Jobs, Growth and Long-term Prosperity Act (S.C. 2012, c. 19)
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Assented to 2012-06-29
334. Section 401.3 of the Act is amended by adding the following after subsection (2):
Marginal note:Exception — eligible agent
(3) Subsection (1) does not apply in respect of the exercise of voting rights attached to any share referred to in subsection 401.2(3).
335. Section 750 of the Act is amended by adding the following after paragraph (f):
(f.1) a person who is an officer, director, employee or agent of — or any other person nominated by or acting on behalf of — an eligible agent within the meaning of subsection 370(1);
Marginal note:2001, c. 9, s. 183
336. Section 873 of the Act is replaced by the following:
Marginal note:Sections 370 to 371.1 apply
873. Sections 370 to 371.1 apply in respect of bank holding companies, except that references to “bank” in sections 371 and 371.1 are to be read as references to “bank holding company”.
337. Section 913 of the Act is amended by adding the following after subsection (2):
Marginal note:Exception
(3) Despite subsection (1), a bank holding company may, with the Minister’s approval, record in its securities register the issue of any share of the bank holding company to an eligible agent.
Marginal note:Ministerial approval
(4) The Minister, in determining whether to grant the approval referred to in subsection (3), shall take into account all matters that he or she considers relevant, including those set out in paragraphs 906(1)(a) to (g).
338. Section 914 of the Act is amended by adding the following after subsection (2):
Marginal note:Exception — eligible agent
(3) Subsection (1) does not apply in respect of the exercise of voting rights attached to any share referred to in subsection 913(3).
1991, c. 47Insurance Companies Act
339. Subsection 168(1) of the Insurance Companies Act is amended by adding the following after paragraph (f):
(f.1) a person who is an officer, director, employee or agent of — or any other person nominated by or acting on behalf of — an eligible agent within the meaning of section 406.1;
Marginal note:1994, c. 47, s. 122
340. Section 406.1 of the Act is replaced by the following:
Marginal note:Definitions
406.1 The following definitions apply in this Part.
“agent”
« mandataire »
“agent” means
(a) in relation to Her Majesty in right of Canada or of a province, any agent of Her Majesty in either of those rights, and includes a municipal or public body empowered to perform a function of government in Canada or any entity empowered to perform a function or duty on behalf of Her Majesty in either of those rights but does not include
(i) an official or entity performing a function or duty in connection with the administration or management of the estate or property of a natural person,
(ii) an official or entity performing a function or duty in connection with the administration, management or investment of a fund established to provide compensation, hospitalization, medical care, annuities, pensions or similar benefits to natural persons, or moneys derived from such a fund, or
(iii) the trustee of any trust for the administration of a fund to which Her Majesty in either of those rights contributes and of which an official or entity that is an agent of Her Majesty in either of those rights is a trustee; and
(b) in relation to the government of a foreign country or any political subdivision thereof, a person empowered to perform a function or duty on behalf of the government of the foreign country or political subdivision, other than a function or duty in connection with the administration or management of the estate or property of a natural person.
“eligible agent”
« mandataire admissible »
“eligible agent” means an agent or agency of Her Majesty in right of Canada or of a province or an agent or agency of a government of a foreign country or any political subdivision of a foreign country
(a) whose mandate is publicly available;
(b) that controls the assets of an investment fund in a manner intended to maximize long-term risk-adjusted returns and that fund is
(i) one to which, as the case may be, Her Majesty in right of Canada or of a province or the government of a foreign country or political subdivision contributes, or
(ii) established to provide compensation, hospitalization, medical care, annuities, pensions or similar benefits to natural persons; and
(c) whose decisions with respect to the assets of the fund referred to in paragraph (b) are not influenced in any significant way by, as the case may be, Her Majesty in right of Canada or of the province or the government of the foreign country or the political subdivision.
Marginal note:Associates
406.2 (1) For the purpose of determining ownership of a company by an eligible agent, where two persons, at least one of whom is an eligible agent, are associated with each other, those persons are deemed to be a single eligible agent who beneficially owns the aggregate number of shares of the company beneficially owned by them.
Marginal note:Associates
(2) For the purposes of subsection (1), a person is associated with another person if
(a) each person is an agent or agency of Her Majesty in right of Canada;
(b) each person is an agent or agency of Her Majesty in right of the same province;
(c) each person is an agent or agency of a government of the same foreign country or a political subdivision of the same foreign country;
(d) one person is Her Majesty in right of Canada and the other person is an agent or agency of Her Majesty in that right;
(e) one person is Her Majesty in right of a province and the other person is an agent or agency of Her Majesty in right of that province; or
(f) one person is a government of a foreign country or any political subdivision of a foreign country and the other person is its agent or agency.
341. Section 428 of the Act is amended by adding the following after subsection (2):
Marginal note:Exception
(3) Despite subsection (1), a company may, with the Minister’s approval, record in its securities register the issue of any share of the company to an eligible agent.
Marginal note:Ministerial approval
(4) The Minister, in determining whether to grant the approval referred to in subsection (3), shall take into account all matters that he or she considers relevant, including those set out in paragraphs 420(1)(a) to (h).
342. Section 430 of the Act is amended by adding the following after subsection (4):
Marginal note:Exception — eligible agent
(5) Subsection (2) does not apply in respect of the exercise of voting rights attached to any share referred to in subsection 428(3).
Marginal note:2001, c. 9, s. 415(1)
343. Subsection 432(1) of the English version of the Act is replaced by the following:
Marginal note:Disposition of shareholdings
432. (1) If, with respect to any company, a person contravenes subsection 407(1), (4), (9), (11) or (15) or section 407.03, 407.1 or 407.2 or fails to comply with an undertaking referred to in subsection 416(2) or with any term or condition imposed under section 421, the Minister may, if the Minister considers it in the public interest to do so, by order, direct that person and any person controlled by that person to dispose of any number of shares of the company beneficially owned by any of those persons that the Minister specifies in the order, within the time specified in the order and in the proportion, if any, as between the person and the persons controlled by that person that is specified in the order.
344. Section 797 of the Act is amended by adding the following after paragraph (f):
(f.1) a person who is an officer, director, employee or agent of — or any other person nominated by or acting on behalf of — an eligible agent within the meaning of section 406.1;
Marginal note:2001, c. 9, s. 465
345. Section 926 of the Act is replaced by the following:
Marginal note:Sections 406.1 and 406.2 apply
926. Sections 406.1 and 406.2 apply in respect of insurance holding companies, except that references to “company” in that section 406.2 are to be read as references to “insurance holding company”.
346. Section 954 of the Act is amended by adding the following after subsection (2):
Marginal note:Exception
(3) Despite subsection (1), an insurance holding company may, with the Minister’s approval, record in its securities register the issue of any share of the insurance holding company to an eligible agent.
Marginal note:Ministerial approval
(4) The Minister, in determining whether to grant the approval referred to in subsection (3), shall take into account all matters that he or she considers relevant, including those set out in paragraphs 947(1)(a) to (g).
347. Section 955 of the Act is renumbered as subsection 955(1) and is amended by adding the following:
Marginal note:Exception — eligible agent
(2) Subsection (1) does not apply in respect of the exercise of voting rights attached to any share referred to in subsection 954(3).
Coordinating Amendments
Marginal note:2010, c. 12
348. (1) In this section, “other Act” means the Jobs and Economic Growth Act.
(2) On the first day on which both subsection 401.3(3) of the Bank Act, as enacted by section 2072 of the other Act, and subsection 401.3(3) of the Bank Act, as enacted by section 334 of this Act, are in force, subsection 401.3(3) of the Bank Act, as enacted by section 334 of this Act, is renumbered as subsection 401.3(4) and is repositioned accordingly if required.
- Date modified: