; (produit brut)

    net premiums

    net premiums of a company, society, foreign company or provincial company means its gross premium income less

    • (a) premiums paid or payable in respect of the reinsurance of risks undertaken under its policies in respect of its insurance business in Canada, and

    • (b) dividends paid or allowed by it to its policyholders in respect of its insurance business in Canada. (primes nettes)

    special insurance

    special insurance[Repealed, 2007, c. 6, s. 309]

  • 1991, c. 47, s. 688
  • 1997, c. 15, s. 327
  • 2007, c. 6, s. 309

Marginal note:Advisory committee

  •  (1) The Superintendent may, from among the companies, societies, foreign companies and provincial companies that are subject to an assessment under section 687 on account of the control of a company, society or provincial company or control of the assets of a foreign company, appoint a committee of not more than six members to advise the Superintendent in respect of assets, management and all other matters pertinent to the duties and responsibilities of the Superintendent in exercising that control.

  • (2) [Repealed, 1996, c. 6, s. 99]

  • 1991, c. 47, s. 689
  • 1996, c. 6, s. 99

 [Repealed, 1996, c. 6, s. 100]

Marginal note:Expenses payable by company, etc.

  •  (1) Where the Superintendent has taken control of a company, society or provincial company pursuant to subparagraph 679(1)(b)(iii) and the control expires or is relinquished pursuant to section 684 or paragraph 685(a), the Superintendent may direct that the company, society or provincial company be liable for repayment of all or part of the expenses resulting from the taking of control of the company, society or provincial company and assessed against and paid by other companies, societies, provincial companies and foreign companies pursuant to section 687, together with such interest in respect thereof at such rate as is specified by the Superintendent.

  • Marginal note:Expenses payable by foreign company

    (2) Where the Superintendent has taken control of the assets of a foreign company pursuant to subparagraph 679(1)(b)(i) or (ii) and the control expires or is relinquished pursuant to section 684 or paragraph 685(a), the Superintendent may direct that the foreign company be liable for repayment of all or part of the expenses resulting from the taking of control of the assets of the foreign company and assessed against and paid by other companies, societies, foreign companies and provincial companies pursuant to section 687, together with such interest in respect thereof at such rate as is specified by the Superintendent.

  • 1991, c. 47, s. 691
  • 1996, c. 6, s. 101

Marginal note:Reduction of assessments

 Any amount paid to or recovered by Her Majesty under section 691 of this Act or paragraph 161(1)(d) or (6)(c) or subparagraph 161(8)(b)(iv) of the Winding-up and Restructuring Act in respect of a company, society, foreign company or provincial company shall be applied to the extent and the manner that may be prescribed.

  • 1991, c. 47, s. 692
  • 1996, c. 6, s. 167
  • 1997, c. 15, s. 328
  • 2001, c. 9, s. 464(F)

PART XVIRegulation of Companies and Foreign Companies — Commissioner

Definition of société

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

  • 1991, c. 47, s. 693
  • 2001, c. 9, s. 465

Marginal note:Required information

 A company or foreign company shall provide the Commissioner with the information at the times and in the form that the Commissioner may require for the purposes of the administration of the Financial Consumer Agency of Canada Act and the consumer provisions.

  • 1991, c. 47, s. 694
  • 2001, c. 9, s. 465

Marginal note:Confidential information

  •  (1) Subject to subsection (2), information regarding the business or affairs of a company or foreign company or regarding persons dealing with any of them that is obtained by the Commissioner or by any person acting under the direction of the Commissioner, in the course of the exercise or performance of powers, duties and functions referred to in subsection 5(1) of the Financial Consumer Agency of Canada Act, and any information prepared from that information, is confidential and shall be treated accordingly.

  • Marginal note:Disclosure permitted

    (2) If the Commissioner is satisfied that the information will be treated as confidential by the agency, body or person to whom it is disclosed, subsection (1) does not prevent the Commissioner from disclosing it

    • (a) to any government agency or body that regulates or supervises financial institutions, for purposes related to that regulation or supervision;

    • (b) to any other agency or body that regulates or supervises financial institutions, for purposes related to that regulation or supervision;

    • (c) to any compensation association designated by order of the Minister under subsection 449(1) or 591(1), for purposes related to its operation; and

    • (d) to the Deputy Minister of Finance or any officer of the Department of Finance authorized in writing by the Deputy Minister of Finance or to the Governor of the Bank of Canada or any officer of the Bank of Canada authorized in writing by the Governor of the Bank of Canada, for the purposes of policy analysis related to the regulation of financial institutions.

  • 1991, c. 47, s. 695
  • 2001, c. 9, s. 465

Marginal note:Examination

  •  (1) The Commissioner, from time to time, but at least once in each calendar year, shall make or cause to be made any examination and inquiry that the Commissioner considers necessary for the purposes of satisfying the Commissioner that the applicable consumer provisions are being complied with and, after the conclusion of each examination and inquiry, shall report on it to the Minister.

  • Marginal note:Access to records

    (2) The Commissioner or a person acting under the Commissioner’s direction in carrying out his or her duties under subsection (1)

    • (a) has a right of access to any records, including electronic records, of a company or foreign company; and

    • (b) may require the directors or officers of a company or foreign company to provide information and explanations, to the extent that they are reasonably able to do so, in respect of any matter subject to examination or inquiry under subsection (1).

  • 1991, c. 47, s. 696
  • 2001, c. 9, s. 465

Marginal note:Power of Commissioner on inquiry

 The Commissioner, in carrying out his or her duties in relation to consumer provisions, has all the powers of a person appointed as a commissioner under Part II of the Inquiries Act for the purpose of obtaining evidence under oath, and may delegate those powers to any person acting under the Commissioner’s direction.

  • 1991, c. 47, s. 697
  • 2001, c. 9, s. 465

Marginal note:Compliance agreement

 The Commissioner may enter into an agreement, called a “compliance agreement”, with a company or foreign company for the purposes of implementing any measure designed to further compliance by it with the consumer provisions.

  • 1991, c. 47, s. 698
  • 2001, c. 9, s. 465

PART XVIIInsurance Holding Companies

Purpose

Marginal note:Purpose

 The purpose of this Part is to provide for the incorporation, formation and regulation of insurance holding companies that are holding bodies corporate of life companies.

  • 1991, c. 47, s. 699
  • 2001, c. 9, s. 465

 [Repealed, 2001, c. 9, s. 465]

DIVISION 1Interpretation

Marginal note:Definitions

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

    affairs

    affairs, with respect to an insurance holding company, means the relationships among the insurance holding company and its affiliates and the shareholders, directors and officers of the insurance holding company and its affiliates, but does not include the business of the insurance holding company or any of its affiliates. (affaires internes)

    complainant

    complainant, in relation to an insurance holding company or any matter concerning an insurance holding company, means

    • (a) a registered holder or beneficial owner, and a former registered holder or beneficial owner, of a security of the insurance holding company or any of its affiliates;

    • (b) a director or an officer, or a former director or officer, of the insurance holding company or any of its affiliates; or

    • (c) any other person who, in the discretion of a court, is a proper person to make an application under section 912, 916 or 1031. (plaignant)

    subordinated indebtedness

    subordinated indebtedness means an instrument evidencing an indebtedness of an insurance holding company that by its terms provides that the indebtedness will, in the event of the insolvency or winding-up of the insurance holding company, be subordinate in right of payment to all liabilities of the insurance holding company except those liabilities that, by their terms, rank equally with or are subordinate to such indebtedness. (titre secondaire)

  • Marginal note:Provisions in other Parts

    (2) A reference in a provision in this Part to a provision in any other Part is deemed to be a reference to that provision as it has been made applicable by this Part in respect of insurance holding companies.

  • Marginal note:References in other Parts

    (3) A reference in a provision of another Part to a provision that has been made applicable in respect of insurance holding companies by this Part is to be read as including a reference to that provision as it has been made applicable in respect of insurance holding companies.

  • 1991, c. 47, s. 700
  • 2001, c. 9, s. 465

DIVISION 2Status and Powers

Marginal note:Corporate powers

  •  (1) An insurance holding company has the capacity of a natural person and, subject to this Act, the rights, powers and privileges of a natural person.

  • Marginal note:Powers restricted

    (2) An insurance holding company shall not carry on any business or exercise any power that it is restricted by this Act from carrying on or exercising, or exercise any of its powers in a manner contrary to this Act.

  • Marginal note:Business in Canada

    (3) An insurance holding company may carry on business throughout Canada.

  • Marginal note:Powers outside Canada

    (4) Subject to this Act, an insurance holding company has the capacity to carry on its business, conduct its affairs and exercise its powers in any jurisdiction outside Canada to the extent and in the manner that the laws of that jurisdiction permit.

  • 1991, c. 47, s. 701
  • 2001, c. 9, s. 465

Marginal note:No invalidity

 No act of an insurance holding company, including any transfer of property to or by an insurance holding company, is invalid by reason only that the act or transfer is contrary to the insurance holding company’s incorporating instrument or this Act.

  • 1991, c. 47, s. 702
  • 1996, c. 6, s. 102
  • 2001, c. 9, s. 465

Marginal note:By-law not necessary

 It is not necessary for an insurance holding company to pass a by-law in order to confer any particular power on the insurance holding company or its directors.

  • 1991, c. 47, s. 703
  • 1996, c. 6, s. 103
  • 1997, c. 15, s. 330
  • 1999, c. 31, s. 145(F)
  • 2001, c. 9, s. 465

Marginal note:No personal liability

 The shareholders of an insurance holding company are not, as shareholders, liable for any liability, act or default of the insurance holding company except as otherwise provided by this Act.

  • 1991, c. 47, s. 704
  • 2001, c. 9, s. 465

Marginal note:No constructive notice

 No person is affected by or is deemed to have notice or knowledge of the contents of a document concerning an insurance holding company by reason only that the document has been filed with the Superintendent or the Minister or is available for inspection at an office of the insurance holding company.

  • 1991, c. 47, s. 705
  • 2001, c. 9, s. 465

Marginal note:Authority of directors, officers and representatives

  •  (1) No insurance holding company and no guarantor of an obligation of an insurance holding company may assert against a person dealing with the insurance holding company or against a person who has acquired rights from the insurance holding company that

    • (a) the insurance holding company’s incorporating instrument or any by-laws of the insurance holding company have not been complied with;

    • (b) the persons named as directors of the insurance holding company in the most recent return sent to the Superintendent under section 994 are not the directors of the insurance holding company;

    • (c) the place named in the incorporating instrument or by-laws of the insurance holding company is not the place where the head office of the insurance holding company is situated;

    • (d) a person held out by the insurance holding company as a director, officer or representative of the insurance holding company has not been duly appointed or has no authority to exercise the powers and perform the duties that are customary in the business of the insurance holding company or usual for a director, officer or representative; or

    • (e) a document issued by any director, officer or representative of the insurance holding company with actual or usual authority to issue the document is not valid or not genuine.

  • Marginal note:Exception — knowledge

    (2) Subsection (1) does not apply in respect of a person who has or ought to have knowledge of a situation described in that subsection by virtue of their relationship to the insurance holding company.

  • 1991, c. 47, s. 706
  • 1997, c. 15, s. 331
  • 2000, c. 12, s. 157
  • 2001, c. 9, s. 465
  • 2005, c. 54, s. 304
 
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