Mutual Property and Casualty Insurance Company Having Only Mutual Policyholders Conversion Regulations (SOR/2015-167)

Marginal note:Definitions

1 The following definitions apply in these Regulations.

Act

Act means the Insurance Companies Act. (Loi)

conversion

conversion means the conversion of a mutual property and casualty insurance company into a company with common shares. (transformation)

converted company

converted company means a property and casualty insurance company that was a mutual company and has been converted into a company with common shares and, except for the purpose of paragraphs 4(1)(g) and 5(2)(m), includes a holding corporation of that company. (société transformée)

converting company

converting company means a mutual property and casualty insurance company whose directors have passed a resolution under section 3 recommending conversion of the company. (société en transformation)

eligibility date

eligibility date means the date on which the directors of a mutual property and casualty insurance company pass a resolution under section 3 recommending conversion of the company. (date d’admissibilité)

eligible policyholder

eligible policyholder means a person who holds a mutual policy if

• (a) they held it on the eligibility date;

• (b) they applied for it on or before the eligibility date and it was issued within the period specified by a converting company in its conversion proposal; or

• (c) they held it before the eligibility date but it lapsed before that date and was reinstated during the period beginning on the eligibility date and ending 90 days before the date of the special meeting. (souscripteur admissible)

holding corporation

holding corporation means a body corporate that is incorporated as a company under the Act and that holds all of the voting shares of a converted company. (société mère)

independent

independent means, in respect of an actuary, financial market expert or valuation expert, that the actuary, financial market expert or valuation expert

• (a) does not have a conflict of interest with a converting company, any of its eligible policyholders or any persons or classes of persons who are to be provided with benefits as a result of a conversion; and

• (b) is not a related party — within the meaning of section 518 of the Act — of the converting company. (indépendant)

mutual policy

mutual policy means a policy the holding of which entitles its holder to vote at all policyholder meetings of a converting company, but does not include a policy issued or assumed by a company with common shares that amalgamated with a mutual company after the eligibility date. (police mutuelle)

mutual property and casualty insurance company

mutual property and casualty insurance company means a mutual company that is also a property and casualty company. (société mutuelle d’assurances multirisques)

special meeting

special meeting means the meeting of eligible policyholders referred to in subsection 237(1.1) of the Act. (assemblée extraordinaire)

value of the converting company

value of the converting company means the estimated market value or range of market values of a converting company, excluding

• (a) the value of capital contributions made at the time of incorporation as a mutual property and casualty insurance company;

• (b) amounts recorded in any account maintained under section 70 or 83.04 of the Act; and

• (c) any expenses expected to be incurred to effect the conversion. (valeur de la société en transformation)