Guidelines Respecting Control in Fact for the Purpose of Section 377.2 of the Bank Act — 5
Factors 5 The factors referred to in section 4 are the following: (a) the number, type and distribution of securities and membership shares of the following entities, and the rights, privileges or features attached to those securities and membership shares: (i) the federal credit union referred to in section 3, and (ii) any subsidiary of the federal credit union; (b) the value of the equity, the number of membership shares and the number and type of securities of any entity referred to in paragraph (a) that the applicant has or proposes to acquire, and the rights, privileges or features attached to those membership shares and securities; (c) the involvement of the applicant or any member or shareholder of an entity referred to in paragraph (a) in the business of that entity, and their knowledge or expertise in financial services or in areas relevant to the operations of the federal credit union; (d) the relationships, agreements, understandings or arrangements (i) among members of one or more of the entities referred to in paragraph (a), (ii) among shareholders of one or more of the entities referred to in paragraph (a), (iii) among members and shareholders of one or more of the entities referred to in paragraph (a), (iv) between the applicant and the members or shareholders of any entity referred to in paragraph (a), (v) between the applicant and any person in relation to membership shares or securities of the federal credit union, or (vi) between the applicant and any entity referred to in paragraph (a); (e) the composition and structure of the board of directors, any committees of the board of directors and any senior management committees of any entity referred to in paragraph (a), and the voting arrangements of those boards and committees; (f) whether members, shareholders, directors or senior officers of any entity referred to in paragraph (a) are also members, shareholders, directors or senior officers of the applicant; (g) the existence of family relationships between the applicant’s directors and senior officers and the directors and senior officers of any entity referred to in paragraph (a); (h) the ability of any person, including the applicant, to nominate, appoint or veto the appointment of directors, members of committees of the board of directors or senior officers of any entity referred to in paragraph (a); (i) the ability of any person, including the applicant, in respect of the board of directors, any committee of the board of directors or any senior management committee of any entity referred to in paragraph (a), to (i) require that their consent be obtained before a proposal is submitted to that board or committee, or (ii) veto a proposal submitted to that board or committee; (j) the ability of any person, including the applicant, to determine, influence or veto the day-to-day operations, business plans, significant capital expenditures, patronage allocations, dividend policy or issuance of membership shares or securities of any entity referred to in paragraph (a); (k) any dependency of any entity referred to in paragraph (a) on the applicant or on a member or shareholder of any entity referred to in that paragraph, by reason of an agreement or other arrangement between them; (l) any links between the applicant or a member or shareholder of the federal credit union and an entity on which the federal credit union has a dependency by reason of an agreement or other arrangement between the federal credit union and the entity; (m) any representations made to any agency or body that regulates or supervises financial institutions about any person’s control of the federal credit union; and (n) any other relevant factor that is related to any of the policy objectives set out in section 4.