jswizzle3737/ontario_laws_and_regs huggingface dataset:
143 (1) A credit union may not guarantee the payment of money on behalf of another person unless, (a)  it is a fixed sum of money, with or without interest thereon; and (b)  the person has an unqualified obligation to reimburse the credit union for the full amount being guaranteed. 2020, c. 36, Sched. 7, s. 143 (1). Authorization by the Chief Executive Officer (2) Despite subsection (1), the Chief Executive Officer may authorize a credit union to guarantee a payment in circumstances other than those described in that subsection. 2020, c. 36, Sched. 7, s. 143 (2). Conditions (3) A guarantee is subject to such conditions and restrictions as may be prescribed by regulation. 2020, c. 36, Sched. 7, s. 143 (3). Limit on amount (4) The aggregate value of a credit union’s guarantees together with those of its subsidiaries must not exceed a prescribed per cent of the regulatory capital and deposits of the credit union. 2020, c. 36, Sched. 7, s. 143 (4). Exemption (5) The Chief Executive Officer may exempt a credit union from the limit under subsection (4) on the aggregate value of guarantees. 2020, c. 36, Sched. 7, s. 143 (5). Non-application (6) Subsection (1) does not apply in the case of an indemnity under section 123. 2020, c. 36, Sched. 7, s. 143 (6). Non-application of subs. (1) (a) (7) Clause (1) (a) does not apply with respect to a guarantee given by a credit union on behalf of a central or a financial institution that is a member of Canadian Payments Association if the payment guaranteed represents the obligation of the central or financial institution to settle for payment items in accordance with the by-laws and rules of Canadian Payments Association or such other guarantees as may be prescribed by regulation. 2020, c. 36, Sched. 7, s. 143 (7); 2021, c. 40, Sched. 5, s. 13. Section Amendments with date in force (d/m/y) 2021, c. 40, Sched. 5, s. 13 - 01/03/2022
144 A credit union shall not give a person the right to appoint a receiver or a receiver and manager of the property or business of the credit union. Deposits
145 (1) A credit union may accept deposits only from, (a)  its members; (b)  the Authority; (c)  Her Majesty in right of Canada or of a province; (d)  an agency of Her Majesty in right of either Canada or of a province; (e)  the government of a foreign country; (f)  a political subdivision or an agency of a government of a foreign country; (g)  municipalities; (h)  crown agencies; (i)  entities directly funded by the federal government, a provincial government or a municipality; (j)  centrals; (k)  subject to any restrictions in the by-laws of the credit union, persons who have not become members of the credit union but whose deposit accounts were acquired by the credit union as a result of the purchase of all or part of the business of another financial institution that is not a credit union; and (l)  other persons or entities approved by the Chief Executive Officer. Authority to accept deposits (2) A credit union may, without the intervention of another person, (a)  accept a deposit from a person referred to in subsection (1) whether or not the person is qualified by law to enter into contracts; and (b)  pay all or part of the principal of the deposit and all or part of the interest earned on the deposit to or to the order of that person. Exception (3) Clause (2) (b) does not apply if, before the payment is made, the money deposited with the credit union is claimed by another person, (a)  in an action or proceeding to which the credit union is a party and in respect of which service of a claim or other process originating that action or proceeding has been made on the credit union; or (b)  in an action or proceeding pursuant to which an injunction or order made by the court requiring the credit union not to make payment of that money or to make payment of it to some person other than the depositor has been served on the credit union. Same (4) In the case of a claim referred to in subsection (3), the money may be paid to the depositor only with the consent of the claimant or to the claimant only with the consent of the depositor. RRSPs for employees of a member (5) Despite subsection (1), a credit union may accept deposits for RRSPs for employees of a member if the member was involved in the establishment of the RRSPs at the credit union and the member makes payments into the RRSPs on behalf of the employees. Application of other provisions (6) Subsections (2), (3) and (4) apply, with necessary modifications, with respect to employees referred to in subsection (5). Definition (7) In subsection (5), “RRSPs” means registered retirement savings plans within the meaning of subsection 146 (1) of the Income Tax Act
(Canada).
148 (1) A credit union shall not borrow an aggregate amount exceeding 50 per cent of its regulatory capital and deposits or such lesser amount as may be established by its by-laws. Restriction on borrowing from another credit union (2) No credit union shall borrow money from another credit union except as authorized by the Authority rules. Definition, “borrow” (3) For the purposes of subsection (1), “borrow” has the meaning set out in section 1 unless a different meaning is prescribed by the Authority rules.
149 A credit union may create a security interest in property of the credit union only as authorized by the Authority rules.
150 A credit union shall notify the Chief Executive Officer in writing if it acquires, other than by way of realization on the security for a loan, a beneficial interest in property that is subject to a security interest.
151 (1) A credit union shall not issue subordinated indebtedness unless it is fully paid for in money or, with the approval of the Chief Executive Officer, in property. References to subordinated indebtedness (2) No person shall, in any prospectus, offering statement, advertisement, correspondence or literature relating to any subordinated indebtedness issued or to be issued by a credit union, refer to the subordinated indebtedness other than as subordinated indebtedness. Not a deposit (3) Subordinated indebtedness issued by a credit union is not considered to be a deposit. Other currencies (4) When issuing subordinated indebtedness, a credit union shall provide that any aspect of the subordinated indebtedness relating to money or involving the payment of or the liability to pay money in relation to the subordinated indebtedness be in Canadian currency.
152 (1) The Chief Executive Officer may inquire into the borrowing by a credit union and may, by order, limit the credit union’s authority to borrow money. Effect (2) The credit union shall not exercise its borrowing power in excess of any limit set out in the order of the Chief Executive Officer. Procedural rules (3) Section 209 applies with respect to an order under this section. Appeal to Tribunal (4) The credit union that is subject to an order under this section may appeal the order to the Tribunal in accordance with section 212.
153 (1) A credit union shall establish investment and lending policies for the credit union and the credit union shall adhere to those policies. Policies to be prudent (2) The investment and lending policies of a credit union shall consist of policies, standards and procedures that a reasonable and prudent person would apply in respect of a portfolio of investments and loans in order to avoid undue risk of loss and obtain a reasonable return. Approval and review by board (3) The investment and lending 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. Order if policies inadequate, etc. (4) If the Chief Executive Officer considers the investment and lending policies of the credit union to be inadequate or imprudent, the Chief Executive Officer may order the credit union to cease investing or lending as specified in the order until the policies are amended in accordance with the order. Procedural rules (5) Section 209 applies with respect to an order under this section. 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 212. Loans
154 (1) A credit union may loan money, (a)  to its members; (b)  to non-members; and (c)  subject to the requirements prescribed by regulation, by participating in a syndicated loan. Exception — loans acquired by purchase (2) If a credit union acquires a loan as a result of a purchase of all or part of the business of another financial institution, the credit union may continue that loan, despite subsection (1), for one year after the loan is acquired or, if the loan is for a specified term, until the end of that term.
155 (1) A credit union shall not make loans in excess of such lending limits as may be prescribed by regulation, or as may be ordered under subsection (2) or (5). Lowering lending limits (2) The Chief Executive Officer may, by order, lower a credit union’s lending limits if the Chief Executive Officer believes on reasonable grounds that the credit union’s current lending limits may adversely affect the interests of the credit union’s members, depositors or shareholders. Procedural rules (3) Section 209 applies with respect to an order under subsection (2). Appeal to Tribunal (4) The credit union that is subject to an order under subsection (2) may appeal the order to the Tribunal in accordance with section 212. Raising lending limits (5) On application by a credit union, the Chief Executive Officer may, by order on terms specified in the order, raise the credit union’s lending limits if the Chief Executive Officer is satisfied there are reasonable grounds for doing so.
156 (1) Despite anything in this Part, if a credit union has made a loan and a default has occurred, the credit union may, subject to the agreement between the credit union and entity governing the loan, acquire, (a)  if the entity is a body corporate, all or any of the shares of the body corporate; (b)  if the entity is an unincorporated entity, all or any of the ownership interests in the entity; (c)  all or any of the shares or all or any of the ownership interests in any entity that is an affiliate of the entity; or (d)  all or any of the shares of a body corporate that is primarily engaged in holding shares of, ownership interests in, or assets acquired from, the entity or any of its affiliates. Divestment if not in compliance with investment and lending policies (2) If the securities acquired by a credit union because of a default on a loan are not an investment permitted by the credit union’s investment and lending policies, the credit union shall divest itself of the securities within two years after their acquisition or within such further time as the Chief Executive Officer may authorize.
157 (1) The Chief Executive Officer may order a credit union to call any loan it has made that is not authorized by this Act, the regulations or the by-laws of the credit union. Time to comply (2) Despite section 211, an order under this section shall allow the credit union at least 60 days to comply with the order. Procedural rules (3) Section 209 applies with respect to an order under this section. Appeal to Tribunal (4) The credit union that is subject to an order under this section may appeal the order to the Tribunal in accordance with section 212. Cost of Borrowing
158 (1) Subject to subsection (2), in sections 159 to 166, “cost of borrowing”, for a loan made by a credit union, means, (a)  the interest or discount applicable to the loan, (b)  any amount charged in connection with the loan that is payable by the borrower to the credit union, (c)  any amount charged in connection with the loan that is payable by the borrower to a person other than the credit union, where the amount is chargeable, directly or indirectly, by the person to the credit union, and (d)  any charge prescribed by regulation as included in the cost of borrowing. Same (2) Cost of borrowing does not include any charge prescribed by regulation as excluded from the cost of borrowing.
159 (1) This section applies where, (a)  a credit union makes a loan to a natural person; (b)  the loan is not secured by a mortgage on real property; (c)  the loan is required to be repaid either on a fixed future date or by instalments; and (d)  the loan is prepaid in full. Same (2) In the circumstances described in subsection (1), the credit union shall, in accordance with the regulations, rebate to the borrower a portion of the cost of borrowing for the loan. Limitation (3) For the purposes of subsection (2) and the regulations made under clause 280 (1) (b), the cost of borrowing for a loan does not include the interest or discount applicable to the loan.
160 (1) A credit union shall not make a loan to a natural person unless the cost of borrowing and any other information prescribed for the purposes of this section by the regulations have been disclosed by the credit union to the person. Same (2) For the purposes of disclosure required by subsection (1), the cost of borrowing, (a)  shall be calculated on the basis that all obligations of the borrower are duly fulfilled; (b)  shall be calculated in accordance with the regulations; (c)  shall be expressed as a rate per annum; and (d)  where required by the regulations, shall be expressed as an amount in dollars and cents.
161 Where a credit union makes a loan to a natural person and the loan is required to be repaid either on a fixed future date or by instalments, the credit union shall disclose the following to the borrower: 1.  Whether the borrower has the right to repay the amount borrowed before the maturity of the loan. 2.  Any terms and conditions relating to a right described in paragraph 1, including particulars of the circumstances in which the borrower may exercise the right. 3.  Whether any portion of the cost of borrowing for the loan is to be rebated to the borrower or any charge or penalty is to be imposed on the borrower, if the borrower exercises a right described in paragraph 1. 4.  The manner in which any rebate, charge or penalty referred to in paragraph 3 is to be calculated. 5.  Particulars of any charges or penalties to be imposed on the borrower if the borrower fails to repay the amount of the loan at maturity or fails to pay an instalment on the day the instalment is due to be paid. 6.  Particulars of any change prescribed by the regulations relating to the loan agreement or the cost of borrowing for the loan. 7.  Particulars of any rights or obligations of the borrower prescribed by the regulations for the purposes of this section. 8.  Any other information prescribed by the regulations for the purposes of this section.
162 A form or other document used by a credit union for the purposes of an application for a credit card, payment card or charge card shall contain the information prescribed by the regulations for the purposes of this section or be accompanied by a document that contains that information.
163 Where a credit union issues a credit card, payment card or charge card to a natural person, the credit union shall disclose the following to the person: 1.  Particulars of any charges or penalties to be imposed on the person if the person fails to pay an amount in accordance with the agreement governing the card. 2.  Particulars of any charges for which the person becomes responsible by accepting or using the card. 3.  Particulars of any change prescribed by the regulations relating to the loan agreement or the cost of borrowing for any loan obtained through the use of the card. 4.  Particulars of any rights or obligations of the person prescribed by the regulations for the purposes of this section. 5.  Any other information prescribed by the regulations for the purposes of this section.
164 (1) Where a credit union enters into an arrangement for the making of a loan to a natural person and neither section 161 nor section 163 apply in respect of the arrangement, the credit union shall disclose the following to the person: 1.  Particulars of any charges or penalties to be imposed on the person if the person fails to pay an amount in accordance with the arrangement. 2.  Particulars of any charges for which the person becomes responsible by entering the arrangement. 3.  Particulars of any change prescribed by the regulations relating to the arrangement or the cost of borrowing under the arrangement. 4.  Particulars of any rights or obligations of the person prescribed by the regulations for the purposes of this section. 5.  Any other information prescribed by the regulations for the purposes of this section. Interpretation (2) For the purposes of subsection (1), an arrangement for the making of a loan includes an arrangement for a line of credit.
165 Where a credit union makes a loan to a natural person and the loan is secured by a mortgage on real property, the credit union shall disclose to the person such information respecting renewal of the loan as is prescribed by the regulations.
166 (1) This section applies to an advertisement that, (a)  relates to loans, credit cards, payment cards or charge cards that are offered by a credit union to a natural person or to arrangements to which section 164 applies that are offered by a credit union to a natural person; and (b)  purports to contain information relating to the cost of borrowing or any other matter prescribed by regulation. Same (2) No person shall authorize any advertisement described in subsection (1) unless the advertisement contains the information that may be required by the regulations and is in the form and manner that may be prescribed by the regulations. Investments
167 A credit union shall invest only in such types of securities or property as are prescribed by Authority rule and on such conditions as are prescribed by Authority rule.
168 (1) A credit union may establish or acquire a subsidiary only with the approval of the Chief Executive Officer and the establishment or acquisition of a subsidiary is subject to such restrictions as may be prescribed by regulation and to such additional conditions as the Chief Executive Officer may, by order, impose. 2020, c. 36, Sched. 7, s. 168 (1). Refusal of approval to be by order (2) If the Chief Executive Officer refuses to approve the establishment or acquisition of a subsidiary, the Chief Executive Officer shall do so by order. 2020, c. 36, Sched. 7, s. 168 (2). Anti-avoidance (3) The Chief Executive Officer shall issue an order refusing to approve the establishment or acquisition of a subsidiary if it considers that the establishment or acquisition is primarily for the purpose of allowing the credit union to avoid the limits under this Act, the regulations or the Authority rules on its investments. 2020, c. 36, Sched. 7, s. 168 (3). Revocation of approval (4) The Chief Executive Officer may, by order, revoke its approval if, (a)  the credit union has failed to comply with the conditions and restrictions applicable to the investment; or (b)  Repealed: 2021, c. 40, Sched. 5, s. 14. 2020, c. 36, Sched. 7, s. 168 (4); 2021, c. 40, Sched. 5, s. 14. Effect of revocation (5) Upon a revocation of an approval, the credit union shall divest itself of the investment in accordance with the order effecting the revocation. 2020, c. 36, Sched. 7, s. 168 (5). Restriction on investments in subsidiaries (6) A credit union shall ensure that the total book value of investments held by the credit union in subsidiaries of the credit union and of guarantees by the credit union of the obligations of such subsidiaries does not exceed the percentage prescribed by regulation of the regulatory capital of the credit union. 2020, c. 36, Sched. 7, s. 168 (6). Procedural rules (7) Section 209 applies with respect to an order under this section. 2020, c. 36, Sched. 7, s. 168 (7). Appeal to Tribunal (8) The credit union that is subject to an order under this section may appeal the order to the Tribunal in accordance with section 212. 2020, c. 36, Sched. 7, s. 168 (8). Section Amendments with date in force (d/m/y) 2021, c. 40, Sched. 5, s. 14 - 01/03/2022
169 (1) A credit union may apply to the Chief Executive Officer for a variation of the requirements under section 167 or subsection 168 (6). Application (2) An application must be in a form approved by the Chief Executive Officer. Variation (3) The Chief Executive Officer may grant the variation subject to any terms the Chief Executive Officer considers appropriate if the Chief Executive Officer considers that granting the variation is in the interest of the members of the credit union.
170 (1) A credit union shall not invest in another credit union without the approval of the Chief Executive Officer. Refusal of approval to be by order (2) If the Chief Executive Officer refuses to approve an investment in another credit union, the Chief Executive Officer shall do so by order. Procedural rules (3) Section 209 applies with respect to an order under this section. Appeal to Tribunal (4) The credit union that is subject to an order under this section may appeal the order to the Tribunal in accordance with section 212.
171 (1) The Chief Executive Officer may authorize the acceptance by a credit union of securities or other assets not fulfilling the requirements of this Act, (a)  obtained under an arrangement made in good faith for the reorganization of a body corporate whose securities were previously owned by the credit union; (b)  obtained under an amalgamation with another body corporate of the body corporate whose securities were previously owned by the credit union; (c)  obtained in good faith for the purpose of protecting investments of the credit union; (d)  obtained by virtue of the purchase by the credit union of the assets of another credit union; (e)  obtained by virtue of realizing on the security for a loan where the security is shares in a body corporate; or (f)  obtained in payment or part payment for securities sold by the credit union. Divestment (2) The credit union shall divest itself of the securities or other assets within two years after their acquisition or within such further time as the Chief Executive Officer may authorize. Exception (3) The Chief Executive Officer may relieve the credit union of the obligation to divest itself of the securities or other assets if the Chief Executive Officer is satisfied that they are not inferior in status or value to the securities for which they have been substituted.
172 (1) The Chief Executive Officer may order a credit union to dispose of any investment that was not made or is not held in accordance with this Act, the regulations, the Authority rules or the credit union’s investment and lending policies. Time to comply (2) Despite section 211, an order under this section shall allow the credit union at least 60 days to comply with the order. Procedural rules (3) Section 209 applies with respect to an order under this section. Appeal to Tribunal (4) The credit union that is subject to an order under this section may appeal the order to the Tribunal in accordance with section 212. Directors’ liability (5) Subject to subsection (8), if the amount realized from the disposal of the investment is less than the amount paid by the credit union for it, the directors of the credit union are jointly and severally liable for the payment to the credit union of the amount of the difference. Objection to investment (6) A director who is present at a directors’ meeting at which an investment to which the director objects is authorized may, (a)  immediately deliver or send to the credit union a protest against the investment; and (b)  within 30 days after delivering or sending the protest referred to in clause (a), send a copy of the protest to the Chief Executive Officer. Same (7) A director who is absent from a meeting at which an investment to which the director objects is authorized may, (a)  within 14 days after the director becomes aware of the investment and is able to do so, deliver or send to the credit union a protest against the investment; and (b)  within 30 days after delivering or sending the protest referred to in clause (a), send a copy of the protest to the Chief Executive Officer. Exoneration (8) A director who takes the steps set out in subsection (6) or (7) has no liability with respect to an investment to which the director objected. Purchase and Sale of Assets
173 For the purposes of section 174, a sale of property includes a sale, lease, exchange or other disposition of property and a purchase of property includes a lease, exchange of property or other acquisition of property.
174 (1) A credit union shall not do any of the following unless authorized to do so by special resolution of the members of the credit union: 1.  Sell assets if the market value of the assets is 15 per cent or more of the value of the credit union’s total assets. 2.  Purchase assets of a financial institution if the market value of the assets is 15 per cent or more of the value of the credit union’s total assets. Alternative for certain sales (2) A credit union may proceed with a sale described in paragraph 1 of subsection (1) without a special resolution of the members if the sale is in the ordinary course of business and the purchaser pays the purchase price by paying cash. Determination of value of total assets (3) For the purposes of subsection (1), the value of the credit union’s total assets shall be as set out in the audited financial statements placed before the members at the most recent annual meeting. If more than one class of shares (4) If the credit union has more than one class of issued shares, the special resolution referred to in subsection (1) shall be in the form of a special resolution passed by the holders of each class of shares. Agreement and Chief Executive Officer approval required (5) A credit union shall not proceed with a sale or purchase described in subsection (1), including a sale to which subsection (2) applies, unless there is an agreement for the sale or purchase and that agreement has been approved by the Chief Executive Officer. Chief Executive Officer approval required before authorization of members, etc. (6) A credit union shall not seek the authorization of the members and shareholders required under subsection (1) until the Chief Executive Officer has approved the agreement under subsection (5). Refusal of approval to be by order (7) If the Chief Executive Officer refuses to approve an agreement under subsection (5), the Chief Executive Officer shall do so by order. Procedural rules (8) Section 209 applies with respect to an order under subsection (7). Appeal to Tribunal (9) The credit union that is subject to an order under subsection (7) may appeal the order to the Tribunal in accordance with section 212. Purchase price if transaction is between credit unions (10) In a purchase or sale described in subsection (1) in which both the purchaser and the seller are credit unions, the purchaser may pay the purchase price only in one or more of the following ways: 1.  By assuming liabilities of the seller. 2.  By paying cash. 3.  By issuing shares that are not membership shares or patronage shares. Note: On January 1, 2024, paragraph 3 of subsection 174 (10) of the Act is amended by striking out “that are not membership shares or patronage shares” at the end. (See: 2023, c. 20, Sched. 6, s. 2) 4.  By issuing promissory notes. No splitting to avoid requirements (11) A credit union shall not structure a sale or purchase as two or more sales or purchases for the purpose of avoiding a requirement under this section. Section Amendments with date in force (d/m/y) 2023, c. 20, Sched. 6, s. 2 - 01/01/2024 Part VIII   Meetings Members’ and Shareholders’ Meetings
175 (1) Unless the Authority rules provide otherwise, notice of the time and place for holding a meeting of the members of a credit union shall be given at the time and in the manner specified in the by-laws of the credit union to each member of the credit union who, on the record date for the notice, appears in the records of the credit union as a member. Same (2) A notice under subsection (1) must meet the requirements set out in the Authority rules. Interpretation (3) For the purposes of subsection (1), the record date means the record date as established by the by-laws of the credit union. Shareholder meetings (4) This section applies with necessary modifications to meetings of holders of shares of the credit union other than patronage shares.
176 (1) Subject to the by-laws, an annual meeting of the members of a credit union shall be held at such time and place in Ontario as the board determines. Same, Authority rules (2) An annual meeting of the members of a credit union must be conducted in accordance with the Authority rules.
177 (1) The financial statements to be placed before the members must show the matters prescribed by regulation relating separately to the time periods prescribed by regulation. Approval of financial statements (2) Financial statements that have not been approved by the credit union’s board may not be placed before the members. Evidence of approval (3) The signature, at the foot of the balance sheet, of two authorized directors is evidence of the approval of the board. Available to members (4) The credit union shall make copies of the audited financial statements, the auditor’s report and the audit committee report available for inspection, by any member, at the meeting at which the statements and reports are to be placed before the members and at the offices of the credit union and electronically at least 10 days before the meeting. Accepted principles (5) The financial statements shall, except as otherwise specified by the Chief Executive Officer, be prepared in accordance with generally accepted accounting principles, the primary source of which is the Handbook of the Chartered Professional Accountants of Canada.
178 The board may at any time call a general meeting of the members or shareholders for the transaction of any business if the general nature of the business is specified in the notice calling the meeting.
179 (1) Any member may, (a)  submit notice of any matter that the member proposes to raise at the annual meeting; and (b)  discuss at the annual meeting any matter in respect of which the member would have been entitled to submit a proposal. Same, form and other requirements (2) A proposal must be in the form required by the Authority rules and must meet any other requirements set out in the Authority rules. Same, notice (3) Notice of a proposal shall be given in accordance with the Authority rules.
180 Five per cent of the members of a credit union may requisition the board to call a general meeting of the members for any purpose that is connected with the affairs of the credit union and that is not inconsistent with this Act.
181 Each member of a credit union has one vote at a meeting of the members of the credit union.
182 A member of a credit union may vote in person and in such other manners as may be prescribed by Authority rule.
183 (1) No member of a credit union shall vote by proxy except when the member is Her Majesty the Queen in right of Ontario or in right of Canada, a corporation, including a municipality defined in the Municipal Affairs Act, an unincorporated association or a partnership registered under the Business Names Act or a predecessor of that Act. Only one proxy vote (2) A person may cast only one vote by proxy on a matter. Member’s vote not affected (3) For greater certainty, subsection (2) does not prevent a member who votes as a proxy holder from casting the member’s own vote.
184 (1) Part VIII of the Business Corporations Act applies, with necessary modifications, with respect to proxies for voting by shareholders in respect of shares other than membership shares or patronage shares as if the credit union were incorporated under that Act. Same (2) For the purposes of subsection (1), any reference in Part VIII of the Business Corporations Act
to “offering corporation” shall be deemed to be a reference to the “credit union” and, if the credit union is not an “offering corporation” as defined in section 1 of that Act, any reference in Part VIII of that Act to “Commission” shall be deemed to be a reference to the “Chief Executive Officer”. Exception, information circular (3) Despite Part VIII of the Business Corporations Act, as made applicable by subsection (1), neither a credit union nor a dissident is required to deliver an information circular to holders of membership shares or patronage shares.
185 (1) Subject to such requirements as may be prescribed by Authority rule, the by-laws of a credit union shall set out a policy in respect of the rights of members to participate and vote at meetings remotely. Member considered present (2) Except as otherwise provided for in the by-laws of the credit union, every member participating remotely in a meeting described in subsection (1) is considered present at the meeting for the purposes of this Act. Directors’ Meetings
186 (1) Subject to such requirements as may be prescribed by Authority rule, the by-laws of a credit union shall set out a policy in respect of the rights of directors to participate and vote at meetings remotely. Director considered present (2) Every director participating remotely in a meeting described in subsection (1) is considered present at the meeting for the purposes of this Act.
187 (1) A director who is present at a meeting of directors or a committee of directors shall be deemed to have consented to any resolution passed or action taken at that meeting unless the director dissents in a manner and within the time specified in the by-laws of the credit union and before the conclusion of the meeting, in any event. Loss of right to dissent (2) A director who votes for or consents to a resolution is not entitled to dissent under subsection (1). Dissent of absent director (3) A director who is not present at a meeting at which a resolution is passed or action is taken shall be deemed to have consented to the resolution or action unless, within seven days after the director becomes aware of the resolution or action, the director, (a)  has the dissent placed in the minutes of the meeting; or (b)  sends the dissent to the credit union.
188 (1) The Chief Executive Officer may, by written notice to the credit union and each director, require a credit union to hold a meeting of the directors to consider any matter set out in the notice. Attendance by Chief Executive Officer (2) The Chief Executive Officer may attend and be heard at a meeting. Miscellaneous
189 Every credit union shall, without charge, supply a copy of its last audited financial statement to every member and shareholder who requests it.
190 (1) Except as provided in this Act, no person has a right to inspect the books of a credit union. Inspection of person’s own account (2) A person may inspect, at all reasonable hours, the person’s own account. By-laws may authorize inspection (3) A credit union may, by by-law, authorize the inspection of any of its books under such conditions as the by-laws may set out. Limits on inspection (4) The right to inspect books is subject to such conditions as to time and manner of inspection as the by-laws may specify. Inspection of other’s account (5) No person, except an officer or employee of the credit union or a person specifically authorized by a resolution of the board, has the right to inspect the loan or deposit account of any other person without that person’s written consent.
191 (1) A member may access such information about a credit union’s business or its members and shareholders as may be prescribed by Authority rule. Same (2) The use of information accessed under subsection (1) is subject to such limitations or restrictions as may be established by Authority rule.
192 (1) Copies of the latest financial statements of each subsidiary of a credit union, (a)  shall be kept by the credit union at such place in Ontario as is specified in the by-laws; and (b)  shall be open to examination by the members and shareholders of the credit union and their agents. Extracts (2) Everyone entitled to examine the copies of the financial statements may make extracts of the material free of charge during the normal business hours of the credit union. Application to court (3) A credit union may, within fifteen days after receiving a request to examine copies of financial statements, apply to the court for an order barring the examination, and the court may, if satisfied that the examination would be detrimental to the credit union or a subsidiary, bar the examination and make any further order it thinks fit.
193 (1) A credit union may establish branches and such other member groups as may be specified in the by-laws, subject to such conditions as may be set out in the by-laws. Branch and member group meetings (2) A credit union may, by by-law, provide for the holding of branch and member group meetings for members of branches and member groups. Election of delegates (3) If a by-law of a credit union provides for a branch or member group meeting, the members of the branch or member group shall elect delegates, by a resolution passed by a majority of the votes cast at the meeting, to represent the members at general meetings of the members of the credit union. Powers of delegates (4) Delegates elected from a branch or member group shall exercise the powers of the members of the branch or member group at all general meetings of the members of the credit union. When members lose vote (5) Members of a branch or member group who are represented by elected delegates at a general meeting of the members of the credit union are entitled to attend the meeting but are not entitled to vote at the meeting. Branch meeting procedures (6) If a by-law of a credit union provides for branch or member group meetings, the by-laws of the credit union shall specify, (a)  the number of delegates and votes allowed to each branch and member group at a general meeting of the members of the credit union, as determined on a basis that is reasonable given the number of members in each branch or member group; (b)  the time, place and manner of calling branch and member group meetings; (c)  the number of members of a branch or member group that constitute a quorum; and (d)  the procedure to be followed in the conduct of branch and member group meetings. Majority (7) The required majority vote for deciding an issue to be voted on at a branch or member group meeting is the same as that required for deciding a similar issue at a general meeting of the members of the credit union. Part IX   Restricted Party Transactions
194 Except to the extent permitted under this Act, the regulations or the Authority rules, a credit union or a subsidiary shall not directly or indirectly enter into any transaction with a restricted party of the credit union.
195 (1) A credit union may lend to an officer or a director an amount in excess of the aggregate of deposits of the officer or director pledged as collateral for the loan only if the board approves the loan before it is made. Delegation of authority to approve loan to committee (2) The board may delegate its authority to grant an approval under subsection (1) to a committee of the board on such terms and with such restrictions as may be specified by the board. Committee to report (3) A committee referred to in subsection (2) shall report details of the loans approved by the committee to the board at the first meeting of the board after the approval is given.
196 (1) If a transaction with a restricted person that is prohibited or restricted by this Act, the regulations or the Authority rules takes place, any interested person, including the Chief Executive Officer, may apply to the court for an order, (a)  setting aside the transaction and directing that the restricted party account to a credit union for any profit or gain realized; and (b)  that each person who participated in or facilitated the transaction pay to the credit union on a joint and several basis the damages suffered, the face value of the transaction or the amount expended by the credit union in the transaction. Order (2) The court may make the order applied for or such other order as it thinks appropriate. Same (3) An order under subsection (2) may order compensation for a loss or damage suffered by the credit union and punitive damages from the restricted party. Exemption (4) A person who is not a director is not liable under clause (1) (b) unless the person knew or ought reasonably to have known that the transaction was made in contravention of a restricted party provision.
197 In this Part, “restricted party” and “transaction” have the meaning given to those expressions in the regulations. Part X   Returns, examinations and records Returns and Examinations
198 (1) The Chief Executive Officer may require a credit union, a subsidiary of a credit union or any other person to provide the Chief Executive Officer with such information as the Chief Executive Officer may require for the purpose of carrying out the Chief Executive Officer’s powers and duties under this Act. Time and form (2) The Chief Executive Officer may specify the form in which the information is to be provided and the time within which it is to be provided.
199 (1) The Authority may require a credit union, a subsidiary of a credit union or any other person to provide the Authority with such information as the Authority may require for the purpose of carrying out its powers and duties under this Act. Time and form (2) The Authority may specify the form in which the information is to be provided and the time within which it is to be provided.
200 (1) A credit union shall file an annual return with the Chief Executive Officer at such time, in such form and containing such information as the Chief Executive Officer requires. Review (2) The Chief Executive Officer shall review the annual return and, for that purpose, may require the credit union and any central of which it is a member to provide such additional information concerning the affairs of the credit union as the Chief Executive Officer may require. Same (3) A credit union and central shall provide any additional information required by the Chief Executive Officer under subsection (2).
201 (1) The Chief Executive Officer or a person designated by the Chief Executive Officer may, at any reasonable time, enter and have access to any business premises where the Chief Executive Officer or the designated person has reasonable grounds to believe records and documents of a credit union or a subsidiary of the credit union are kept, for the purpose of determining whether the credit union is complying with this Act, the regulations, orders made by the Chief Executive Officer, the Authority rules, conditions imposed on the deposit insurance of the credit union under subsection 218 (4), the by-laws of the credit union or policies established by the board of the credit union. Examination by Chief Executive Officer or designate (2) The Chief Executive Officer or the person designated by the Chief Executive Officer under subsection (1) may conduct an examination of the affairs of the credit union or the credit union’s subsidiary. Access to records and documents, etc. (3) The person conducting an examination under subsection (2) is entitled to access to all records and documents of a credit union or a subsidiary of the credit union for the purpose of the examination. Answering questions (4) Every director, officer and employee of a credit union or a subsidiary of the credit union shall answer such questions during the course of the examination as may be necessary for the person conducting the examination to determine if the credit union has complied with this Act, the regulations, orders made by the Chief Executive Officer, the Authority rules, conditions imposed on the deposit insurance of the credit union under subsection 218 (4), the by-laws of the credit union or policies established by the board of the credit union. Materials to be furnished on examination (5) For the purposes of an examination, (a)  a credit union or a subsidiary of the credit union shall prepare and submit to the person conducting the examination such statements with respect to its business, finances or other affairs as the person requires; and (b)  the person conducting the examination may require the directors, officers and auditor of a credit union or a subsidiary of the credit union to provide information and explanations, to the extent that they are reasonably able to do so, in respect of the condition and affairs of the credit union or subsidiary and any entity in which the credit union or subsidiary has made an investment. Copies (6) If a record or document has been examined or produced under this section, the person conducting the examination may make, or cause to be made, one or more copies of it and, if necessary, may temporarily remove the record or document for the purposes only of making the copy or copies. Records and Documents
202 (1) Every credit union shall keep a register of members, shareholders and other security holders. Contents of register (2) The register shall contain, (a)  the name and address of each member, shareholder or other security holder; (b)  the number of shares of each class held by each member or shareholder and the number and type of the securities held by each of the other security holders; (c)  the date on which the name of any person or entity was entered in the register as a member, shareholder or other security holder; and (d)  the date on which any person or entity ceased to be a member. Certificate as evidence (3) A copy of all or part of the register, or a statement as to the contents of all or part of the register, purporting to be certified by the secretary of the credit union is, without proof of the office or signature of the secretary, receivable in evidence as proof, in the absence of evidence to the contrary, of the facts stated in it for all purposes in any action, proceeding or prosecution.
203 (1) Every credit union shall keep and maintain at its head office or at such other place in Ontario as may be specified in its by-laws such books, registers and other records and documents in either English or French as may be required by the regulations. When records or registers are kept outside Ontario (2) Despite subsection (1), but subject to federal and Ontario tax statutes or any other Act, a credit union may keep all or any of its records at a place outside of Ontario if, (a)  the records are available for inspection, by means of any technology, during regular office hours at the credit union’s head office; and (b)  the credit union provides the technical assistance to facilitate an inspection of the records. Chief Executive Officer’s order re location (3) The Chief Executive Officer may order a credit union to keep its books, registers and other records and documents at a place in Ontario, specified in the order. Procedural rules (4) Section 209 applies with respect to an order under this section. Appeal to Tribunal (5) The credit union that is subject to an order under this section may appeal the order to the Tribunal in accordance with section 212.
204 Any record or document required or authorized by this Act to be prepared and kept by a credit union may be in any form, provided that the records are capable of being reproduced in intelligible written form within a reasonable time.
205 (1) A credit union shall, on request and free of charge, provide to a member an electronic copy of the by-laws of the credit union. Same, paper copy (2) A credit union shall, on request and upon payment of a fee fixed by the by-laws, provide to a member a paper copy of the by-laws of the credit union. Fee (3) The fee shall not exceed the amount prescribed by regulation. Part XI   Enforcement Certain Orders