GreatNorthCollective/greatnorth-canada-federal-laws-text huggingface dataset:
Insurance Companies Act — I-11.8 83.03
Participating shares 83.03 A mutual company shall not issue participating shares unless the by-laws of the company authorize it to issue participating shares. 1997, c. 15, s. 185
Insurance Companies Act — I-11.8 83.04
Participating shareholder accounts 83.04 A mutual company that issues participating shares shall maintain separate accounts, in the form and manner determined by the Superintendent, in respect of those shares. 1997, c. 15, s. 185
Insurance Companies Act — I-11.8 83.05
Allocation of income 83.05 There shall be credited to, or debited from, a participating shareholder account that portion of the income or losses of the company for a financial year, including accrued capital gains or losses, whether or not realized, that is determined in accordance with a method that is (a) in the written opinion of the actuary of the company, fair and equitable to the participating policyholders of the company; (b) approved by resolution of the directors, after considering the written opinion of the actuary; and (c) not disallowed by the Superintendent, on the ground that it is not fair and equitable to the participating policyholders, within sixty days after receiving the resolution. 1997, c. 15, s. 185
Insurance Companies Act — I-11.8 83.06
Allocation of expenses 83.06 There shall be debited from a participating shareholder account that portion of the expenses, including taxes, of the company for a financial year that is determined in accordance with a method that is (a) in the written opinion of the actuary of the company, fair and equitable to the participating policyholders of the company; (b) approved by resolution of the directors, after considering the written opinion of the actuary; and (c) not disallowed by the Superintendent, on the ground that it is not fair and equitable to the participating policyholders, within sixty days after receiving the resolution. 1997, c. 15, s. 185
Insurance Companies Act — I-11.8 83.07
Filing of allocation method 83.07 A mutual company the directors of which by resolution approve a method of allocating its income and losses and expenses to a participating shareholder account shall, within thirty days after the making of the resolution, file a copy of it with the Superintendent, together with a copy of the written opinion of the actuary of the company and any other information relevant to the allocation method that the Superintendent requests. 1997, c. 15, s. 185
Insurance Companies Act — I-11.8 83.08
Review of allocation method 83.08 The actuary of a company shall annually report in writing to the directors on the fairness and equitableness of the method used by the company for allocating its income and losses and expenses to a participating shareholder account. 1997, c. 15, s. 185
Insurance Companies Act — I-11.8 83.09
Payment of dividends 83.09 A mutual company that pays a dividend under section 83 on participating shares shall debit from the participating shareholder account in respect of those shares (a) in the case of a dividend paid by issuing fully paid shares, the amount recorded as stated capital in respect of the dividend as required by subsection 83(3); and (b) in any other case, the amount or value of the dividend. 1997, c. 15, s. 185
Insurance Companies Act — I-11.8 83.1
Participating share redemptions, etc. 83.1 (1) On a purchase, redemption or other acquisition by a company of participating shares issued by it or fractions of participating shares issued by it, other than participating shares held under section 76 or acquired through the realization of security and sold as required by subsection 77(2), there shall be debited from the participating shareholder account for the class or series of shares so purchased, redeemed or otherwise acquired the amount determined by the formula A × B/C where A is the balance of the participating shareholder account for the shares of that class or series immediately before the purchase, redemption or other acquisition; B is the number of shares of that class or series so purchased, redeemed or otherwise acquired; and C is the number of shares of that class or series outstanding immediately before the purchase, redemption or other acquisition. Shares converted to another class (2) On a conversion of outstanding participating shares of a company into shares of another class or series, or on a change of outstanding participating shares of the company into shares of another class or series (a) there shall be deducted from the participating shareholder account maintained for the class or series of participating shares converted or changed the amount determined by the formula A × B/C where A is the balance of the participating shareholder account for the shares of that class or series immediately before the conversion or change, B is the number of shares of that class or series converted or changed, and C is the number of shares of that class or series outstanding immediately before the conversion or change; and (b) if the shares of that other class or series are participating shares, the amount determined under the formula in paragraph (a) shall be credited to the participating shareholder account for those participating shares. Participating shareholder account for convertible participating shares (3) For the purposes of subsection (2) and subject to the company’s by-laws, where a company issues two classes of participating shares and there is attached to each class a right to convert a share of one class into a share of the other class and a share is so converted, the amount in a participating shareholder account attributable to a share in either class is the amount determined by the formula A/B where A is the total of the balances of the participating shareholder accounts of both classes; and B is the number of outstanding shares of both classes immediately before the conversion. 1997, c. 15, s. 185
Insurance Companies Act — I-11.8 83.11
Remaining property on dissolution 83.11 The remaining property of a company that a participating shareholder of the company is entitled to receive on the dissolution of the company shall not exceed the sum of all amounts each of which is the amount in respect of a class or series of participating shares of the company determined by the formula A × B/C where A is the balance in the participating shareholder account for the shares of that class or series immediately before the dissolution; B is the number of shares of that class or series held by the participating shareholder immediately before the dissolution; and C is the number of shares of that class or series immediately before the dissolution. 1997, c. 15, s. 185
Insurance Companies Act — I-11.8 84
Restriction on subordinated indebtedness 84 (1) A company shall not issue subordinated indebtedness unless the subordinated indebtedness is fully paid for in money or, with the approval of the Superintendent, in property. References to subordinated indebtedness (2) A person shall not in any prospectus, advertisement, correspondence or literature relating to any subordinated indebtedness issued or to be issued by a company refer to the subordinated indebtedness otherwise than as subordinated indebtedness. Other currencies (3) When issuing subordinated indebtedness, a company may provide that any aspect of the subordinated indebtedness relating to money or involving the payment of or the liability to pay money in relation thereto be in a currency other than that of Canada including, without restricting the generality of the foregoing, the payment of any interest thereon.
Insurance Companies Act — I-11.8 85
Definitions 85 In this section and sections 86 to 139, adverse claim includes a claim that a transfer was or would be wrongful or that a particular adverse person is the owner of or has an interest in a security; ( opposition ) bona fide purchaser means a purchaser for value in good faith and without notice of any adverse claim who takes delivery of a security in bearer form or order form or of a security in registered form issued to the purchaser or endorsed to the purchaser or endorsed in blank; ( acheteur de bonne foi ) clearing agency means a person designated as a recognized clearing agency by the Superintendent; ( agence de compensation et de dépôt ) delivery means voluntary transfer of possession; ( livraison ou remise ) fungible , in respect of securities, means securities of which any unit is, by nature or usage of trade, the equivalent of any other like unit; ( fongibles ) genuine means free of forgery or counterfeit; ( authentique ) good faith means honesty in fact in the conduct of the transaction concerned; ( bonne foi ) over-issue means the issue of securities in excess of any maximum number of securities that the issuer is authorized to issue; ( émission excédentaire ) purchaser means a person who takes an interest in a security by sale, mortgage, pledge, issue, reissue, gift or any other voluntary transaction; ( acquéreur ) securities broker means a person who is engaged for all or part of the person’s time in the business of buying and selling securities and who, in the transaction concerned, acts for, or buys a security from, or sells a security to, a customer; ( courtier ) security or security certificate means an instrument issued by a company that is (a) in bearer, order or registered form, (b) of a type commonly dealt in on securities exchanges or markets or commonly recognized in any area in which it is issued or dealt in as a medium for investment, (c) one of a class or series or by its terms divisible into a class or series of instruments, and (d) evidence of a share, participation or other interest in or obligation of a company, but does not include a policy; ( valeur mobilière ou certificat de valeur mobilière ) trust indenture has the meaning given that expression by section 317; ( acte de fiducie ) unauthorized , in relation to a signature or an endorsement, means a signature or an endorsement made without actual, implied or apparent authority, and includes a forgery; ( non autorisé ) uncertificated security means a security, not evidenced by a security certificate, the issue and any transfer of which is registered and recorded in records maintained for that purpose by or on behalf of a company; ( valeur mobilière sans certificat ) valid means issued in accordance with the applicable law or validated under section 101. ( valide )
Insurance Companies Act — I-11.8
adverse claim includes a claim that a transfer was or would be wrongful or that a particular adverse person is the owner of or has an interest in a security; ( opposition )
Insurance Companies Act — I-11.8
bona fide purchaser means a purchaser for value in good faith and without notice of any adverse claim who takes delivery of a security in bearer form or order form or of a security in registered form issued to the purchaser or endorsed to the purchaser or endorsed in blank; ( acheteur de bonne foi )
Insurance Companies Act — I-11.8
clearing agency means a person designated as a recognized clearing agency by the Superintendent; ( agence de compensation et de dépôt )
Insurance Companies Act — I-11.8
delivery means voluntary transfer of possession; ( livraison ou remise )
Insurance Companies Act — I-11.8
fungible , in respect of securities, means securities of which any unit is, by nature or usage of trade, the equivalent of any other like unit; ( fongibles )
Insurance Companies Act — I-11.8
genuine means free of forgery or counterfeit; ( authentique )
Insurance Companies Act — I-11.8
good faith means honesty in fact in the conduct of the transaction concerned; ( bonne foi )
Insurance Companies Act — I-11.8
over-issue means the issue of securities in excess of any maximum number of securities that the issuer is authorized to issue; ( émission excédentaire )
Insurance Companies Act — I-11.8
purchaser means a person who takes an interest in a security by sale, mortgage, pledge, issue, reissue, gift or any other voluntary transaction; ( acquéreur )
Insurance Companies Act — I-11.8
securities broker means a person who is engaged for all or part of the person’s time in the business of buying and selling securities and who, in the transaction concerned, acts for, or buys a security from, or sells a security to, a customer; ( courtier )
Insurance Companies Act — I-11.8 (a)
security or security certificate means an instrument issued by a company that is (a) in bearer, order or registered form, (b) of a type commonly dealt in on securities exchanges or markets or commonly recognized in any area in which it is issued or dealt in as a medium for investment, (c) one of a class or series or by its terms divisible into a class or series of instruments, and (d) evidence of a share, participation or other interest in or obligation of a company, but does not include a policy; ( valeur mobilière ou certificat de valeur mobilière )
Insurance Companies Act — I-11.8
trust indenture has the meaning given that expression by section 317; ( acte de fiducie )
Insurance Companies Act — I-11.8
unauthorized , in relation to a signature or an endorsement, means a signature or an endorsement made without actual, implied or apparent authority, and includes a forgery; ( non autorisé )
Insurance Companies Act — I-11.8
uncertificated security means a security, not evidenced by a security certificate, the issue and any transfer of which is registered and recorded in records maintained for that purpose by or on behalf of a company; ( valeur mobilière sans certificat )
Insurance Companies Act — I-11.8
valid means issued in accordance with the applicable law or validated under section 101. ( valide )
Insurance Companies Act — I-11.8 86
Provisions governing transfers of securities 86 The transfer of a security is governed by sections 87 to 139.
Insurance Companies Act — I-11.8 87
Security a negotiable instrument 87 (1) A security is a negotiable instrument but, in the case of any inconsistency between the provisions of the Bills of Exchange Act and this Act, this Act prevails to the extent of the inconsistency. Bearer form (2) A security is in bearer form if it is payable to bearer according to its terms and not by reason of any endorsement. Order form (3) A security is in order form where the security is not a share and, by its terms, it is payable to the order or assigns of any person therein specified with reasonable certainty or to the person or the person’s order. Registered form (4) A security is in registered form if (a) it specifies a person entitled to the security or to the rights it evidences, and its transfer is capable of being recorded in a securities register; or (b) it bears a statement that it is in registered form.
Insurance Companies Act — I-11.8 88
Status of guarantor 88 A guarantor for an issuer of a security is deemed to be an issuer to the extent of the guarantee, whether or not the guarantor’s obligation is noted on the security.
Insurance Companies Act — I-11.8 89
Rights of holder 89 (1) Subject to Part VII, every security holder is entitled at the holder’s option to a security certificate that complies with this Act or to a non-transferable written acknowledgement of the holder’s right to obtain a security certificate that complies with this Act from a company in respect of the securities of that company held by the security holder. Fee for security certificate (2) A company may charge a fee, not exceeding a prescribed amount, for a security certificate issued in respect of a transfer. Joint holders (3) A company is not required to issue more than one security certificate in respect of securities held jointly by several persons, and delivery of a security certificate to one of several joint holders is sufficient delivery to all joint holders of the security. 1991, c. 47, s. 89; 1999, c. 31, s. 139
Insurance Companies Act — I-11.8 90
Signatures 90 (1) A security certificate shall be signed by or bear the printed or otherwise mechanically reproduced signature of at least one of the following: (a) a director or officer of the company; (b) a registrar or transfer agent of the company or a branch transfer agent or a natural person on their behalf; or (c) a trustee who certifies it in accordance with a trust indenture. Continuation of validity of signature (2) If a security certificate contains a person’s printed or mechanically reproduced signature, the company may issue the security certificate even if the person has ceased to be a director or officer of the company. The security certificate is as valid as if the person were a director or officer at the date of its issue. 1991, c. 47, s. 90; 2005, c. 54, s. 224
Insurance Companies Act — I-11.8 91
Contents of share certificate 91 There shall be stated on the face of each share certificate issued by a company after the coming into force of this section (a) the name of the company; (b) a statement that the company is subject to the Insurance Companies Act ; (c) the name of the person to whom the share certificate is issued; and (d) the number and class of shares and the designation of any series that the certificate represents.
Insurance Companies Act — I-11.8 92
Restrictions and charges 92 (1) No charge in favour of a company and no restriction on transfer, other than a constraint under Part VII other than section 427, is effective against a transferee of a security issued by the company if the transferee has no actual knowledge of the charge or restriction unless it or a reference to it is noted conspicuously on the security certificate. No restriction (2) If any of the issued shares of a distributing company remain outstanding and are held by more than one person, the company may not restrict the transfer or ownership of its shares except by way of a constraint under Part VII. Continuance (3) If a body corporate that is continued as a company under this Act has outstanding security certificates and the words “private company” or “private corporation” appear on the certificates, those words are deemed to be a notice of a charge or restriction for the purposes of subsection (1). 1991, c. 47, s. 92; 1996, c. 6, s. 71.1; 2005, c. 54, s. 225
Insurance Companies Act — I-11.8 93
Particulars of class 93 (1) There shall be stated legibly on a share certificate issued after the coming into force of this section by a company that is authorized to issue shares of more than one class or series (a) the rights, privileges, restrictions and conditions attached to the shares of each class and series existing when the share certificate is issued; or (b) that the class or series of shares that the certificate represents has rights, privileges, restrictions or conditions attached thereto and that the company will furnish a shareholder, on demand and without charge, with a full copy of (i) the text of the rights, privileges, restrictions and conditions attached to each class authorized to be issued and to each series in so far as those rights, privileges, restrictions and conditions have been fixed by the directors, and (ii) the text of the authority of the directors, if the directors are so authorized, to fix the rights, privileges, restrictions and conditions of subsequent series of shares. Duty (2) Where a share certificate issued by a company contains the statement mentioned in paragraph (1)(b), the company shall provide a shareholder, on demand and without charge, with a full copy of the texts referred to in subparagraphs (1)(b)(i) and (ii).
Insurance Companies Act — I-11.8 94
Fractional share 94 A company may issue a certificate for a fractional share or may issue in place thereof a scrip certificate in bearer form that entitles the holder to receive a certificate for a full share by exchanging scrip certificates aggregating a full share.
Insurance Companies Act — I-11.8 95
Scrip certificates 95 The directors of a company may attach conditions to any scrip certificate issued by the company, including conditions that (a) the scrip certificate becomes void if not exchanged for a share certificate representing a full share before a specified date; and (b) any shares for which the scrip certificate is exchangeable may, notwithstanding any pre-emptive right, be issued by the company to any person and the proceeds thereof may be distributed rateably to the holders of all the scrip certificates.
Insurance Companies Act — I-11.8 96
Holders of fractional shares 96 (1) A holder of a fractional share issued by a company is not entitled to exercise voting rights or to receive a dividend in respect of the fractional share. Holders of scrip certificates (2) A holder of a scrip certificate is not entitled to exercise voting rights or to receive a dividend in respect of the scrip certificate.
Insurance Companies Act — I-11.8 97
Dealings with registered holder 97 (1) A company or a trustee within the meaning of section 317 may, subject to sections 142 to 145 and 149, treat the registered owner of a security as the person exclusively entitled to vote, to receive notices, to receive any interest, dividend or other payment in respect of the security and to exercise all of the rights and powers of an owner of the security. Constructive registered holder (2) Notwithstanding subsection (1), a company may treat a person as a registered security holder entitled to exercise all of the rights of the security holder that the person represents, if that person provides the company with evidence as described in subsection 131(4) that the person is (a) the heir or personal representative of a deceased security holder or the personal representative of the heirs of the deceased security holder; (b) the personal representative of a registered security holder who is a minor, an incompetent person or a missing person; or (c) a liquidator of, or a trustee in bankruptcy for, a registered security holder. Permissible registered holder (3) If a person on whom the ownership of a security of a company devolves by operation of law, other than a person described in subsection (2), provides proof of that person’s authority to exercise rights or privileges in respect of a security of the company that is not registered in the person’s name, the company shall, subject to this Act, treat that person as entitled to exercise those rights or privileges. Immunity of company (4) A company is not required to inquire into the existence of, or see to the performance or observance of, any duty owed to a third person by a registered holder of any of its securities or by anyone whom it treats, as permitted or required by this Part, as the owner or registered holder thereof. 1991, c. 47, s. 97; 2005, c. 54, s. 226(E)
Insurance Companies Act — I-11.8 98
Minors 98 If a minor exercises any rights of ownership in the securities of a company, no subsequent repudiation or avoidance is effective against the company. 1991, c. 47, s. 98; 2005, c. 54, s. 227(E)
Insurance Companies Act — I-11.8 99
Joint shareholders 99 A company may treat as owners of a security the survivors of persons to whom the security was issued as joint holders, if the company receives proof satisfactory to it of the death of any of the joint holders.