Cooperative Credit Associations Act (S.C. 1991, c. 48)

Marginal note:Notice of decision

• 363 (1) Within a period of thirty days after the expiration of the period for making representations referred to in subsection 362(1), the Minister shall, in the light of any such representations and having regard to the matters to be taken into account, send a notice to the applicant indicating whether or not the Minister approves the transaction to which the application relates.

• Marginal note:Notice of decision

  (2) Within a period of forty-five days after the expiration of the period for making representations referred to in subsection 362(2), the Minister shall, in the light of any such representations and having regard to the matters to be taken into account, send a notice to the applicant indicating whether or not the Minister approves the transaction to which the application relates.

Marginal note:Deemed approval

364 If the Minister does not send a notice under subsection 361(1) or (3) or 363(1) within the period provided for in those subsections, the Minister is deemed to have approved the transaction to which the application relates.

DIVISION II[Repealed, 1994, c. 47, s. 54]

DIVISION IIIDirections

Marginal note:Disposition of shareholdings

• 368 (1) If, with respect to any association, a person contravenes section 354 or 354.1 or fails to comply with any terms and conditions imposed under section 359, the Minister may, if the Minister deems it in the public interest to do so, by order,

  • (a) direct that person and any person controlled by that person not to exercise any voting rights attached to shares of the association beneficially owned by any of those persons as the Minister deems appropriate and specifies in the order; and

  • (b) direct that person and any person controlled by that person to dispose of such number of shares of the association beneficially owned by any of those persons as the Minister specifies in the order, within such time as the Minister specifies therein and in such proportion, if any, as between the person and the persons controlled by that person as is specified in the order.

• Marginal note:Representations

  (2) No direction shall be made under subsection (1) unless the Minister has provided each person to whom the direction relates and the association concerned with a reasonable opportunity to make representations in respect of the subject-matter of the direction.

• Marginal note:Appeal

  (3) Any person with respect to whom a direction has been made under subsection (1) may, within thirty days after the date of the direction, appeal the matter in accordance with section 462.

• Marginal note:No stay

  (4) A direction made under paragraph (1)(a) is not stayed by an appeal under subsection (3).

Marginal note:Application to court

• 369 (1) Where a person fails to comply with a direction made under subsection 368(1), an application on behalf of the Minister may be made to a court for an order to enforce the direction.

• Marginal note:Court order

  (2) A court may, on an application under subsection (1), make such order as the circumstances require to give effect to the terms of the direction and may, without limiting the generality of the foregoing, require the association concerned to sell the shares that are the subject-matter of the direction.

• Marginal note:Appeal

  (3) An appeal from an order of a court under this section lies in the same manner as, and to the same court to which, an appeal may be taken from any other order of the court.

Marginal note:Interest of securities underwriter

370 This Part does not apply to a securities underwriter in respect of shares of a body corporate or ownership interests in an unincorporated entity that are acquired by the underwriter in the course of a distribution to the public of those shares or ownership interests and that are held by the underwriter for a period of not more than six months.

Marginal note:Arrangements to effect compliance

• 371 (1) The directors of an association may make such arrangements as they deem necessary to carry out the intent of this Part and, in particular, but without limiting the generality of the foregoing, may

  • (a) require any person in whose name a share of the association is held to submit a declaration setting out

    • (i) the beneficial ownership of the share, and

    • (ii) such other information as the directors deem relevant for the purposes of this Part;

  • (b) require any person who wishes to have a transfer of a share registered in the name of, or to have a share issued to, that person to submit a declaration referred to in paragraph (a) as though the person were the holder of that share; and

  • (c) determine the circumstances in which a declaration referred to in paragraph (a) is to be required, the form of the declaration and the times at which it is to be submitted.

• Marginal note:Order of Superintendent

  (2) The Superintendent may, by order, direct an association to obtain from any person in whose name a share of the association is held a declaration setting out the name of every entity controlled by that person and containing information concerning

  • (a) the ownership or beneficial ownership of the share; and

  • (b) such other related matters as are specified by the Superintendent.

• Marginal note:Compliance required

  (3) As soon as possible after receipt by an association of a direction under subsection (2),

  • (a) the association shall comply with the direction; and

  • (b) every person who is requested by the association to provide a declaration containing information referred to in subsection (1) or (2) shall comply with the request.

• Marginal note:Outstanding declaration: effect

  (4) Where, pursuant to this section, a declaration is required to be submitted by a shareholder or other person in respect of the issue or transfer of any share, an association may refuse to issue the share or register the transfer unless the required declaration is submitted.

Marginal note:Reliance on information

372 An association and any person who is a director or an officer, employee or agent of the association may rely on any information contained in a declaration required by the directors pursuant to section 371 or on any information otherwise acquired in respect of any matter that might be the subject of such a declaration, and no action lies against the association or any such person for anything done or omitted to be done in good faith in reliance on any such information.

373 [Repealed, 1994, c. 47, s. 55]

Marginal note:Exemption regulations

374 The Governor in Council may, by regulation, exempt from any of the provisions of this Part any share transaction or any class of share transactions involving the transfer of shares on the death of the beneficial owner thereof, or any arrangement made in contemplation of the death of the beneficial owner, to one or more members of the beneficial owner’s family, or to one or more trustees on their behalf.

PART IXBusiness and Powers

General Business

Marginal note:Main business

• 375 (1) Subject to this Act, an association shall not engage in or carry on any business other than such business as generally appertains to the business of

  • (a) providing financial services to one or more of the following:

    • (i) a member of the association,

    • (ii) an entity in which an association has a substantial investment as allowed by section 390,

    • (ii.1) another association,

    • (iii) a cooperative credit society,

    • (iv) a cooperative corporation, or

    • (v) an entity controlled by an entity or group of entities described by any of subparagraphs (i) to (iv); and

  • (b) providing administrative, educational, promotional, technical, research and consultative services and related goods to any cooperative credit society, or any person intending to organize or operate such a society, in support of the financial services provided or to be provided by the society.

• Marginal note:Idem

  (2) For greater certainty, an association may act as a financial agent for, and provide investment counselling and portfolio management services to, any person referred to in paragraph (1)(a).

• Marginal note:Restriction

  (3) Subject to any order that may be made by the Superintendent under section 61 or 62, an association shall not receive money on deposit from a federal credit union, local cooperative credit society or cooperative corporation that is not a member of the association.

Marginal note:Additional businesses

• 375.1 (1) In addition to engaging in or carrying on any business that an association is permitted to engage in or carry on under subsection 375(1), an association may, with the approval of the Minister and subject to any order of the Superintendent that may be made under section 61 or 62,

  • (a) provide financial services to persons or entities that are not persons or entities referred to in any of subparagraphs 375(1)(a)(i) to (v); or

  • (b) provide clearing, settlement and payment services to members of the Canadian Payments Association and engage in or carry on ancillary services related to those clearing, settlement and payment services.

• Marginal note:Terms and conditions

  (2) The Minister may impose any terms and conditions in respect of the provision of financial services provided by a retail association as the Minister considers necessary or appropriate. The Minister may also vary or revoke any of those terms and conditions.

• Marginal note:Regulations

  (3) The Governor in Council may make regulations

  • (a) respecting what an association may or may not do with respect to the provision of services and products referred to in paragraphs (1)(a) and (b); and

  • (b) imposing terms and conditions in respect of the provision of services and products referred to in paragraphs (1)(a) and (b).

Marginal note:Additional activities

• 376 (1) In addition, an association may

  • (a) hold, manage and otherwise deal with real property;

  • (b) act as a custodian of property on behalf of any entity referred to in paragraph 375(1)(a) or, if the association is a retail association, on behalf of any person to whom the association may provide financial services;

  • (c) receive money on deposit, on such terms as to interest and time and mode of repayment as may be agreed on, from

    • (i) the government of Canada, a province or a municipality in Canada, or any agency thereof, and

    • (ii) a deposit protection agency;

  • (d) make loans to and investments in entities that are not members of the association;

  • (e) make loans to officers and employees of the association;

  • (f) provide management, investment, administrative, advisory, educational, promotional, technical, research and consultative services to the entities described in paragraph 375(1)(a);

  • (g) outside Canada, or with the prior written approval of the Minister, in Canada, provide the following services to entities described in paragraph 375(1)(a), to members of the Canadian Payments Association to which that Association may provide clearing, settlement and payment services under paragraph 375.1(1)(b) or, if the association is a retail association, to any person:

    • (i) collecting, manipulating and transmitting

      • (A) information that is primarily financial or economic in nature,

      • (B) information that relates to the business of a permitted entity, as defined in subsection 386(1), or

      • (C) any other information that the Minister may, by order, specify,

    • (ii) providing advisory or other services in the design, development or implementation of information management systems,

    • (iii) designing, developing or marketing computer software, and

    • (iv) designing, developing, manufacturing or selling, as an ancillary activity to any activity referred to in any of subparagraphs (i) to (iii) that the association is engaging in, computer equipment integral to the provision of information services related to the business of financial institutions or to the provision of financial services;

  • (h) with the prior written approval of the Minister, develop, design, hold, manage, manufacture, sell or otherwise deal with data transmission systems, information sites, communication devices or information platforms or portals that are used

    • (i) to provide information that is primarily financial or economic in nature,

    • (ii) to provide information that relates to the business of a permitted entity, as defined in subsection 386(1), or

    • (iii) for a prescribed purpose or in prescribed circumstances; and

  • (i) if it is a retail association,

    • (i) act as a financial agent,

    • (ii) provide investment counselling services and portfolio management services,

    • (iii) issue payment, credit or charge cards and, in cooperation with others including other financial institutions, operate a payment, credit or charge card plan,

    • (iv) promote merchandise and services to the holders of any payment, credit or charge card issued by the association,

    • (v) engage in the sale of

      • (A) tickets, including lottery tickets, on a non-profit public service basis in connection with special, temporary and infrequent non-commercial celebrations or projects that are of local, municipal, provincial or national interest,

      • (B) urban transit tickets, and

      • (C) tickets in respect of a lottery sponsored by the federal government or a provincial or municipal government or an agency of any such government or governments, and

    • (vi) act as receiver, liquidator or sequestrator.

• Marginal note:Specialized business management or advisory services

  (2) A retail association may engage, under prescribed terms and conditions, if any are prescribed, in specialized business management or advisory services.

• Marginal note:Restriction

  (3) Except as authorized by or under this Act, an association shall not deal in goods or engage in any trade or business.

• Marginal note:Regulations

  (4) The Governor in Council may make regulations

  • (a) respecting what an association may or may not do with respect to the provision of services and products referred to in paragraphs (1)(g) and (h) and subsection (2);

  • (b) imposing terms and conditions in respect of the provision of investment counselling and portfolio management services and the provision of services and products referred to in paragraphs (1)(g) and (h) and subsection (2); and

  • (c) respecting the circumstances in which associations may be exempted from the requirement to obtain the approval of the Minister before carrying on a particular activity referred to in paragraph (1)(g) or (h).