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Canada Pension Plan Investment Board Regulations (SOR/99-190)

Regulations are current to 2020-01-27 and last amended on 2012-12-14. Previous Versions

Canada Pension Plan Investment Board Regulations

SOR/99-190

CANADA PENSION PLAN INVESTMENT BOARD ACT

Registration 1999-04-22

Canada Pension Plan Investment Board Regulations

P.C. 1999-731 1999-04-22

Whereas, pursuant to subsection 53(2) of the Canada Pension Plan Investment Board ActFootnote a, the annexed regulations entitled Canada Pension Plan Investment Board Regulations have no force or effect until the appropriate provincial Minister of each of at least two thirds of the participating provinces having in total not less than two thirds of the population of all of the participating provinces has approved the Regulations;

And whereas the appropriate provincial Ministers of at least two thirds of the participating provinces having in total not less than two thirds of the population of all of the participating provinces have approved the annexed Regulations;

Therefore, His Excellency the Governor General in Council, on the recommendation of the Minister of Finance, pursuant to section 53 of the Canada Pension Plan Investment Board ActFootnote a, hereby makes the annexed Canada Pension Plan Investment Board Regulations.

Interpretation

 The definitions in this section apply in these Regulations.

Act

Act means the Canada Pension Plan Investment Board Act. (Loi)

Canadian corporation

Canadian corporation means a body corporate incorporated or formed by or under an Act of Parliament or the legislature of a province. (société canadienne)

Canadian resource property

Canadian resource property has the same meaning as in paragraph (c) of the definition Canadian resource property in subsection 66(15) of the Income Tax Act. (avoir minier canadien)

child

child, in respect of a person, means

  • (a) a natural or adopted child of the person or the child’s spouse; or

  • (b) a natural or adopted child of the person’s spouse or the child’s spouse. (enfant)

debt obligation

debt obligation means a bond, debenture, note or other evidence of indebtedness of an entity. (titre de créance)

derivative

derivative means a financial instrument or agreement whose value is derived from or is based on an underlying asset or the relationship between two underlying assets, other than

  • (a) a convertible security;

  • (b) an asset-backed security;

  • (c) a security of a mutual fund;

  • (d) an index participation unit;

  • (e) a security of a non-redeemable fund;

  • (f) a government or corporate strip bond; or

  • (g) a listed dividend share of a subdivided equity or fixed income security. (instrument dérivé)

entity

entity[Repealed, SOR/2010-284, s. 1]

financial institution

financial institution means

  • (a) a bank;

  • (b) a body corporate to which the Trust and Loan Companies Act applies;

  • (c) a cooperative credit society to which the Cooperative Credit Associations Act applies;

  • (d) an insurance company to which the Insurance Companies Act applies;

  • (e) a trust, loan or insurance corporation incorporated by or under an Act of the legislature of a province;

  • (f) a cooperative credit society incorporated and regulated by or under an Act of the legislature of a province;

  • (g) an entity that is incorporated or formed by or under an Act of Parliament or of the legislature of a province and that is primarily engaged in dealing in securities, including portfolio management and investment counselling; or

  • (h) a foreign institution. (institution financière)

foreign institution

foreign institution means an entity that is

  • (a) engaged in the business of banking, the trust, loan or insurance business, the business of a cooperative credit society or the business of dealing in securities or is engaged primarily in the business of providing financial services; and

  • (b) incorporated or formed otherwise than by or under an Act of Parliament or of the legislature of a province. (institution étrangère)

loan

loan includes a deposit, financial lease, conditional sales contract, repurchase agreement and any other similar arrangement for obtaining money or credit, but does not include investments in securities or the making of an acceptance, endorsement or other guarantee. (prêt)

market terms and conditions

market terms and conditions, in respect of a transaction, means terms and conditions, including those relating to price, rent or interest rate, that would apply to a similar transaction in an open market under conditions requisite to a fair transaction between parties who are at arm’s length and acting prudently, knowledgeably and willingly. (conditions du marché)

person

person includes an entity. (personne)

public exchange

public exchange means a market for the trading of securities that is recognized by an appropriate governmental authority. (bourse)

real property

real property includes a leasehold interest in real property. (biens immeubles)

related party

related party means a person who is

  • (a) a director, officer or employee of the Board,

  • (b) a person responsible for holding or investing the assets of the Board, or any officer, director or employee of the person,

  • (c) the spouse or a child of any person referred to in paragraph (a) or (b),

  • (d) a corporation that is directly or indirectly controlled by a person referred to in any of paragraphs (a) to (c), or

  • (e) an entity in which a person referred to in paragraph (a), (b) or (c) has a substantial investment,

It does not include Her Majesty in right of Canada or of a province, or an agency of either one, or a bank, trust company or other financial institution that holds the assets of the Board. (apparenté)

security

security means

  • (a) in respect of a corporation, a share of any class of shares of the corporation or a debt obligation of the corporation, and includes a warrant of the corporation, but does not include a deposit with a financial institution or an instrument evidencing such a deposit; and

  • (b) in respect of any other entity, any ownership interest in, or debt obligation of, the entity. (titre ou valeur mobilière)

transaction

transaction includes

  • (a) a contract;

  • (b) a guarantee;

  • (c) an investment;

  • (d) the taking of an assignment of, or otherwise acquiring, a loan made by a third party;

  • (e) the taking of a security interest in securities; and

  • (f) any modification, renewal or extension of a prior transaction. (transaction)

underlying asset

underlying asset means a financial instrument, security, commodity, currency, interest rate, foreign exchange rate, economic indicator, index, basket, agreement or benchmark or any other financial reference, interest or variable. (actif sous-jacent)

voting share

voting share means a share of any class of shares of a corporation that carries voting rights under all circumstances, by reason of an event that has occurred and is continuing or by reason of a condition that has been fulfilled. (action avec droit de vote)

  • SOR/2010-284, ss. 1, 3(F)
  •  (1) For the purposes of these Regulations,

    • (a) a person controls a corporation if securities of the corporation to which are attached more than 50 per cent of the votes that may be cast to elect the directors of the corporation are beneficially owned by the person and the votes attached to those securities are sufficient, if exercised, to elect a majority of the directors of the corporation;

    • (b) a person controls an unincorporated entity, other than a limited partnership, if more than 50 per cent of the ownership interests into which the unincorporated entity is divided are beneficially owned by the person and the person is able to direct the business and affairs of the unincorporated entity;

    • (c) the general partner of a limited partnership controls the limited partnership; and

    • (d) a trustee of a trust controls the trust.

  • (2) For the purposes of these Regulations, a person who controls an entity is deemed to control any other entity that is controlled by the entity.

 
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