Mutual Property and Casualty Insurance Company with Non-mutual Policyholders Conversion Regulations (SOR/2015-168)

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 13(1)(g), 14(2)(n) and 16(2)(i), 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 mutual policyholder

eligible mutual policyholder means a person who holds a mutual policy if

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

• (b) they applied for it before the date specified in the resolution passed under section 3 and it was issued after the eligibility date but before the day on which the special resolution referred to in section 5 is passed; or

• (c) they held it before the eligibility date but it lapsed before that date and was reinstated after that date but before the day on which the special resolution referred to in section 5 is passed. (souscripteur admissible d’une police mutuelle)

eligible non-mutual policyholder

eligible non-mutual policyholder means a person who

• (a) holds a non-mutual policy and has done so for the 12-month period ending on the eligibility date; or

• (b) belongs to any other group of policyholders specified in the resolution passed under section 3. (souscripteur admissible d’une police non mutuelle)

eligible policyholder

eligible policyholder means

• (a) an eligible mutual policyholder; or

• (b) an eligible non-mutual policyholder. (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;

• (b) is not a related party of the converting company; and

• (c) is appointed on mutual agreement of the converting company and the two policyholder committees. (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)

non-mutual policy

non-mutual policy means a policy, other than a mutual policy, that is issued by a mutual property and casualty insurance company. (police non mutuelle)

related party

related party has the meaning assigned by section 518 of the Act. (personne apparentée)

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)