jswizzle3737/ontario_laws_and_regs huggingface dataset:
56 (1) If the articles so provide, a credit union shall not issue shares of a class, other than membership shares or patronage shares, unless the shares have first been offered to shareholders holding shares of that class.  1994, c. 11, s. 56 (1); 2007, c. 7, Sched. 7, s. 34. Same (2) Those shareholders have a pre-emptive right to acquire the offered shares in proportion to their holdings of the shares of that class, at the same price and on the same conditions as the shares are to be offered to others.  1994, c. 11, s. 56 (2). Exception (3) A shareholder has no pre-emptive right in respect of shares that are to be issued, (a) as a share dividend; or (b) pursuant to the exercise of conversion privileges, options or rights previously granted by the credit union.  1994, c. 11, s. 56 (3). Same (4) A shareholder has no pre-emptive right in respect of shares that are to be issued, (a) if the issuance of shares to the shareholder is prohibited under this Act; or (b) if, to the knowledge of the board, the offer of shares to a shareholder whose recorded address is outside Ontario ought not to be made unless the appropriate authority in that jurisdiction is provided with information in addition to that submitted to the shareholders at the most recent annual meeting.  1994, c. 11, s. 56 (4). Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 34 - 01/10/2009
57 (1) A credit union may issue conversion privileges, options or rights to acquire its securities, other than membership shares or patronage shares, and shall set out the applicable conditions, (a) in the documents that evidence the conversion privileges, options or rights; or (b) in the securities to which the conversion privileges, options or rights are attached.  1994, c. 11, s. 57 (1); 2007, c. 7, Sched. 7, s. 35. Transferable rights (2) Conversion privileges, options and rights to acquire securities of a credit union may be made transferable or non-transferable, and options and rights to acquire such securities may be made separable or inseparable from the securities to which they are attached.  1994, c. 11, s. 57 (2). Reserved shares (3) If a credit union has granted privileges to convert its securities into shares or into shares of another class or series, or has issued or granted options or rights to acquire shares, and if the articles limit the number of authorized shares, the credit union shall reserve and continue to reserve sufficient authorized shares to meet the exercise of the conversion privileges, options and rights.  1994, c. 11, s. 57 (3). Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 35 - 01/10/2009 Issuing Shares
58 (1) A credit union may issue shares at such times, to such persons and for such consideration as the board may determine. Restrictions re shares (2) A credit union may issue shares only in accordance with this Act and the articles and by-laws of the credit union.  1994, c. 11, s. 58.
59 (1) A credit union shall not issue any share other than a patronage share until the credit union has received full payment for it in cash or, with the approval of the Chief Executive Officer, in property.  1994, c. 11, s. 59 (1); 1997, c. 28, s. 53; 2007, c. 7, Sched. 7, s. 36 (1); 2018, c. 8, Sched. 7, s. 5. Exception for certain asset purchases (1.1) Subsection (1) does not apply to the issue of shares by a credit union if the issue is part of a transaction in which the credit union (the “purchaser credit union”) acquires the assets of another credit union (the “vendor credit union”) and, as part of that transaction, shareholders of the vendor credit union are to be issued with shares of the purchaser credit union.  2007, c. 7, Sched. 7, s. 36 (2). Prohibition re commission (2) No person shall charge or accept payment of a commission on the purchase or sale of a membership share of a credit union.  1994, c. 11, s. 59 (2). (3) Repealed:  2007, c. 7, Sched. 7, s. 36 (3). Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 36 (1-3) - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019
60 Shares issued by a credit union are non-assessable and no person is liable to the credit union or to its creditors in respect of the person’s shares.  1994, c. 11, s. 60; 2007, c. 7, Sched. 7, s. 37. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 37 - 01/10/2009 Redemption and Cancellation of Shares
61 (1) Except as permitted under this Act or prescribed by regulation, a credit union shall not, (a) hold shares of the credit union; (b) permit a subsidiary to hold a greater number of membership shares than the minimum number required for membership in the credit union; or (c) permit a subsidiary to hold any other shares of the credit union. Holding as personal representative (2) A credit union may hold its shares in the capacity of a personal representative and may permit a subsidiary to do so, but only if neither the credit union nor any subsidiary has a beneficial interest in the shares.  1994, c. 11, s. 61 (1, 2). Security interest (3) A credit union may hold its shares by way of a security interest and may permit a subsidiary to do so if the security interest is nominal or immaterial when measured by criteria established by the credit union that have been approved in writing by the Chief Executive Officer.  1994, c. 11, s. 61 (3); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. Transitional provision (4) Nothing in this section precludes a credit union or any of its subsidiaries from holding a security interest held immediately before this Part comes into force. Exception (5) Section 28 of the Business Corporations Act does not apply to prevent a subsidiary of a credit union from holding membership shares in a credit union that is its holding body corporate.  1994, c. 11, s. 61 (4, 5). Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2018, c. 8, Sched. 7, s. 5 - 08/06/2019
62 (1) A credit union may purchase or redeem its shares only in accordance with this section and the articles and by-laws of the credit union.  2007, c. 7, Sched. 7, s. 38. Same (2) A credit union may purchase, for the purpose of cancellation, any of its shares or redeem any of its redeemable shares at a price not exceeding the redemption price of the share calculated according to a formula stated in its articles or, in the case of shares other than membership shares, according to the conditions attaching to the shares.  1994, c. 11, s. 62 (2). Restrictions (3) A credit union shall not make any payment to purchase or redeem its shares if there are reasonable grounds for believing that the credit union is, or the payment would cause it to be, in contravention of section 84.  1994, c. 11, s. 62 (3). Donations (4) A credit union may accept a share surrendered to it as a gift but may not extinguish or reduce a liability in respect of an amount unpaid on the share except in accordance with section 72.  1994, c. 11, s. 62 (4). Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 38 - 01/10/2009
63 A credit union shall cancel its shares or fractions of its shares that it has purchased, redeemed or otherwise acquired, other than through the realization of security.  2007, c. 7, Sched. 7, s. 39. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 39 - 01/10/2009
64 (1) If a credit union acquires any of its shares through the realization of security, the credit union shall sell, cancel or otherwise dispose of them within six months after the day of the realization.  2007, c. 7, Sched. 7, s. 39. Same (2) If a subsidiary of a credit union acquires shares of the credit union through the realization of security, the credit union shall cause the subsidiary to sell or otherwise dispose of them within six months after the day of the realization.  2007, c. 7, Sched. 7, s. 39. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 39 - 01/10/2009 Dividends and Patronage Returns
65 (1) The board may declare, subject to the by-laws, and the credit union may pay a dividend.  2007, c. 7, Sched. 7, s. 40. Form of dividend (2) A dividend may be paid, (a) in cash; (b) by issuing patronage shares; (c) by issuing fully paid shares, other than membership shares, or options or rights to acquire fully paid shares, other than membership shares, in any class or series of shares; (d) in a combination of two or more forms of dividends described in clauses (a), (b) and (c); or (e) in property, with the approval of the Chief Executive Officer.  2007, c. 7, Sched. 7, s. 40; 2018, c. 8, Sched. 7, s. 5. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 40 - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019
66 (1) The board may declare, subject to the by-laws, and the credit union may pay, a patronage return to its members in proportion to the business done by each member with or through the credit union.  1994, c. 11, s. 66 (1). Form of patronage return (2) A patronage return may be paid, (a) in cash; (b) by issuing patronage shares; (c) by issuing fully paid shares, other than membership shares, or options or rights to acquire fully paid shares, other than membership shares, in any class or series of shares; or (d) in a combination of two or more forms of patronage returns described in clauses (a), (b) and (c).  2007, c. 7, Sched. 7, s. 41. Rebate of interest (3) A patronage return may include a rebate of interest paid by members during a financial year in respect of loans from the credit union.  2007, c. 7, Sched. 7, s. 41. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 41 - 01/10/2009
67 The board shall not declare, and the credit union shall not pay, a dividend or patronage return if there are reasonable grounds for believing that the credit union is, or the payment would cause it to be, in contravention of section 84.  1994, c. 11, s. 67. Stated Capital
68 (1) A credit union shall maintain a separate stated capital account for each class and series of shares it issues.  1994, c. 11, s. 68 (1). Addition to account (2) A credit union shall record in the appropriate stated capital account the full amount of any consideration it receives for any shares it issues.  1994, c. 11, s. 68 (2). (3), (4) Repealed:  2007, c. 7, Sched. 7, s. 42. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 42 - 01/10/2009
69 (1) On a conversion of outstanding shares, other than membership shares or patronage shares, of a credit union into shares of another class or series, the credit union shall, (a) deduct from the stated capital account maintained for the class or series of shares converted an amount equal to the result obtained by multiplying the stated capital of the shares of that class or series by the number of shares of that class or series converted, and dividing by the number of outstanding shares of that class or series immediately before the conversion; and (b) record the result obtained under clause (a) and any additional consideration received on the conversion in the stated capital account maintained for the class or series of shares into which the shares have been converted.  1994, c. 11, s. 69 (1); 2007, c. 7, Sched. 7, s. 43. Stated capital of convertible shares (2) For the purposes of subsection (1) and subject to the articles, if a credit union issues two classes of 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 of stated capital attributable to a share in either class is the aggregate of the stated capital of both classes divided by the number of outstanding shares of both classes immediately before the conversion.  1994, c. 11, s. 69 (2). Conversion or change of shares (3) Shares issued by a credit union and converted into shares of another class or series become issued shares of the class or series into which the shares have been converted.  1994, c. 11, s. 69 (3). Definition (4) In this section, “conversion” of a share includes a change made under subsection 311 (1) into another class or series.  1994, c. 11, s. 69 (4). Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 43 - 01/10/2009
70 On conversion of a debt obligation of a credit union into shares, the credit union shall, (a) deduct from the liabilities of the credit union the nominal value of the debt obligation; and (b) record the result obtained under clause (a) and any additional consideration received for the conversion in the stated capital account maintained for the class or series of shares into which the debt obligation has been converted.  1994, c. 11, s. 70.
71 (1) On a purchase, redemption or other acquisition of shares or fractions of shares by a credit union, the credit union shall deduct from the stated capital account maintained for the applicable class or series of shares an amount equal to the result obtained by multiplying the stated capital in respect of the shares of that class or series by the number of shares purchased, redeemed or acquired and dividing by the number of shares of that class or series outstanding immediately before the purchase, redemption or acquisition. Exception (2) This section does not apply with respect to shares acquired as described in subsection 61 (2) or acquired through the realization of security and sold in accordance with subsection 64 (1).  1994, c. 11, s. 71.
72 (1) The stated capital of a credit union may be reduced by special resolution of the members of the credit union.  2007, c. 7, Sched. 7, s. 44 (1). Contents of special resolution (2) The special resolution must specify each stated capital account to be affected by the reduction.  1994, c. 11, s. 72 (2). Approval (3) The special resolution has no effect until it is approved in writing by the Chief Executive Officer.  1994, c. 11, s. 72 (3); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. Conditions for approval (4) The Chief Executive Officer may not approve the special resolution unless an application for his or her approval is made within three months after the resolution is passed and a copy of the resolution, together with a notice of intention to apply for approval, has been published in The Ontario Gazette.  1994, c. 11, s. 72 (4); 1997, c. 28, s. 53; 2007, c. 7, Sched. 7, s. 44 (2); 2018, c. 8, Sched. 7, s. 5. Information (5) An application for approval must include such information and documents as the Chief Executive Officer may require.  1994, c. 11, s. 72 (5); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. Restriction (6) A credit union shall not reduce its stated capital by special resolution if there are reasonable grounds for believing that the credit union is, or the reduction would cause it to be, in contravention of section 84.  1994, c. 11, s. 72 (6). Reducing capital account (7) A credit union shall adjust its stated capital account or accounts in accordance with any special resolution referred to in subsection (1).  1994, c. 11, s. 72 (7). Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 44 (1, 2) - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019
73 (1) If money has been paid or property distributed as a consequence of a reduction of capital made contrary to section 72, a creditor of the credit union may apply to a court for an order compelling the member, shareholder or other person to pay the money or deliver the property to the credit union.  1994, c. 11, s. 73 (1). Shares held by personal representative (2) A person holding shares as a personal representative who is registered in the register under section 230 as a member or shareholder and described as the personal representative for a named person is not personally liable under subsection (1), but the named person is liable.  2007, c. 7, Sched. 7, s. 45. (3) Repealed:  2002, c. 24, Sched. B, s. 25. Remedy preserved (4) This section does not affect any liability that arises under section 153.  1994, c. 11, s. 73 (4). Section Amendments with date in force (d/m/y) 2002, c. 24, Sched. B, s. 25 - 01/01/2004 2007, c. 7, Sched. 7, s. 45 - 01/10/2009 Transfer of Securities
74 The Securities Transfer Act, 2006 applies, with necessary modifications, with respect to the transfer of securities, other than membership shares or patronage shares.  2006, c. 8, s. 142; 2007, c. 7, Sched. 7, s. 46. Section Amendments with date in force (d/m/y) 2006, c. 8, s. 142 - 01/01/2007 2007, c. 7, Sched. 7, s. 46 - 01/10/2009
74.1 (1) A security issued under circumstances described in clause 75 (1) (a) shall not be transferred except to another member of the credit union or to a prescribed person.  2007, c. 7, Sched. 7, s. 47. Same (2) The transfer of a security that is permitted under subsection (1) shall be made in the prescribed manner and subject to the prescribed conditions.  2007, c. 7, Sched. 7, s. 47. Same (3) The transfer of a security that is permitted under subsection (1) is effective when the transfer is recorded in the register under section 230.  2007, c. 7, Sched. 7, s. 47. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 47 - 01/10/2009 Offering Statement
75 (1) A credit union may sell its securities to a member or accept from a member, directly or indirectly, consideration for its securities if, (a) the credit union has obtained a receipt under section 78 for an offering statement respecting the securities and the receipt has not been revoked or expired; or (b) the credit union has provided the Chief Executive Officer with a copy of receipts from the Ontario Securities Commission under the Securities Act for a preliminary prospectus and a prospectus respecting the offering of the securities.  1994, c. 11, s. 75 (1); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. When Securities Act does not apply (2) The Securities Act
does not apply to securities sold or disposed of by a credit union pursuant to a receipt, under section 78, for an offering statement.  1994, c. 11, s. 75 (2). Exception (3) Subsection (1) and the Securities Act do not apply with respect to the issuance of, (a) membership shares; (b) patronage shares; or (c) shares under section 65 or 66.  1994, c. 11, s. 75 (3); 2007, c. 7, Sched. 7, s. 48. Interpretation (4) When, in subsection (1), credit union is read to mean league, a member of a league includes a member of a credit union that is a member of the league.  1994, c. 11, s. 75 (4). Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 48 - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019
76 Securities sold under the circumstances described in clause 75 (1) (a) may be sold by, (a) the directors, officers and employees of the issuing credit union; (b) in the case of an issuing league, the directors, officers and employees of the league or of a credit union that is a member of the league; or (c) a person registered under the Securities Act as a securities dealer, investment dealer or broker.  1994, c. 11, s. 76; 2007, c. 7, Sched. 7, s. 49. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 49 - 01/10/2009
77 (1) Application for a receipt for an offering statement is made by filing with the Chief Executive Officer a copy of the offering statement and paying the fee established by the Minister or by Authority rule.  2007, c. 7, Sched. 7, s. 50 (1); 2018, c. 8, Sched. 7, s. 5; 2019, c. 7, Sched. 16, s. 4. Contents (2) The offering statement must contain such information as may be prescribed.  2007, c. 7, Sched. 7, s. 50 (1). Standard of disclosure (3) The offering statement must provide full, true and plain disclosure of all material facts relating to the securities that the credit union proposes to issue.  1994, c. 11, s. 77 (3). Certificate (4) The offering statement must be accompanied by a disclosure certificate signed by the chair of the board and the chief executive officer of the credit union, certifying that the offering statement satisfies the requirements of subsections (2) and (3).  2007, c. 7, Sched. 7, s. 50 (2); 2018, c. 8, Sched. 7, s. 2. Additional material (5) The Chief Executive Officer may require, (a) the credit union to provide additional documents, reports and other material; and (b) that the information contained in the material referred to in clause (a) form part of the offering statement.  1994, c. 11, s. 77 (5); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. Examination (6) Before issuing a receipt, the Chief Executive Officer may require the credit union to permit an examination of its affairs, at its own expense, by a person authorized in writing by the Chief Executive Officer.  1994, c. 11, s. 77 (6); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. Section Amendments with date in force (d/m/y) 1997, c. 19, s. 5 (3) - 10/10/1997; 1997, c. 28, s. 53 - 01/07/1998; 1999, c. 12, Sched. I, s. 2 (4) - 22/12/1999 2007, c. 7, Sched. 7, s. 50 (1, 2) - 01/10/2009 2018, c. 8, Sched. 7, s. 2, 5 - 08/06/2019 2019, c. 7, Sched. 16, s. 4 - 08/06/2019
78 (1) The Chief Executive Officer shall issue a receipt for an offering statement unless it appears to him or her that, (a) the statement or any document accompanying it, (i) fails to comply in any substantial respect with this Act or the regulations, (ii) contains any statement, promise, estimate or forecast that is misleading, false or deceptive, (iii) contains an extract from an opinion or statement of an expert that does not fairly represent the opinion or statement, or (iv) conceals or omits to state any material facts necessary in order to make any statement contained in the offering statement not misleading in light of the circumstances in which it was made; (b) the proceeds from the sale of the securities are insufficient, together with the other resources of the credit union, to accomplish the purpose of the issue that is stated in the offering statement; or (c) it would not be in the public interest to issue a receipt for the offering statement.  1994, c. 11, s. 78 (1); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. Refusal to issue, revocation (2) The Chief Executive Officer may refuse to issue or may revoke a receipt for an offering statement in any of the following circumstances: 1. The credit union is in contravention of section 84. 2. The credit union is subject to the supervision of the Chief Executive Officer or under the administration of the Chief Executive Officer.  2007, c. 7, Sched. 7, s. 51; 2018, c. 8, Sched. 7, s. 5; 2019, c. 7, Sched. 16, s. 50. Same (3) Before refusing to issue a receipt or revoking a receipt, the Chief Executive Officer shall give the applicant an opportunity to make written submissions.  2007, c. 7, Sched. 7, s. 51; 2018, c. 8, Sched. 7, s. 5. Same (4) A decision to refuse to issue a receipt or a decision to revoke a receipt must be given in writing and must include the reasons for the refusal or revocation.  2007, c. 7, Sched. 7, s. 51. Expiry of receipt (5) A receipt for an offering statement expires on the earlier of, (a) the date that is six months after the day it is issued; and (b) the date on which the offering of securities contemplated by the offering statement for which the receipt is granted is closed in accordance with the offering statement.  2007, c. 7, Sched. 7, s. 51. Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 51 - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019; 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 50 - 08/06/2019
79 (1) Application for renewal of the receipt for an offering statement may be made by filing an application with the Chief Executive Officer with a copy of the statement and paying the fee established by the Minister or by Authority rule.  2007, c. 7, Sched. 7, s. 52; 2018, c. 8, Sched. 7, s. 5; 2019, c. 7, Sched. 16, s. 5. Time for application (2) Application for renewal must be made before the receipt for the offering statement expires.  1994, c. 11, s. 79 (2). Receipt (3) Section 78 applies, with necessary modifications, with respect to the renewal of a receipt.  1994, c. 11, s. 79 (3). Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 52 - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019 2019, c. 7, Sched. 16, s. 5 - 08/06/2019
80 (1) If there is a material change in the facts set out in an offering statement, the credit union shall file with the Chief Executive Officer, (a) an amendment to the offering statement, if no receipt has been issued for the statement; or (b) a statement of material change, if a receipt has been issued for the offering statement and the receipt has not been revoked or expired.  1994, c. 11, s. 80 (1); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. Time (2) The credit union shall give the Chief Executive Officer the amendment or statement of material change promptly and, in any event, within ten days after the date on which the material change occurred.  1994, c. 11, s. 80 (2); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. Notice to persons (3) The credit union shall give a copy of the amendment or statement of material change to every person to whom it gave a copy of the offering statement.  1994, c. 11, s. 80 (3). Replacement statement (4) A credit union may, and if requested to do so by the Chief Executive Officer, shall file with the Chief Executive Officer a new offering statement instead of one or more statements of material change.  1994, c. 11, s. 80 (4); 1997, c. 28, s. 53; 2018, c. 8, Sched. 7, s. 5. Contents (5) Sections 77 and 78 apply with respect to a statement of material change as if it were an offering statement. Exclusion (6) In this section, “material change” does not include such types of change as may be prescribed.  1994, c. 11, s. 80 (5, 6). Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2018, c. 8, Sched. 7, s. 5 - 08/06/2019
81 (1) A credit union shall give a copy of an offering statement or statement of material change to each member that requests a copy of one.  1994, c. 11, s. 81 (1). Same (2) A person who offers a security in a credit union for sale shall give a copy of the offering statement and statement of material change, if any, to a prospective purchaser upon request and to a purchaser.  1994, c. 11, s. 81 (2). Withdrawal from purchase (3) An agreement of purchase and sale in respect of securities is not binding on the purchaser if the person from whom the purchaser has agreed to purchase the security receives written notice of the purchaser’s intention not to be bound by the agreement not later than midnight on the second business day after receipt by the purchaser of the latest offering statement and any statement of material change.  2007, c. 7, Sched. 7, s. 53. Same (4) Subsection (3) applies with necessary modifications in respect of a person who is subscribing for securities to be issued by a credit union.  2007, c. 7, Sched. 7, s. 53. Receipt by fax, etc., considered written notice (5) Without limiting how else a written notice may be given, a written notice is considered to be received by a recipient for the purposes of subsection (3) if the recipient receives the notice by facsimile or electronic means.  2007, c. 7, Sched. 7, s. 53. Business day (6) In subsection (3), “business day” means a day that is not, (a) Saturday, or (b) Sunday or any other holiday, other than Easter Monday and Remembrance Day.  2007, c. 7, Sched. 7, s. 53. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 53 - 01/10/2009
83 None of the following persons shall charge or accept payment of a commission on the purchase or sale of a security of a credit union: 1. The directors, officers and employees of the credit union. 2. The related persons of a director, officer or employee of the credit union. 3. If the credit union is a member of a league, the directors, officers and employees of the league.  2007, c. 7, Sched. 7, s. 55. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 55 - 01/10/2009 PART VI   CAPITAL AND LIQUIDITY
84 (1) A credit union shall maintain, in relation to its operations, adequate and appropriate forms of capital and liquidity.  1994, c. 11, s. 84 (1). Same (2) A credit union shall comply with the regulations governing adequate capital and liquidity.  1994, c. 11, s. 84 (2). Forming of groups relating to capital requirements (3) Subject to the regulations and with the approval of the Chief Executive Officer, two or more credit unions may enter into an agreement with a league to form a group for the purposes of assisting the credit unions in satisfying the requirements of this section relating to capital.  2007, c. 7, Sched. 7, s. 56; 2019, c. 7, Sched. 16, s. 50. Revocation of approval (4) The Chief Executive Officer may, by order, revoke its approval under subsection (3) on a prescribed ground.  2007, c. 7, Sched. 7, s. 56; 2019, c. 7, Sched. 16, s. 50. Procedural rules (5) Section 240.1 applies with respect to an order under subsection (4).  2007, c. 7, Sched. 7, s. 56. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 56 - 01/10/2009 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 50 - 08/06/2019
85 (1) A credit union shall establish capital and liquidity policies for the credit union consistent with the regulations governing adequate capital and liquidity and the credit union shall adhere to those policies.  2007, c. 7, Sched. 7, s. 57. Policies to be prudent (2) The capital and liquidity policies of a credit union shall consist of policies, standards and procedures that a reasonable and prudent person would apply in order to ensure the financial soundness of the credit union, avoid undue risk of loss and obtain a reasonable return.  2007, c. 7, Sched. 7, s. 57. Approval and review by board (3) The capital and liquidity policies of a credit union are subject to the approval of the board and the board shall review the policies at least once each year.  2007, c. 7, Sched. 7, s. 57. Order if policies inadequate, etc. (4) If the Chief Executive Officer considers the capital and liquidity policies of the credit union to be inadequate or imprudent, the Chief Executive Officer may order the credit union to amend them in accordance with the order.  2007, c. 7, Sched. 7, s. 57; 2019, c. 7, Sched. 16, s. 50. Procedural rules (5) Section 240.1 applies with respect to an order under this section.  2007, c. 7, Sched. 7, s. 57. Appeal to Tribunal (6) The credit union that is subject to an order under this section may appeal the order to the Tribunal in accordance with section 240.4.  2007, c. 7, Sched. 7, s. 57. Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 57 - 01/10/2009 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 50 - 08/06/2019
86 (1) The Chief Executive Officer may order a credit union, (a) to increase its capital; or (b) to provide additional liquidity in such forms and amounts as the Chief Executive Officer may require.  2007, c. 7, Sched. 7, s. 57; 2019, c. 7, Sched. 16, s. 50. Circumstances (2) Despite a credit union’s compliance with the regulations governing adequate capital and liquidity, the Chief Executive Officer may impose the requirements set out in subsection (1), (a) if there are reasonable grounds to believe that the credit union is not complying with the requirements of this Act and the regulations concerning the management of risk in making loans and investments and in the general management of credit union business; (b) if the Chief Executive Officer considers that imposing the requirement is necessary to protect the interests of members, shareholders or depositors; or (c) if the Chief Executive Officer considers that imposing the requirement is necessary to ensure the financial security and integrity of the credit union.  2007, c. 7, Sched. 7, s. 57; 2019, c. 7, Sched. 16, s. 50. Compliance (3) The credit union shall comply with the order within such time as the Chief Executive Officer specifies in the order.  2007, c. 7, Sched. 7, s. 57; 2019, c. 7, Sched. 16, s. 50. Time for compliance if member of a group (4) If the credit union is in a group formed under subsection 84 (3), the time for compliance specified under subsection (3) for an order under clause (1) (a) must be at least 30 days after the copy of the order is given to the credit union under section 240.2.  2007, c. 7, Sched. 7, s. 57. Procedural rules (5) Section 240.1 applies with respect to an order under this section.  2007, c. 7, Sched. 7, s. 57. Appeal to Tribunal (6) The credit union that is subject to an order under this section may appeal the order to the Tribunal in accordance with section 240.4.  2007, c. 7, Sched. 7, s. 57. Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 57 - 01/10/2009 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 50 - 08/06/2019
87 (1) A credit union may apply to the Chief Executive Officer for a variation of the requirements under section 84.  2007, c. 7, Sched. 7, s. 57; 2019, c. 7, Sched. 16, s. 50. Application (2) An application must be in a form approved by the Chief Executive Officer and must describe how and when the credit union will meet the requirements under section 84.  2007, c. 7, Sched. 7, s. 57; 2019, c. 7, Sched. 16, s. 50. Variation (3) The Chief Executive Officer may grant the variation subject to any terms it considers appropriate if it considers that granting the variation is in the interest of the members of the credit union and that the credit union will meet the requirements under section 84 within a reasonable time.  2007, c. 7, Sched. 7, s. 57; 2019, c. 7, Sched. 16, s. 50. Section Amendments with date in force (d/m/y) 1997, c. 28, s. 56 - 01/07/1998 2007, c. 7, Sched. 7, s. 57 - 01/10/2009 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 50 - 08/06/2019
88 If the Chief Executive Officer has appraised the value of an asset held by a credit union or a subsidiary and the value determined by the Chief Executive Officer varies materially from the value placed by the credit union or the subsidiary on the asset, the Chief Executive Officer shall send to the credit union, its auditor and its audit committee a written notice of the value of the asset as determined by the Chief Executive Officer.  2007, c. 7, Sched. 7, s. 57; 2019, c. 7, Sched. 16, s. 50. Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 57 - 01/10/2009 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 50 - 08/06/2019
89 A credit union shall provide a report in a form approved by the Chief Executive Officer concerning its compliance with section 84 to such persons and at such times as required by the Chief Executive Officer.  2007, c. 7, Sched. 7, s. 57; 2019, c. 7, Sched. 16, s. 50. Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 57 - 01/10/2009 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 50 - 08/06/2019 89.1 Repealed: 2019, c. 7, Sched. 16, s. 6. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 57 - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019; 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 6 - 08/06/2019
90 A credit union shall make monthly provision for doubtful loans and establish reserves as required by the Authority rules or by-laws.  1994, c. 11, s. 90; 1999, c. 12, Sched. I, s. 2 (5); 2019, c. 7, Sched. 16, s. 7. Section Amendments with date in force (d/m/y) 1999, c. 12, Sched. I, s. 2 (5) - 22/12/1999 2019, c. 7, Sched. 16, s. 7 - 08/06/2019 PART VII   GOVERNING THE CREDIT UNION Directors
91 Only a natural person who meets the following criteria is eligible to be a director of a credit union: 1. He or she is a member of the credit union. 2. He or she is at least eighteen years of age. 3. He or she is a Canadian citizen or a person lawfully admitted to Canada for permanent residency who is ordinarily resident in Canada.  1994, c. 11, s. 91.
93 (1) Subject to subsection (2), the number of directors shall be as provided in the by-laws.  2007, c. 7, Sched. 7, s. 59. Minimum (2) A credit union must have a minimum of five directors.  1994, c. 11, s. 93 (2). Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 59 - 01/10/2009
94 (1) Directors must be elected in the manner provided in the by-laws. Election in rotation (2) The by-laws may provide for the election and retirement of directors in rotation. Voting (3) A member who votes at an election of directors shall cast a number of votes equal to the number of directors to be elected but the member may not cast more than one vote for one candidate.  1994, c. 11, s. 94.
94.1 (1) A person who is a candidate for director of a credit union shall disclose, before the election, everything the person would have to disclose under section 146 if the person were a director.  2007, c. 7, Sched. 7, s. 60. Clarification, existing directors, etc. (2) For greater certainty, (a) subsection (1) applies in relation to the re-election of a director as well as to the election of a person who is not already a director; (b) the obligation to disclose under subsection (1) is in addition to any requirement to disclose under section 146 and applies even if a disclosure has already been made under that section; and (c) a general notice described in subsection 146 (6) is not sufficient disclosure of an interest in a contract for the purposes of subsection (1).  2007, c. 7, Sched. 7, s. 60. Disclosure to board (3) A disclosure required under subsection (1) shall be made in writing to the board of the credit union.  2007, c. 7, Sched. 7, s. 60. Notice to members (4) The board shall give the members notice of the disclosure before the election is held.  2007, c. 7, Sched. 7, s. 60. How notice to members given (5) The by-laws of the credit union may specify how the board shall give notice of the disclosure under subsection (4).  2007, c. 7, Sched. 7, s. 60. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 60 - 01/10/2009
94.2 The directors shall elect or appoint a chair of the board from among themselves.  2007, c. 7, Sched. 7, s. 60. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 60 - 01/10/2009
95 (1) Directors hold office for such term as the by-laws provide.  1994, c. 11, s. 95 (1). If election delayed (2) If an election is not held within the period set out in a credit union’s by-laws, the directors continue in office until their successors are elected.  1994, c. 11, s. 95 (2). First directors (3) Each of the persons named as first directors in the articles is a director until replaced by a person duly elected or appointed in his or her stead.  1994, c. 11, s. 95 (3). Maximum number (4) The by-laws shall provide for a maximum number of consecutive terms for directors.  2007, c. 7, Sched. 7, s. 61. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 61 - 01/10/2010
95.1 (1) The chair of the board shall hold office for such term as the by-laws provide.  2007, c. 7, Sched. 7, s. 62. Maximum number (2) The by-laws shall provide for a maximum number of consecutive terms for the chair of the board.  2007, c. 7, Sched. 7, s. 62. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 62 - 01/10/2010
96 A majority of the board constitutes a quorum.  1994, c. 11, s. 96.
97 (1) If a vacancy occurs in the board and a quorum of directors remains, the directors remaining in office may appoint a qualified individual to fill the vacancy until the next annual meeting of the members of the credit union.  2007, c. 7, Sched. 7, s. 63. Same, no quorum (2) If there is not a quorum of directors in office, the remaining directors shall promptly call a general meeting of the members to fill the vacancies; in default of this or if there are no remaining directors, any member may call the meeting.  1994, c. 11, s. 97 (2). Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 63 - 01/10/2009
98 (1) A director ceases to hold office, (a) at the end of the annual meeting at which his or her term of office expires or upon the election of a successor; (b) when he or she dies or resigns; (c) when he or she becomes ineligible to hold office under section 91 or 92; (d) when he or she is removed from office under section 99, 100 or 101; (e) when the Chief Executive Officer replaces the board and appoints a person to assume the powers of the board under subsection 295 (1).  1994, c. 11, s. 98 (1); 2007, c. 7, Sched. 7, s. 64 (1); 2019, c. 7, Sched. 16, s. 50. Date of resignation (2) A director’s resignation becomes effective when the credit union receives the director’s written resignation or at the time specified in the resignation, whichever is later.  1994, c. 11, s. 98 (2). Notice if no quorum of directors (3) The credit union shall notify the Chief Executive Officer if, after a director ceases to hold office, there is not a quorum of directors in office.  2007, c. 7, Sched. 7, s. 64 (2); 2018, c. 8, Sched. 7, s. 5. Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 64 (1, 2) - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019; 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 50 - 08/06/2019
99 If a director fails to attend three consecutive board meetings without, in the opinion of the board, reasonable cause or fails to perform any of the duties allotted to him or her as a director, the board may, by resolution, declare the director’s position vacant.  1994, c. 11, s. 99.
100 (1) The members of a credit union may remove a director before his or her term of office expires.  1994, c. 11, s. 100 (1). Vote (2) A director is removed from office by a special resolution passed at a general meeting of the members duly called for that purpose.  2002, c. 18, Sched. H, s. 3 (4). Notice (3) The notice calling the meeting must state that the purpose of the meeting is to remove the director named in the notice.  1994, c. 11, s. 100 (3). Right to make representations (4) At the meeting, the director is entitled to speak to the resolution calling for his or her removal and may do so personally or through a person authorized under the Law Society Act
to represent the member.  2007, c. 7, Sched. 7, s. 65. (5) Repealed:  2007, c. 7, Sched. 7, s. 65 (1). Replacement (6) If the members remove the director from office, they shall elect another director at the same meeting to hold office in his or her stead for the remainder of his or her term of office.  1994, c. 11, s. 100 (6). Section Amendments with date in force (d/m/y) 2002, c. 18, Sched. H, s. 3 (4) - 26/11/2002 2006, c. 21, Sched. C, s. 106 (2) - 01/05/2007 2007, c. 7, Sched. 7, s. 65 (1, 2) - 01/10/2009
101 (1) The Chief Executive Officer may, by order, remove a director of a credit union if the Chief Executive Officer is of the opinion that the director is not suitable to hold office as a director on the basis of the character or competence of the director.  2007, c. 7, Sched. 7, s. 66; 2018, c. 8, Sched. 7, s. 5. Risk of prejudice (2) In forming an opinion under subsection (1), the Chief Executive Officer must consider whether the interests of the members, depositors and creditors of the credit union have been or are likely to be prejudiced by the director’s holding office.  2007, c. 7, Sched. 7, s. 66; 2018, c. 8, Sched. 7, s. 5. Procedural rules (3) Section 240.1 applies with respect to an order under this section.  2007, c. 7, Sched. 7, s. 66. Appeal to Tribunal (4) The director who is subject to an order under this section may appeal the order to the Tribunal in accordance with section 240.4.  2007, c. 7, Sched. 7, s. 66. Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 66 - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019
102 (1) A director who opposes any proposed action or resolution by the directors or members is entitled to give the credit union a written statement setting out why he or she opposes the proposed action or resolution.  2007, c. 7, Sched. 7, s. 66. Circulation of statement (2) The credit union shall, within 30 days after receipt of the statement, send a copy of the statement to the Chief Executive Officer.  2007, c. 7, Sched. 7, s. 66; 2018, c. 8, Sched. 7, s. 5. Immunity (3) A credit union and a person acting on its behalf do not incur any liability by reason only of sending the statement as required by subsection (2).  2007, c. 7, Sched. 7, s. 66. Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 66 - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019
103 (1) A director who resigns is entitled to give the credit union a written statement setting out his or her reasons for resigning.  1994, c. 11, s. 103 (1). Information to Chief Executive Officer (2) The Chief Executive Officer may require the director to provide such information relating to the resignation as the Chief Executive Officer specifies and the director shall promptly do so. 2019, c. 7, Sched. 16, s. 8 (1). Statement re disagreement (3) If a director resigns as a result of a disagreement with the other directors or the officers of a credit union, the director shall give the credit union, and the Chief Executive Officer a written statement setting out the nature of the disagreement.  2007, c. 7, Sched. 7, s. 67; 2019, c. 7, Sched. 16, s. 8 (2). Advising members that statement available (4) The credit union shall, within 30 days after receipt of the statement under subsection (3), advise every member that a copy of the statement is available on request.  2007, c. 7, Sched. 7, s. 67. Method of advising members (5) The advising of the members under subsection (4) may be by deliveries permitted under section 335 or by such other method as is provided for in the credit union’s by-laws.  2007, c. 7, Sched. 7, s. 67. Duty to give copy of statement (6) The credit union shall give a copy of the statement to every member who requests it.  2007, c. 7, Sched. 7, s. 67. Immunity (7) A credit union and a person acting on its behalf do not incur any liability by reason only of advising the members under subsection (4) or giving a copy of the statement to a member.  2007, c. 7, Sched. 7, s. 67. Section Amendments with date in force (d/m/y) 1997, c. 28, s. 53 - 01/07/1998 2007, c. 7, Sched. 7, s. 67 - 01/10/2009 2018, c. 8, Sched. 7, s. 5 - 08/06/2019; 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 8 (1, 2) - 08/06/2019 Powers and Duties of the Board
104 (1) The board shall manage or supervise the management of the business and affairs of the credit union and shall perform such additional duties as may be imposed under this Act, the regulations, the Authority rules or by-laws respecting credit unions, or the by-laws of the credit union. 2019, c. 7, Sched. 16, s. 9. Board, etc., not to manage day to day activities (2) The board, a committee of the board or a director shall not directly manage, or be involved in, the day to day activities of the credit union.  2007, c. 7, Sched. 7, s. 68. First directors (3) The first directors of a credit union named in the articles have all the powers and duties and are subject to all the liabilities of directors.  1994, c. 11, s. 104 (3). Section Amendments with date in force (d/m/y) 2007, c. 7, Sched. 7, s. 68 - 01/10/2009 2018, c. 17, Sched. 11, s. 15 - no effect - see 2019, c. 7, Sched. 16, s. 54 - 29/05/2019 2019, c. 7, Sched. 16, s. 9 - 08/06/2019