Bank Act — B-1.01 468
roved it under subsection 469(1); (d) subject to subsection (7.1), the bank is acquiring control of an entity (referred to in this paragraph as the “target entity”) referred to in paragraph (4)(c) or (d) and A/B < C where A is the aggregate of the values, as they would have been reported in the bank’s annual financial statements if those statements were prepared on the day of the acquisition of control of the target entity, of (i) the target entity’s consolidated assets, (ii) the assets of the bank and of any subsidiary of the bank that were acquired, at any time within the 12 months preceding the acquisition of control of the target entity, from any entity that, at that time, held any of the assets referred to in subparagraph (i), and (iii) the consolidated assets of any entity referred to in paragraph (4)(c) or (d) the control of which is acquired by the bank at the same time as the acquisition of control of the target entity — or within the 12 months preceding the acquisition of control of the target entity if, at any time within those 12 months, that entity and the target entity were affiliates — excluding any assets referred to in subparagraph (i) or (ii) and the consolidated assets of an entity in respect of which no approval of the Superintendent is required under any of paragraphs (a) to (c), B is the value of the bank’s consolidated assets, as shown in its last annual statement prepared before the acquisition of control of the target entity, and C is (i) 0.01, in the case of a bank with equity of 12 billion dollars or more, or (ii) 0.02, in the case of any other bank; or (e) the bank is acquiring or increasing a substantial investment in an entity (referred to in this paragraph as the “target entity”) without acquiring control of it, and A/B < C where A is the aggregate of the values, as they would have been reported in the bank’s annual financial statements if those statements were prepared on the day of the acquisition or increase of the substantial investment in the target entity, of (i) the shares of, or other ownership interests in, the target entity that the bank or a subsidiary of the bank is acquiring in the transaction that results in the acquisition or increase of a substantial investment in the target entity, and the shares of, or other ownership interests in, the target entity that are held by an entity the control of which the bank is acquiring in the transaction that results in the acquisition or increase of a substantial investment in the target entity, (ii) the shares of, or other ownership interests in, the target entity that are held by the bank or a subsidiary of the bank and that were acquired by the bank or the subsidiary within the 12 months preceding the transaction referred to in subparagraph (i), and (iii) the shares of, or other ownership interests in, the target entity that are held by a subsidiary of the bank the control of which was acquired by the bank within the 12 months preceding the transaction referred to in subparagraph (i), excluding any shares or other ownership interests referred to in subparagraph (ii), B is the value of the bank’s consolidated assets, as shown in its last annual statement prepared before the transaction that results in the acquisition or increase of the substantial investment in the target entity, and C is (i) 0.005, in the case of a bank with equity of 12 billion dollars or more, or (ii) 0.01, in the case of any other bank. No exception for deemed acquisition (7.1) The exception in paragraph (7)(d) does not apply with respect to a deemed acquisition of control under subsection 466(7). Control not required (8) A bank need not control an entity referred to in paragraph (1)(j), or an entity that is incorporated or formed otherwise than by or under an Act of Parliament or of the legislature of a province, if the laws or customary business practices of the country under the laws of which the entity was incorporated or formed do not permit the bank to control the en