Interpretation

Marginal note:Definitions

1 The following definitions apply in this By-law.

amalgamated member

amalgamated member means a member formed by the amalgamation or merger of members or of members and non-members. (membre fusionné)

common services costs

common services costs means the costs incurred by the Association to provide services for the benefit of all members and participants, including management services — such as services in relation to human resources, accounting or finances — the development and revision of policies and rules and research services provided in collaboration with members and stakeholders. (coût des services communs)

common services dues

common services dues means the dues determined under subsection 5(1). (cotisation pour services communs)

direct operating costs

direct operating costs mean the costs incurred by the Association to operate a system. (frais d’exploitation directs)

participant

participant means

• (a) [Repealed, SOR/2021-182, s. 55]

• (b) a participant as defined in section 1 of the Canadian Payments Association By-law No. 9 — Lynx;

• (c) a direct clearer or group clearer as those terms are defined in section 1 of the Canadian Payments Association By-law No. 3 — Payment Items and Automated Clearing Settlement System; or

• (d) a party to any other system. (participant)

service fees

service fees means the fees that are referred to in section 7. (droits de service)

system

system means

• (a) the Automated Clearing Settlement System as defined in section 1 of the Canadian Payments Association By-law No. 3 — Payment Items and Automated Clearing Settlement System;

• (b) [Repealed, SOR/2021-182, s. 55]

• (c) Lynx as defined in section 1 of the Canadian Payments Association By-law No. 9 — Lynx; or

• (d) any other clearing and settlement system, payment system or system or arrangement that is established or operated by the Association. (système)

transaction fees

transaction fees means the fees that are referred to in subsection 6(1). (droits de transaction)

Budgets

Marginal note:Common services dues and transaction fees

• 2 (1) The Board must calculate common services dues and transaction fees for a fiscal year on the basis of the Association’s operating budget and capital expenditures budget for the fiscal year that the Board prepares under subsection 22(1) of the Canadian Payments Act.

• Marginal note:Contents of budgets

  (2) For the purpose of determining the common services dues and transaction fees payable for a fiscal year, the operating budget and capital expenditures budget for the fiscal year must specify common services costs and direct operating costs.

• Marginal note:Reserves

  (3) The Board, in establishing the operating budget and capital expenditures budget for a fiscal year, may include amounts for reserves in the Association’s costs.

Marginal note:Changes to budgets

• 3 (1) If the Board makes a significant amendment to the operating budget or capital expenditures budget for a fiscal year, it must adjust the common services dues and transaction fees payable for the fiscal year on the basis of that amendment.

• Marginal note:Notice of adjustment

  (2) The Board must provide notice to members and participants at least 60 days before making an adjustment to common service dues and transaction fees under subsection (1).

New and Amalgamated Members

Marginal note:First year of membership

• 4 (1) A new member, other than an amalgamated member or a member that is designated as a bridge institution under the Canada Deposit Insurance Corporation Act, must, in respect of its first year of membership, pay the full amount of the common services dues for the fiscal year in which it became a member.

• Marginal note:Amalgamated member

  (2) An amalgamated member formed in a fiscal year must pay the common services dues, transaction fees and service fees for the fiscal year in an amount that is the sum of all the combined unpaid common services dues, transaction fees and service fees of the members and non-members that were amalgamated or merged.

• Marginal note:Change of name

  (3) For greater certainty, a member that changes its name, other than as part of a merger or amalgamation, is not a new member.

Common Services Dues

Marginal note:Determination of amount

• 5 (1) For each fiscal year, each member must pay dues in respect of the common services costs, in an amount determined in accordance with the formula

  A/B

  where

  A

  is the amount estimated to be the costs, for the Association, of providing the services that are of equal benefit to all of the members, as determined by the Board in the previous fiscal year; and

  B

  is the estimated number of members on the first day of the fiscal year, as determined by the Board in the previous fiscal year.

• Marginal note:Timeline and notice

  (2) The Board must, no later than the day that is eight months before the first day of a fiscal year,

  • (a) determine the common services dues payable for the fiscal year under subsection (1); and

  • (b) inform members of the amount of those dues and explain how they were determined.

• Marginal note:Surplus

  (3) If, after the end of a fiscal year, the total amount of common services dues collected is greater than the actual costs, for the Association, of providing the services that are of equal benefit to all of the members, the Board may allocate the surplus to a research and development reserve fund, subject to a maximum amount established for the fiscal year by the Board.

Fees for Services

Transaction Fees

Marginal note:Fees payable for each transaction

• 6 (1) Each participant in a system must pay a fee in respect of each of its transactions in the system.

• Marginal note:Determination of transaction fees

  (2) For each fiscal year, the Board must determine the transaction fees for each system on the basis of the estimated costs, for the Association, to operate that system and one of, or both of, the following:

  • (a) the estimated number of all transactions by all participants in that system;

  • (b) the estimated value of those transactions.

• Marginal note:Considerations — determination of transaction fees

  (3) The Board, in deciding whether to select paragraph (2)(a) or (b), or both, must consider, in respect of a particular system, the nature of the system, the number of participants and the number and value of transactions by each participant.

• Marginal note:Costs of operating system

  (4) The Board’s estimate of a system’s operating costs under subsection (2) must take into account, among other things,

  • (a) the direct operating costs;

  • (b) the portion of common services costs not included in the determination of the common services dues or in the determination of transactions fees for other systems;

  • (c) the recovery of capital investment in the system; and

  • (d) a fee-stabilizing charge to be held in reserve, subject to a maximum amount established for the fiscal year by the Board.

• Marginal note:Fee-stabilizing charge

  (5) In paragraph (4)(d), fee-stabilizing charge means a charge intended to account for minor variations between the estimates referred to in subsection (2) of a system’s operating costs and of the number and value of transactions and the actual values of those items.

• Marginal note:Timeline and notice

  (6) The Board must, no later than the day that is eight months before the first day of a fiscal year,

  • (a) determine the transaction fees payable for the fiscal year under subsection (2); and

  • (b) inform participants of the amount of those fees and explain how they were determined.

• Marginal note:Adjustment of transaction fees

  (7) If a participant withdraws from participation in a system in a fiscal year, and the President determines that reserves or surplus for the fiscal year are not sufficient to make up for any resulting loss in transaction fees, the President must adjust the transaction fees payable for the fiscal year.

• Marginal note:Notice of adjustment

  (8) The President must provide notice to participants at least 15 days before making an adjustment to transaction fees under subsection (7).

Service Fees

Marginal note:Determination of service fees

7 The fees — other than transaction fees — to be paid for services performed by or on behalf of the Association for the benefit of a member, participant or other person must be the costs, for the Association, of providing the services.

Termination of Membership or Participation

Marginal note:Reimbursement and unpaid dues or fees

8 A member that ceases to be a member or a participant that withdraws from participation in a system

• (a) is not entitled to a reimbursement of any common services dues, transaction fees or service fees that have been paid; and

• (b) continues to be liable for unpaid amounts of those dues and fees.

Payment of Dues or Fees

Marginal note:Common services dues

• 9 (1) Common services dues are payable by a member on or before the first day of each fiscal year or, if another date is established by the Board under subsection (3), by that date.

• Marginal note:Transaction fees

  (2) Transactions fees are payable by a participant for each preceding three-month period, within 15 days after an invoice is issued or, if another date is established by the Board under subsection (3), by that date.

• Marginal note:Other dates

  (3) For the purposes of operational efficiency, the Board may establish dates on which common services dues or transaction fees are payable other than those mentioned in subsection (1) or (2).

Non-payment of Dues or Fees

Marginal note:Interest on unpaid dues and fees

• 10 (1) In addition to any other action that may be taken under another by-law, a member, participant or other person that fails to pay common services dues, transaction fees or service fees on or before the day on which they are due must pay interest, at a rate of not more than 0.125% of the amount payable for each day that the payment is overdue, calculated in accordance with the method set out in a resolution of the Board.

• Marginal note:General revenue

  (2) The amount of any interest paid under this By-law accrues to the general revenue of the Association.

Transitional Provision

Marginal note:Common services dues and transaction fees — determination and notice

11 Subsections 2(2), 5(2) and 6(6) do not apply in respect of the fiscal year that begins on January 1, 2017.

Repeal

12 [Repeal]

Coming into Force

Marginal note:January 1, 2017

13 This By-law comes into force on January 1, 2017.