Bank Act — B-1.01 401.2
Constraining registration: Crown and foreign governments 401.2 (1) No bank is to record in its securities register or members register a transfer or issue of any share or membership share of the bank to (a) Her Majesty in right of Canada or of a province or any agent or agency of Her Majesty in either of those rights; or (b) the government of a foreign country or any political subdivision of a foreign country, or any agent or agency of a foreign government. Exception (2) Despite subsection (1), a bank may record in its securities register or members register a transfer or issue of any share or membership share of the bank to a foreign bank, or to a foreign institution, that is controlled by the government of a foreign country or any political subdivision of a foreign country, or by any agent or agency of a foreign government, if the share or membership share that is transferred or issued is beneficially owned by the foreign bank or foreign institution or by an entity controlled by the foreign bank or foreign institution. Certain foreign banks excluded (2.1) Subsection (2) does not permit a bank to record in its securities register or members register a transfer or issue of any share or membership share of the bank to a foreign bank that is a foreign bank by reason only of paragraph (f) of the definition foreign bank in section 2. Exception (3) Despite subsection (1), a bank may, with the Minister’s approval, record in its securities register the issue of any share of the bank to an eligible agent. Application made jointly (4) The application for the approval referred to in subsection (3) must be made jointly by the bank and the eligible agent. Matters for consideration (5) The Minister, in determining whether to grant the approval referred to in subsection (3), shall take into account all matters that he or she considers relevant, including those set out in paragraphs 396(1)(a) to (h). Consequence of revocation of approval (6) If an approval referred to in subsection (3) is revoked, the bank shall delete any entry in its securities register in respect of the recording of the issuance of shares to the eligible agent. Disposition of shareholdings (7) If a bank or an eligible agent fails to comply with any undertaking or term or condition in relation to an approval referred to in subsection (3), or if an eligible agent ceases to be an eligible agent, the Minister may, if the Minister considers it to be in the public interest to do so, by order, direct the eligible agent or former eligible agent and any person controlled by the eligible agent or former eligible agent to dispose of any number of shares of the bank beneficially owned by the eligible agent or former eligible agent or the persons controlled by the eligible agent or former eligible agent that the Minister specifies in the order, within the time specified in the order and in the proportion, if any, as between the eligible agent or former eligible agent and the persons controlled by the eligible agent or former eligible agent that is specified in the order. Representations (8) No direction shall be made under subsection (7) unless the Minister has provided each person to whom the direction relates and the bank concerned with a reasonable opportunity to make representations in respect of the subject-matter of the direction. Appeal (9) Any person with respect to whom a direction has been made under subsection (7) may, within 30 days after the date of the direction, appeal the matter in accordance with section 977. 2001, c. 9, s. 98; 2010, c. 12, s. 2071; 2012, c. 5, ss. 32, 223, c. 19, s. 333, c. 31, ss. 116, 154