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Trust and Loan Companies Act (S.C. 1991, c. 45)

Act current to 2024-05-28 and last amended on 2024-01-01. Previous Versions

AMENDMENTS NOT IN FORCE

  • — 2005, c. 54, s. 392(2), as amended by 2022, c. 10, s. 231(E)

    • 1997, c. 15, s. 348
      • 392 (2) The definition solicit or solicitation in section 160.01 of the Act is replaced by the following:

        solicitation

        solicitation

        • (a) includes

          • (i) a request for a proxy whether or not accompanied by or included in a form of proxy,

          • (ii) a request to execute or not to execute or, in Quebec, to sign or not to sign a form of proxy or to revoke a proxy,

          • (iii) the sending of a form of proxy or other communication to a shareholder under circumstances reasonably calculated to result in the procurement, withholding or revocation of a proxy, and

          • (iv) the sending of a form of proxy to a shareholder under subsection 160.04(1); but

        • (b) does not include

          • (i) the sending of a form of proxy in response to an unsolicited request made by or on behalf of a shareholder,

          • (ii) the performance of administrative acts or professional services on behalf of a person soliciting a proxy,

          • (iii) the sending by an intermediary of the documents referred to in subsection 160.07(1),

          • (iv) a solicitation by a person in respect of shares of which they are the beneficial owner,

          • (v) a prescribed public announcement by a shareholder of how they intend to vote and the reasons for that decision,

          • (vi) a communication for the purpose of obtaining the support of persons in accord­ance with paragraph 146(1.1)(b), or

          • (vii) a communication, other than a solicitation by or on behalf of the management of a company, that is made to shareholders in the prescribed circumstances. (sollicitation)

  • — 2018, c. 12, s. 310(1)

      • 310 (1) Paragraphs 410(1)(c) and (c.1) of the Trust and Loan Companies Act are replaced by the following:

        • (b.1) subject to sections 416 and 417 and the regulations, engage in any activity that relates to the provision of financial services by the company or any of its affiliates;

        • (c) subject to the regulations, engage in any of the following activities:

          • (i) collecting, manipulating and transmitting information, and

          • (ii) designing, developing, manufacturing, selling and otherwise dealing with technology, if those activities relate to

            • (A) an activity referred to in this subsection that is engaged in by the company or any of its affiliates, or

            • (B) the provision of financial services by any other entity,

  • — 2018, c. 12, ss. 310(3) to (5)

      • 310 (3) Paragraph 410(3)(a) of the Act is replaced by the following:

        • (a) respecting what a company may or may not do with respect to the carrying on of the activities referred to in paragraphs (1)(b.1), (c) and (d.1);

      • (4) Paragraph 410(3)(b) of the English version of the Act is replaced by the following:

        • (b) imposing terms and conditions in respect of the provision of the services referred to in paragraphs (1)(a) and 409(2)(c) and the carrying on of the activities referred to in paragraphs (1)(b.1), (c) and (d.1); and

      • (5) Paragraph 410(3)(c) of the Act is replaced by the following:

        • (c) respecting the circumstances in which a company may engage in an activity referred to in paragraphs (1)(b.1) and (c), including the circumstances in which it may collect, manipulate and transmit information under subparagraph (1)(c)(i).

  • — 2018, c. 12, s. 311

    • 311 Section 411 of the Act is replaced by the following:

      • Networking
        • 411 (1) Subject to section 416 and the regulations, a company may

          • (a) act as agent for any person in respect of

            • (i) the carrying on of any activity referred to in subsection 410(1) that is engaged in by a financial institution, by a permitted entity as defined in subsection 449(1), if that definition were read without reference to the requirements of subsections 453(4) to (6), or by a prescribed entity, and

            • (ii) the provision of any service that relates to financial services and that is provided by an institution or entity referred to in subparagraph (i);

          • (a.1) enter into an arrangement with any person in respect of the carrying on of an activity referred to in subparagraph (a)(i) or the provision of a service referred to in subparagraph (a)(ii); and

          • (b) refer any person to another person.

        • Regulations

          (2) The Governor in Council may make regulations

          • (a) respecting the circumstances in which a company may act as an agent, enter into an arrangement or refer a person under subsection (1); and

          • (b) imposing terms and conditions in respect of the carrying on of activities under that subsection.

      • Regulations

        411.1 The Governor in Council may, for the purposes of section 409 and subsection 411(1), make regulations respecting what a company is prohibited from doing when acting as an agent or when making referrals.

  • — 2018, c. 12, s. 312

      • 312 (1) Section 453 of the Act is amended by adding the following after subsection (2):

        • Permitted investments

          (2.1) Subject to subsections (3) to (6), Part XI and the regulations made under paragraphs (2.2)(b) and (c), a company may acquire control of, or acquire or increase a substantial investment in, an entity, other than an entity referred to in any of paragraphs (1)(a) to (j), if a majority, as defined in the regulations, of the entity’s business consists of financial service activities or any other activity that a company is permitted to engage in under paragraphs 409(2)(b) to (d).

        • Regulations

          (2.2) The Governor in Council may make regulations

          • (a) defining, for the purposes of subsection (2.1), the word “majority”;

          • (b) imposing terms and conditions in respect of the acquisition of control of, or acquisition or increase of a substantial investment in, an entity that a company may acquire control of, or acquire or increase a substantial investment in, under subsection (2.1); and

          • (c) respecting the circumstances in which a company may acquire control of, or acquire or increase a substantial investment in, an entity under subsection (2.1).

      • (2) Subparagraph 453(3)(f)(ii) of the Act is replaced by the following:

        • (ii) in the case of an entity that is not controlled by the company, the company itself would be permitted to acquire a substantial investment in the other entity under subsection (1), (2) or (2.1) or 451(2), paragraph 451(3)(b) or (c) or subsection 451(4); or

      • (3) Subsection 453(5) of the Act is amended by adding “or” at the end of paragraph (c) and by repealing paragraphs (5)(d) and (d.1).

      • (4) Paragraph 453(7)(a) of the Act is replaced by the following:

        • (a) the company is acquiring control of an entity, other than a specialized financing entity, under subsection (2) or (2.1) and the only reason for which the company would, but for this subsection, require approval for the acquisition is that the entity carries on activities referred to in paragraph (2)(b);

  • — 2018, c. 12, s. 313

    • 313 The Act is amended by adding the following after section 453:

      • Regulations

        453.1 The Governor in Council may make regulations

        • (a) respecting the circumstances in which a company may acquire control of, or acquire or increase a substantial investment in, an entity that engages in activities that a company is permitted to engage in under paragraph 410(1)(b.1) or (c), including the circumstances in which a company is prohibited from doing so; and

        • (b) imposing terms and conditions in respect of the acquisition of control of, or acquisition or increase of a substantial investment in, an entity referred to in paragraph (a).

  • — 2018, c. 12, s. 314

    • 314 Paragraph 483(1)(c) of the Act is replaced by the following:

      • (c) consists of a written contract with the related party for the purpose of having either one of them act as an agent or make referrals;

  • — 2018, c. 12, s. 315

    • 315 Subsection 529.2(1) of the Act is replaced by the following:

      • Application for certain approvals
        • 529.2 (1) An application for the prior written approval of the Minister in respect of paragraph 453(5)(b.1) or (c) must be filed with the Superintendent and contain the information, material and evidence that the Superintendent may require.


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