An Act to amend certain Acts in relation to financial institutions (S.C. 2005, c. 54)
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Assented to 2005-11-25
Marginal note:1991, c. 45
TRUST AND LOAN COMPANIES ACT
368. (1) The definitions “form of proxy” and “proxy” in section 2 of the Trust and Loan Companies Act are replaced by the following:
“form of proxy”
« formulaire de procuration »
“form of proxy” means a form of proxy as defined in the regulations;
“proxy”
« procuration »
“proxy” means a proxy as defined in the regulations;
(2) Section 2 of the Act is amended by adding the following in alphabetical order:
“going-private transaction”
« transaction de fermeture »
“going-private transaction” means a going-private transaction as defined in the regulations;
“minor”
« mineur »
“minor” has the same meaning as in the applicable provincial law and in the absence of any such law has the same meaning as the word “child” in the United Nations Convention on the Rights of the Child adopted in the United Nations General Assembly on November 20, 1989;
“squeeze-out transaction”
« transaction d’éviction »
“squeeze-out transaction” means a transaction by a company that is not a distributing company that requires an amendment to a by-law referred to in subsection 222(1) and that would directly or indirectly result in the interest of a holder of shares of a class of shares being terminated without their consent and without substituting an interest of equivalent value in shares issued by the company that have rights and privileges equal to or greater than those of the shares of the affected class;
(3) Section 2 of the French version of the Act is amended by adding the following in alphabetical order:
« société n’ayant pas fait appel au public »
Marginal note:French version only
société n’ayant pas fait appel au public S’entend d’une société autre qu’une société ayant fait appel au public.
369. The Act is amended by adding the following after section 2.2:
Marginal note:Regulations — distributing company
2.3 (1) The Governor in Council may make regulations respecting the determination of what constitutes a distributing company for the purposes of this Act.
Marginal note:Exemption — company
(2) On the application of a company, the Superintendent may determine that it is not or was not a distributing company if the Superintendent is satisfied that the determination would not prejudice any of its security holders.
Marginal note:Exemption — class of companies
(3) The Superintendent may determine that members of a class of companies are not or were not distributing companies if the Superintendent is satisfied that the determination would not prejudice any security holder of a member of the class.
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