hordruma/ontario_laws_and_regs huggingface dataset:
PART XVII INVESTMENTS
Indirect substantial investment
435.2 An insurer may acquire, hold or increase a substantial investment in an entity in any of the following circumstances: 1.  The insurer, in accordance with this Part and the regulations, acquires control of a financial institution or another permitted entity that is prescribed for the purposes of this section that has a substantial investment in the entity. 2.  The insurer controls a financial institution or another permitted entity that is prescribed for the purposes of this section, is permitted to do so under this Part and the regulations, and that financial institution or other permitted entity acquires shares or ownership interests that result in a substantial investment in the entity.  2006, c. 33, Sched. O, s. 15. Note: On a day to be named by proclamation of the Lieutenant Governor, section 435.2 of the Act is amended by striking out “the regulations” wherever it appears and substituting in each case “the Authority rules” and by striking out “prescribed” wherever it appears and substituting in each case “prescribed by the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 40) Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 40 - not in force CTS 04 SE 18 - 1 Acquiring Shares or Ownership Interests Through Loan Workouts and Realization of Security Interests
PART XVII INVESTMENTS
Loan workouts
435.3 (1) If an insurer or any of its prescribed subsidiaries has made a loan to an entity and, under the terms of the agreement between the insurer or subsidiary and the entity in respect of the loan and any other documents governing the terms of the loan, a default has occurred, the insurer may acquire, (a)  all or any of the shares of the entity, if the entity is a corporation; (b)  all or any of the ownership interests in the entity, if the entity is unincorporated; (c)  subject to any conditions set out in the Authority rules, all or any of the shares or all or any of the ownership interests in another entity that is an affiliate of the entity; or (d)  subject to any conditions set out in the Authority rules, all or any of the shares of a corporation that is primarily engaged in holding shares of, ownership interests in or assets acquired from the entity or any of the entity’s affiliates.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 15. Required disposition (2) If an insurer acquires or increases a substantial investment in an entity as a result of an acquisition permitted under subsection (1), the insurer shall do all things necessary to ensure that the insurer does not have a substantial investment in the entity at the end of five years after acquiring it.  2006, c. 33, Sched. O, s. 15. Same – time extension (3) The Chief Executive Officer may, on such terms and conditions as he or she considers appropriate, extend the period of time that would otherwise apply under subsection (2).  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Exceptions (4) Subsection (2) does not apply, (a)  in such circumstances as may be prescribed by the regulations; or (b)  if the insurer would be entitled to acquire or increase the substantial investment under section 435.1 or 435.2 or the regulations and the insurer obtains the approval of the Chief Executive Officer before the date on which the insurer would otherwise be required to take action under subsection (2).  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Note: On a day to be named by proclamation of the Lieutenant Governor, subsection 435.3 (4) of the Act is amended by striking out “the regulations” wherever it appears and substituting in each case “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 41) Criteria (5) In determining whether to give an approval under clause (4) (b), the Chief Executive Officer shall consider such criteria as are set out in the regulations.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Conditions (6) If the Chief Executive Officer gives an approval under clause (4) (b), he or she may specify that the approval is subject to any terms or conditions that he or she considers appropriate in the circumstances.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 41 - not in force 2018, c. 8, Sched. 13, s. 15, 22 - 08/06/2019; CTS 04 SE 18 - 1
PART XVII INVESTMENTS
Acquisition of shares or ownership interests on realization of security interest
435.4 (1) An insurer may acquire an investment in a corporation, an ownership interest in an unincorporated entity or an interest in real property if the investment or interest is acquired through the realization of a security interest held by the insurer.  2006, c. 33, Sched. O, s. 15. Required disposition (2) If an insurer acquires or increases a substantial investment in an entity as a result of an acquisition permitted under subsection (1), the insurer shall do all things necessary to ensure that the insurer does not have a substantial investment in the entity at the end of five years after acquiring it.  2006, c. 33, Sched. O, s. 15. Same – time extension (3) The Chief Executive Officer may, on such terms and conditions as he or she considers appropriate, extend the period of time that would otherwise apply under subsection (2).  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Exceptions (4) Subsection (2) does not apply, (a)  in such circumstances as may be prescribed by the regulations; or (b)  if the insurer would be entitled to acquire or increase the substantial investment under section 435.1 or 435.2 or the regulations and the insurer obtains the approval of the Chief Executive Officer before the date on which the insurer would otherwise be required to take action under subsection (2).  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Note: On a day to be named by proclamation of the Lieutenant Governor, subsection 435.4 (4) of the Act is amended by striking out “the regulations” wherever it appears and substituting in each case “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 42) Criteria (5) In determining whether to give an approval under clause (4) (b), the Chief Executive Officer shall consider such criteria as are set out in the regulations.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Conditions (6) If the Chief Executive Officer gives an approval under clause (4) (b), he or she may specify that the approval is subject to any terms or conditions that he or she considers appropriate in the circumstances.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 42 - not in force 2018, c. 8, Sched. 13, s. 22 - 08/06/2019; CTS 04 SE 18 - 1 Acquiring Substantial Investments in other Specified Circumstances 435.5 Repealed: 2019, c. 14, Sched. 9, s. 20. Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 43 - no effect - see 2019, c. 14, Sched. 9, s. 20 - 10/12/2019 CTS 04 SE 18 - 1 2019, c. 14, Sched. 9, s. 20 - 10/12/2019
PART XVII INVESTMENTS
Restrictions on loans, etc.
435.7 An insurer shall not make an investment or loan or acquire an interest in any property if doing so would cause the insurer to contravene any provision of this Act or any restrictions or conditions prescribed by the regulations.  2006, c. 33, Sched. O, s. 15. Note: On a day to be named by proclamation of the Lieutenant Governor, section 435.7 of the Act is amended by striking out “the regulations” at the end and substituting “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 45) Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 45 - not in force CTS 04 SE 18 - 1
PART XVII INVESTMENTS
Exclusion from portfolio limits
435.8 (1) Subject to subsection (3), the value of all loans, investments and interests in property acquired by an insurer or a prescribed subsidiary in accordance with section 435.3 as a result of a loan workout, in accordance with section 435.4 as a result of a realization of a security interest or in such other circumstances as may be prescribed, shall not be included in calculating the value of the loans, investments and interests in property acquired by the insurer or subsidiary for the purposes of sections 435.9 to 435.12, Note: On a day to be named by proclamation of the Lieutenant Governor, subsection 435.8 (1) of the Act is amended by adding “by the Authority rules” after “as may be prescribed” in the portion before clause (a). (See: 2017, c. 34, Sched. 21, s. 46 (1)) (a)  for a period of 12 years after the day on which interest is acquired, in the case of an interest in real property; or (b)  for a period of five years after the day the loan, investment or interest in property was acquired, in the case of a loan, investment or interest in property other than real property.  2006, c. 33, Sched. O, s. 15. Time extension (2) The Chief Executive Officer may, on such terms and conditions as he or she considers appropriate, extend the period of time that would otherwise apply under subsection (1).  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Exception (3) Subsection (1) does not apply to a loan, investment or interest in property if the requirements prescribed by the regulations are satisfied.  2006, c. 33, Sched. O, s. 15. Note: On a day to be named by proclamation of the Lieutenant Governor, subsection 435.8 (3) of the Act is amended by striking out “the regulations” and substituting “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 46 (2)) Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 46 (1, 2) - not in force 2018, c. 8, Sched. 13, s. 22 - 08/06/2019; CTS 04 SE 18 - 1
PART XVII INVESTMENTS
Lending limits
435.9 (1) Repealed: 2019, c. 14, Sched. 9, s. 20. Other insurers (2) An insurer that is a fraternal society or is not licensed to transact the business of life insurance shall not, and shall not permit its prescribed subsidiaries to, make or acquire a commercial loan or a loan to an individual or acquire control of a permitted entity that holds commercial loans, loans to individuals or both types of loans, if the aggregate value of all commercial loans and loans to individuals that are held by the insurer and its prescribed subsidiaries exceeds, or the making or acquisition of the loan or the acquisition of control of the permitted entity would cause the aggregate value of all commercial loans and loans to individuals that are held by the insurer and its prescribed subsidiaries to exceed, an amount determined under the regulations.  2006, c. 33, Sched. O, s. 15. Note: On a day to be named by proclamation of the Lieutenant Governor, section 435.9 of the Act is amended by striking out “the regulations” wherever it appears and substituting in each case “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 47) Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 47 - not in force CTS 04 SE 18 - 1 2019, c. 14, Sched. 9, s. 20 - 10/12/2019
PART XVII INVESTMENTS
Limit on interests in real property
435.10 (1) An insurer shall not, and shall not permit its prescribed subsidiaries to, purchase or otherwise acquire an interest in real property or make an improvement to any real property in which the insurer or any of its prescribed subsidiaries has an interest if the aggregate value of all interests of the insurer and its prescribed subsidiaries in real property exceeds, or the acquisition of the interest or the making of the improvement would cause that aggregate value to exceed, an amount determined under the regulations.  2006, c. 33, Sched. O, s. 15. Note: On a day to be named by proclamation of the Lieutenant Governor, subsection 435.10 (1) of the Act is amended by striking out “the regulations” at the end and substituting “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 48) Exception (2) Subsection (1) does not apply if, (a)  the insurer is a mutual insurance corporation that participates in the Fire Mutuals Guarantee Fund; (b)  the real property in question is the head office or intended head office of the mutual insurance corporation; and (c)  the mutual insurance corporation obtains the approval of the Chief Executive Officer to purchase or otherwise acquire an interest in or make an improvement to the real property.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Criteria (3) In determining whether to give an approval under clause (2) (c), the Chief Executive Officer shall consider such criteria as are set out in the regulations.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Conditions (4) If the Chief Executive Officer gives an approval under clause (2) (c), he or she may specify that the approval is subject to any terms or conditions that he or she considers appropriate in the circumstances.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 48 - not in force 2018, c. 8, Sched. 13, s. 22 - 08/06/2019; CTS 04 SE 18 - 1
PART XVII INVESTMENTS
Limit on equity acquisitions
435.11 (1) If this section applies to an insurer, the insurer shall not, and shall not permit its prescribed subsidiaries to, (a)  purchase or otherwise acquire any participating shares of any corporation or any ownership interests in any unincorporated entity, other than those of a permitted entity in which the insurer has, or by virtue of the acquisition would have, a substantial investment; or (b)  acquire control of an entity that holds shares or ownership interests referred to in clause (a).  2006, c. 33, Sched. O, s. 15. Same (2) This section applies to an insurer only if the aggregate value of all participating shares, excluding participating shares of permitted entities in which the insurer has a substantial investment, and all ownership interests in unincorporated entities, other than ownership interests in permitted entities in which the insurer has a substantial investment, that are beneficially owned by the insurer and its prescribed subsidiaries exceeds, or the purchase or acquisition described in subsection (1) would cause that aggregate value to exceed, an amount determined under the regulations.  2006, c. 33, Sched. O, s. 15. Note: On a day to be named by proclamation of the Lieutenant Governor, subsection 435.11 (2) of the Act is amended by striking out “the regulations” at the end and substituting “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 49) Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 49 - not in force CTS 04 SE 18 - 1
PART XVII INVESTMENTS
Aggregate investment limit
435.12 (1) If this section applies to an insurer, the insurer shall not, and shall not permit its prescribed subsidiaries to, (a)  purchase or otherwise acquire, (i)  participating shares of a corporation, other than those of a permitted entity in which the insurer has, or by virtue of the acquisition would have, a substantial investment, (ii)  ownership interests in an unincorporated entity, other than ownership interests in a permitted entity in which the insurer has, or by virtue of the acquisition would have, a substantial investment, or (iii)  interests in real property; or (b)  make an improvement to real property in which the insurer or any of its prescribed subsidiaries has an interest.  2006, c. 33, Sched. O, s. 15. Same (2) This section applies to an insurer if the aggregate value of all participating shares and ownership interests referred to in subclauses (1) (a) (i) and (ii) that are beneficially owned by the insurer and its prescribed subsidiaries and all interests of the insurer in real property referred to in subclause (1) (a) (iii) exceeds, or the acquisition or the making of the improvement would cause that aggregate value to exceed, an amount determined under the regulations.  2006, c. 33, Sched. O, s. 15. Note: On a day to be named by proclamation of the Lieutenant Governor, subsection 435.12 (2) of the Act is amended by striking out “the regulations” at the end and substituting “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 50) Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 50 - not in force CTS 04 SE 18 - 1
PART XVII INVESTMENTS
Divestment order
435.13 (1) The Chief Executive Officer may, by order, direct an insurer to dispose of any loan, investment or interest within the time specified in the order if, (a)  the loan, investment or interest was made or acquired in contravention of this Act or the regulations; Note: On a day to be named by proclamation of the Lieutenant Governor, clause 435.13 (1) (a) of the Act is amended by striking out “or the regulations” at the end and substituting “the regulations or the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 51) (b)  the insurer fails to provide information or undertakings required by the Chief Executive Officer under this Part; or (c)  the Chief Executive Officer believes on reasonable grounds that the making or holding of the loan or investment or the holding of the interest is inconsistent with prudent investment standards.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Appeal (2) The insurer may appeal the order of the Chief Executive Officer to the Tribunal.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 51 - not in force 2018, c. 8, Sched. 13, s. 22 - 08/06/2019; CTS 04 SE 18 - 1
PART XVII INVESTMENTS
Limit on asset transactions
435.14 (1) An insurer shall not, and shall not permit its subsidiaries to enter into transactions acquiring assets from or transferring assets to an individual or entity in any 12-month period if the value of the assets exceeds 10 per cent of the value of the insurer’s total assets.  2006, c. 33, Sched. O, s. 15. Calculation of total assets (2) For the purposes of subsection (1), the value of assets that are acquired or transferred and the total value of the insurer’s assets shall be calculated in accordance with the regulations.  2006, c. 33, Sched. O, s. 15. Note: On a day to be named by proclamation of the Lieutenant Governor, subsection 435.14 (2) of the Act is amended by striking out “the regulations” at the end and substituting “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 52 (1)) Exception (3) Subsection (1) does not apply if, (a)  the insurer obtains the approval of the Chief Executive Officer for the acquisition or transfer; (b)  the asset is a debt obligation described in subclause  (b) (i), (ii), (iii), (iv) or (v) of the definition of  “commercial loan” in subsection 432 (1); or (c)  the acquisition or transfer satisfies the rules prescribed by the regulations or occurs in circumstances prescribed by the regulations.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Note: On a day to be named by proclamation of the Lieutenant Governor, clause 435.14 (3) (c) of the Act is amended by striking out “the regulations” wherever it appears and substituting in each case “the Authority rules”. (See: 2017, c. 34, Sched. 21, s. 52 (2)) Criteria (4) In determining whether to give an approval under clause (3) (a), the Chief Executive Officer shall consider such criteria as are set out in the regulations.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Conditions (5) If the Chief Executive Officer gives an approval under clause (3) (a), he or she may specify that the approval is subject to any terms or conditions that he or she considers appropriate in the circumstances.  2006, c. 33, Sched. O, s. 15; 2018, c. 8, Sched. 13, s. 22. Section Amendments with date in force (d/m/y) 2006, c. 33, Sched. O, s. 15 - 05/05/2008 2017, c. 34, Sched. 21, s. 52 (1, 2) - not in force 2018, c. 8, Sched. 13, s. 22 - 08/06/2019; CTS 04 SE 18 - 1 Transitional provisions
PART XVII INVESTMENTS
Value of assets retained in Canada
437 (1) At all times, every insurer shall retain in Canada assets of a value capable of discharging all of its liabilities to its policyholders in Canada and all other outstanding obligations in Canada. 1997, c. 19, s. 10 (46). Records (2) Every insurer shall maintain an up-to-date record identifying all investments held by the insurer and the location of the investments. 1997, c. 19, s. 10 (46). Procedures (3) Every insurer shall also institute and record procedures to be followed in the handling and safeguarding of its investments and shall, at all times, ensure strict compliance with those procedures. 1997, c. 19, s. 10 (46). Safe-keeping (4) Every insurer shall ensure that its investments are kept, (a)  securely and in a manner that prevents unauthorized access to them; and (b)  in the custody of the insurer or of an entity qualified to act as custodian of securities or as a depository or clearing agency for securities under guidelines issued by the Chief Executive Officer. 1997, c. 19, s. 10 (46); 2018, c. 8, Sched. 13, s. 22. Same (5) An insurer shall not place investments in the custody of an entity referred to in clause (4) (b) unless the insurer has entered into a written custodial agreement with the entity. 1997, c. 19, s. 10 (46). Report to Chief Executive Officer (6) At the request of the Chief Executive Officer, an insurer shall report to the Chief Executive Officer on its compliance with subsections (1) to (5) and the Chief Executive Officer may, if not satisfied with the report, require a change which shall be complied with by the insurer, in the nature and content of the records kept, the location of the investments, the custodial arrangements or any other matter related to the safeguarding of the investments. 1997, c. 19, s. 10 (46); 2018, c. 8, Sched. 13, s. 22. Section Amendments with date in force (d/m/y) 1997, c. 19, s. 10 (46) - 10/10/1997 2018, c. 8, Sched. 13, s. 22 - 08/06/2019 437.1-437.11 Section Amendments with date in force (d/m/y) 1999, c. 12, Sched. I, s. 4 (59) - See: Table of Public Statute Provisions Repealed Under Section 10.1 of the Legislation Act, 2006 - 31/12/2011 Part XVII.1   Related Party transactions Interpretation and Application