Meetings and Proposals (Trust and Loan Companies) Regulations (SOR/2006-317)
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Regulations are current to 2024-10-30 and last amended on 2008-03-11. Previous Versions
Meetings and Proposals (Trust and Loan Companies) Regulations
SOR/2006-317
Registration 2006-11-28
Meetings and Proposals (Trust and Loan Companies) Regulations
P.C. 2006-1442 2006-11-28
Her Excellency the Governor General in Council, on the recommendation of the Minister of Finance, pursuant to subsections 140(5)Footnote a and (7)Footnote a and 141(1)Footnote b, section 146Footnote c and subsections 147(1)Footnote d, 154(5)Footnote e and 531(1)Footnote f of the Trust and Loan Companies ActFootnote g, hereby makes the annexed Meetings and Proposals (Trust and Loan Companies) Regulations.
Return to footnote aS.C. 2005, c. 54, s. 382
Return to footnote bS.C. 2005, c. 54, s. 383
Return to footnote cS.C. 2005, c. 54, s. 385
Return to footnote dS.C. 2005, c. 54, s. 386(1)
Return to footnote eS.C. 2005, c. 54, s. 388
Return to footnote fS.C. 2005, c. 54, s. 449
Return to footnote gS.C. 1991, c. 45
Interpretation
1 In these Regulations, Act means the Trust and Loan Companies Act.
Record Date
2 (1) For the purposes of subsection 140(5) of the Act, except paragraphs 140(5)(c) and (d), the prescribed period for the record date is not more than 60 days before the day on which the particular action is to be taken.
(2) For the purposes of paragraphs 140(5)(c) and (d) of the Act, the prescribed period for the record date is not less than 21 days and not more than 60 days before the day of the meeting.
(3) For the purpose of subsection 140(7) of the Act, the prescribed period for the notice of the record date to be given is not less than seven days before the date fixed.
Notice of Meeting
3 For the purpose of subsection 141(1) of the Act, the prescribed period for the notice to be sent is not less than 21 days and not more than 60 days before the day of the meeting.
Shareholder Proposals
4 (1) For the purpose of subsection 146(1.1) of the Act, the prescribed number of the company's outstanding shares is the number of voting shares
(a) that is equal to 1% of the total number of the company's outstanding voting shares as of the day on which the proposal is submitted, or
(b) whose fair market value, as determined at the close of business on the day before the day on which the proposal is submitted, is at least $2,000;
(2) For the purposes of subsection 146(1.1) of the Act, the prescribed period for the person to have been the registered holder or beneficial owner is the six-month period immediately before the day on which the proposal is submitted.
5 For the purpose of subsection 146(1.4) of the Act,
(a) the company may request, within 14 days after it receives the person's proposal, that the person provide the proof that they meet the requirements; and
(b) the person shall provide the proof that they meet the requirements within 21 days after receiving the company's request.
6 For the purposes of subsection 146(3) of the Act, the proposal and the statement in support of it together are not to exceed 500 words.
7 For the purpose of paragraph 146(5)(a) of the Act, the prescribed number of days is 90 days.
8 For the purpose of paragraph 146(5)(c) of the Act, the prescribed period is two years.
9 (1) For the purpose of paragraph 146(5)(d) of the Act, the prescribed minimum amount of support for a proposal is
(a) 3% of the total number of shares voted if the proposal was introduced at an annual meeting;
(b) 6% of the total number of shares voted at its last submission if the proposal was introduced at two annual meetings; and
(c) 10% of the total number of shares voted at its last submission if the proposal was introduced at three or more annual meetings.
(2) For the purpose of paragraph 146(5)(d) of the Act, the prescribed period is five years.
10 For the purpose of subsection 146(5.1) of the Act, the prescribed period within which the company is not required to set out a proposal in or attach it to a management proxy circular is two years.
11 For the purpose of subsection 147(1) of the Act, the prescribed period for the person to be notified is 21 days after the day on which the company receives the proposal or the proof under subsection 146(1.4) of the Act if it has requested that proof.
- SOR/2008-82, s. 1(E)
Electronic Voting
12 For the purpose of subsection 154(5) of the Act, when a vote is held at a meeting, the voting may be carried out by means of a telephonic, electronic or other communication facility, if the facility
(a) enables the votes to be gathered in a manner that permits their subsequent verification; and
(b) permits the tallied votes to be presented to the company without it being possible for the company to identify how each shareholder or group of shareholders voted.
Coming into Force
13 These Regulations come into force on the day on which they are registered.
- Date modified: