jswizzle3737/ontario_laws_and_regs huggingface dataset:
206 (1) The Chief Executive Officer may make an order under this section against, (a)  any person if, in the Chief Executive Officer’s opinion, the person is doing anything that contravenes this Act, the regulations or the Authority rules or might reasonably be expected, if continued, to result in a contravention of this Act, the regulations or the Authority rules; or (b)  a credit union or a director, officer or employee of a credit union if, in the Chief Executive Officer’s opinion, the credit union, director, officer or employee is doing anything that constitutes a practice that might prejudice or adversely affect the interest of a member, depositor or shareholder of the credit union. What order may require (2) An order under this section may require a person, (a)  to stop doing any act or pursuing any course of conduct; or (b)  to do any act or pursue any course of conduct. Procedural rules (3) Section 209 applies with respect to an order under this section. Appeal to Tribunal (4) The person who is subject to an order under this section may appeal the order to the Tribunal in accordance with section 212. Appeal to court (5) A party to the proceedings before the Tribunal may appeal the decision of the Tribunal, within 30 days after the party received notice of the decision, to the court upon a question of law only.
207 (1) The Chief Executive Officer may order a credit union to discontinue doing business for such time as the Chief Executive Officer determines if, after the receipt of verifiable information, the Chief Executive Officer is satisfied that the continuance in business of the credit union is not in the interest of members, depositors or shareholders. Procedural rules (2) Section 209 applies with respect to an order under this section. Reasons (3) The Chief Executive Officer shall set out the reasons for the Chief Executive Officer’s decision in the order. 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.
208 (1) The Chief Executive Officer may, on the application of a person or entity, and if in the Chief Executive Officer’s opinion it would not be prejudicial to the public interest, make an order exempting the person or entity from any requirement imposed by, or from the application of any provision in, this Act, the regulations or an Authority rule that is prescribed by regulation, and may make the order subject to such conditions as are set out in the order. Same (2) An order under this section is subject to such limits and conditions as may be prescribed by regulation. General Provisions Relating to Orders
209 (1) This section applies with respect to an order by the Chief Executive Officer under this Act if the section under which the order is made provides for this section to apply. Notice before order made (2) Before making an order, the Chief Executive Officer shall give notice of the Chief Executive Officer’s intention to do so to the person who would be subject to the order and, if the Chief Executive Officer would be relying on information not provided by the person, the Chief Executive Officer shall inform the person of that information and give the person an opportunity to explain or refute it. Reasons (3) The Chief Executive Officer shall set out the reasons for which the Chief Executive Officer proposes to make the order in the notice. Written submissions (4) The Chief Executive Officer is not required to hold a hearing but shall, before making an order, allow the person who would be subject to the order, and any other person who would be affected by the order, to make written submissions. Notice not required other than to person subject to order (5) The Chief Executive Officer is not required to give notice to persons who would be affected by an order other than the person who would be subject to the order as required under subsection (2). Rules for practice and procedure (6) The Chief Executive Officer may make rules for the practice and procedure to be observed in relation to orders made by the Chief Executive Officer. Inquiries can be made before order made (7) Before making an order under this Act, the Chief Executive Officer may inquire into the affairs of a person as the Chief Executive Officer considers necessary to determine whether the order should be made. Order made without opportunity to make submissions (8) The Chief Executive Officer may make an order to which a person is subject without giving notice or allowing the person or any other person to make submissions if the Chief Executive Officer is of the opinion that the interests of the members, depositors or shareholders of any credit union may be prejudiced or adversely affected by a delay in making the order. Special procedures if no opportunity to make submissions (9) The following apply with respect to an order under subsection (8): 1.  The person who is subject to the order or any other person affected by the order may request an opportunity to make written submissions by giving written notice to the Chief Executive Officer, within 15 days after the person who is subject to the order received it. 2.  If the person who is subject to the order or any other person affected by the order requests an opportunity to make written submissions, the Chief Executive Officer may defer compliance with the order until the submissions have been considered or any appeal is concluded and the order is confirmed, varied or revoked. 3.  After considering the submissions, the Chief Executive Officer may confirm, vary or revoke the order. Variation of orders (10) Subject to subsections (2) and (4), the Chief Executive Officer may reconsider and vary or revoke an order made by the Chief Executive Officer if the Chief Executive Officer considers it advisable to do so.
210 The Chief Executive Officer shall give a copy of an order the Chief Executive Officer makes under this Act to the person who is subject to the order and, if the person who is subject to the order is a credit union, to each director of the credit union.
211 An order by the Chief Executive Officer under this Act comes into effect when it is made or at such later time as the order provides.
212 (1) This section applies with respect to an appeal to the Tribunal of an order by the Chief Executive Officer under this Act if the section under which the order is made provides for such an appeal in accordance with this section. How appeal is made (2) The appeal shall be made by filing a written notice of appeal with the Tribunal and serving a copy of the notice on the Chief Executive Officer. Time for filing and serving notice (3) The notice of appeal must be filed and served, as required under subsection (2), within 15 days after the order was received by the person appealing the order. No stay of decision unless granted (4) An appeal from an order does not stay the order but the Tribunal may grant a stay until it disposes of the appeal. Exception (5) Despite subsection (4), an appeal of an order under section 241, 250 or 269 stays the order. Hearing (6) The Tribunal shall hold a hearing of the appeal. Parties (7) The parties to the appeal are, (a)  the person appealing the order; (b)  the Chief Executive Officer; and (c)  such other persons as the Tribunal specifies. Power of the Tribunal (8) Upon hearing the appeal, the Tribunal may, by order, confirm, vary or revoke the order being appealed or substitute its order for the order being appealed.
213 (1) An application for judicial review of an order of the Chief Executive Officer under this Act or of a decision of the Tribunal on the appeal of such an order and any appeal from an order of the court on such an application for judicial review does not stay the order of the Chief Executive Officer or the decision of the Tribunal. Court may grant stay (2) Despite subsection (1), a judge of the court to which the application is made or a subsequent appeal is taken may grant a stay until the disposition of the judicial review or appeal. Part XII   Centrals
214 (1) A group of credit unions may incorporate a central, subject to the approval of the Chief Executive Officer. 2020, c. 36, Sched. 7, s. 214 (1). Objects (2) The objects of a central are to, (a)  provide services primarily to members; (b)  provide and manage a liquidity system for credit unions; (c)  manage those investments that are held by the central for its members; and (d)  carry out such other objects as may be prescribed by regulation. 2020, c. 36, Sched. 7, s. 214 (2). General restriction (3) A central may engage in or carry on a business or business activity only as allowed under this section. 2020, c. 36, Sched. 7, s. 214 (3). Businesses, services (4) A central may engage in or carry on a business or business activity that a credit union may engage in or carry on and may engage in or carry on such other businesses or business activities, or provide such services, as may be prescribed by regulation. 2020, c. 36, Sched. 7, s. 214 (4). Same (5) A central may provide services and a liquidity system to any credit union whether it is a member of the central or not. 2020, c. 36, Sched. 7, s. 214 (5). General business (6) Centrals may carry on business, consistent with their objects, through subsidiaries approved under section 168. 2020, c. 36, Sched. 7, s. 214 (6); 2021, c. 40, Sched. 5, s. 15. Subsidiaries (7) A central’s subsidiaries may, if permitted by the central’s by-laws, provide services to the general public. 2020, c. 36, Sched. 7, s. 214 (7). Stabilization fund (8) Without limiting anything else a central may do, a central may establish and maintain a stabilization fund for the benefit of the credit unions that are members of the central. 2020, c. 36, Sched. 7, s. 214 (8). Section Amendments with date in force (d/m/y) 2021, c. 40, Sched. 5, s. 15 - 01/03/2022
215 (1) This Act, with necessary modifications, applies to centrals and their incorporation if consistent with this Part. Exclusion (2) The Lieutenant Governor in Council may, by regulation, exempt centrals from any provision of this Act.
217 Subject to any restrictions as may be prescribed by regulation, the following may be members of a central: 1.  Credit unions. 2.  Entities prescribed by regulation. Part XIII   Deposit Insurance Deposit Insurance
218 (1) Subject to subsection (2), the deposits with every credit union that, under the regulations, are insurable deposits, are insured by the Authority in accordance with this Act, except if the deposit insurance of the credit union is cancelled under section 222. Exceptions (2) The following are not insured: 1.  A deposit that is not payable in Canada or not in Canadian currency. 2.  The amount of an insurable deposit that exceeds the amount prescribed by regulation. Conditions on deposit insurance (3) The deposit insurance of a credit union is subject to the conditions prescribed by Authority rule and any other conditions imposed by the Authority under subsection (4). Conditions imposed by notice (4) The Authority may impose conditions on the deposit insurance of a credit union, or amend such conditions, at any time by written notice to the credit union. Certificate (5) The Authority shall issue a certificate of deposit insurance to every credit union whose deposits the Authority insures. Insurance continues after member withdraws, etc. (6) For greater certainty, the obligation to insure an insurable deposit of a member of a credit union continues after the member withdraws or is expelled. Shares not insurable (7) The shares of a credit union are not insurable by the Authority.
219 (1) The Authority has an obligation to make payment from the Deposit Insurance Reserve Fund in respect of any deposit insured by the Authority if, (a)  the members of the credit union that holds the deposit pass a resolution for the voluntary liquidation and dissolution of the credit union; (b)  the credit union becomes a bankrupt under the Bankruptcy and Insolvency Act (Canada) or a liquidator is appointed for the credit union under this Act or the Winding-Up and Restructuring Act (Canada); (c)  the Authority is satisfied that the credit union will be unable to make payment in full, without delay, in respect of any deposits insured by deposit insurance; or (d)  the Chief Executive Officer, as administrator, requires the credit union to be wound up under subparagraph 6 iii of subsection 234 (1). Payment to person apparently entitled (2) The Authority, if it is obliged to make payment in respect of any deposit insured by deposit insurance, shall make payment to the person who appears entitled to the payment by the records of the credit union. Amount of payment (3) The Authority may pay, (a)  the amount of the deposit according to the terms of the deposit; or (b)  before maturity of the deposit, an amount equal to the principal of the deposit and the accrued and unpaid interest on the deposit on the day it is paid. Withholding to cover lien (4) If the credit union has a lien on a deposit under section 39, the Authority may withhold payment of an amount equal to the amount of the lien and pay that amount to the liquidator of the credit union. Withholding of amount held as security (5) If the credit union held a deposit as security for a loan, the Authority may withhold payment of an amount necessary to repay the loan and pay that amount to the liquidator of the credit union. Discharge of liability (6) Payment, under this section, by the Authority in respect of any deposit insured by deposit insurance discharges the Authority from all liability in respect of that deposit, and in no case is the Authority under any obligation to see to the proper application of the payment made. Subrogation (7) If the Authority makes a payment under this section in respect of any deposit with a credit union, the Authority is subrogated to the extent of the payment made to all the rights and interests of the depositor as against that credit union. Assignment (8) If the Authority considers it advisable, it may withhold payment in respect of any deposit with a credit union until the Authority has received a written assignment of all the rights and interests of the depositor against that credit union. Agreement to administer payments (9) The Authority may enter into a deposit administration agreement with a financial institution under which that financial institution agrees to make the payments under this section on behalf of the Authority.
220 (1) This section applies to the deposits of a person who has deposits with two or more credit unions that amalgamate and continue in operation as one credit union. Remain separate (2) A deposit with an amalgamating credit union on the day on which the amalgamated credit union is formed, less any withdrawals from the deposit, is, for the purpose of deposit insurance with the Authority, separate from a deposit of the same person on that day with another amalgamating credit union that became part of the amalgamated credit union. Deposits with amalgamated credit union (3) A deposit made by a person referred to in subsection (2) with an amalgamated credit union after the day on which the amalgamated credit union is formed is insured by the Authority only to the extent that the aggregate of that person’s deposits with the amalgamated credit union, exclusive of the deposit in respect of which the calculation is made, does not exceed the amount prescribed by regulation. If undertaking acquired (4) For the purpose of deposit insurance with the Authority, if one credit union acquires the undertaking and assets of another credit union, those credit unions are considered to be amalgamating credit unions.
221 (1) The Authority may examine the records and documents of the credit union if the Authority believes that a payment by the Authority under this Act in respect of a deposit held by a credit union is imminent and that it is in the best interest of both the depositors with the credit union and the Authority to make early preparations for the payment. Same (2) The examination may be made by a person designated by the Authority. Examination powers (3) Section 201 applies, with necessary modifications, with respect to an examination under this section. Application to receivers and liquidators (4) Under clause 201 (5) (b), as it applies under subsection (3) of this section, the person conducting the examination may also require a receiver or liquidator to provide information and explanations.
222 (1) The deposit insurance of a credit union may be cancelled on not less than 30 days notice to the credit union by the Authority when, (a)  the credit union is in breach of the standards of business and financial practices established by the Authority or any conditions of its deposit insurance; (b)  the credit union ceases to accept deposits; (c)  an order has been made appointing the Chief Executive Officer or another person as the liquidator of the credit union; (d)  the credit union fails to pay its deposit insurance premiums; or (e)  the Authority determines, on reasonable grounds, that the credit union is unable to meet its obligations as they come due. Effect of cancellation (2) If the deposit insurance of a credit union is cancelled by the Authority, the deposits with the credit union on the day the cancellation takes effect, less any withdrawals from those deposits, continue to be insured for a period of two years or, in the case of a term deposit with a remaining term exceeding two years, to the maturity of that term. Notification to depositors (3) If the deposit insurance of a credit union has been cancelled, the credit union shall notify its depositors of that fact and shall stop accepting deposits from the date of cancellation. Public notice (4) The Authority may, in the manner it considers expedient, give public notice of the cancellation of deposit insurance of a credit union if, in the opinion of the Authority, the public interest requires that notice be given. Notice to central (5) The Authority shall give the central for the credit union written notice of the cancellation of deposit insurance.
223 (1) Except as allowed under this section, no person shall, by written or oral representations, advertise or hold out the deposits made to any entity as being insured by the Authority. Advertisement, etc., by credit union or central (2) A credit union may advertise or hold out that deposits made to it are insured and a central may advertise or hold out that deposits to its members are insured if the advertising or holding out is by marks, signs, advertisements or other devices authorized by the Authority rules and used in the manner and on the occasions set out by the Authority rules. Deposit Insurance Reserve Fund and Premiums
224 (1) The Authority shall maintain a fund, called the Deposit Insurance Reserve Fund. 2020, c. 36, Sched. 7, s. 224 (1). Use of the Fund (2) The Deposit Insurance Reserve Fund may be used to pay only for the following: 1.  Deposit insurance claims. 2.  The costs associated with the orderly winding up of credit unions in financial difficulty. 3.  Financial assistance provided under clause 228 (1) (a). 4.  Payments made under clause 228 (1) (b). 5.  Assets acquired or liabilities assumed under clause 228 (1) (c). 6.  Fees in respect of credit agreements entered into by the Authority to provide financial assistance to the credit union sector. 2020, c. 36, Sched. 7, s. 224 (2); 2021, c. 8, Sched. 2, s. 1. Same (3) The Authority has the power to manage and invest the money in the Deposit Insurance Reserve Fund and may disburse money from the Fund for anything under subsection (2). 2020, c. 36, Sched. 7, s. 224 (3). Liability of Authority limited (4) The total liability of the Authority to insure deposits at any particular time is limited to the assets of the Deposit Insurance Reserve Fund at that time. 2020, c. 36, Sched. 7, s. 224 (4). Not public money (5) The assets of the Deposit Insurance Reserve Fund are not public money within the meaning of the Financial Administration Act and do not form part of the Consolidated Revenue Fund. 2020, c. 36, Sched. 7, s. 224 (5). Immunity of Crown (6) The Crown is not liable for any liability or obligation in respect of the Deposit Insurance Reserve Fund. 2020, c. 36, Sched. 7, s. 224 (6). Section Amendments with date in force (d/m/y) 2021, c. 8, Sched. 2, s. 1 – 01/03/2022
225 (1) Within 120 days after the start of a credit union’s financial year, the Authority shall do the following: 1.  Determine the credit union’s annual premium for that financial year in accordance with the regulations. 2.  Collect the annual premium determined under paragraph 1. Deposit of premiums (2) The Authority shall credit the annual premiums to the Deposit Insurance Reserve Fund.
226 The Authority may charge interest at a rate equal to the rate prescribed under subsection 161 (1) of the Income Tax Act (Canada) plus 2 per cent on the unpaid amount of any premium instalment that is not paid on or before the due date of that instalment.
227 The Authority may, upon such conditions as it may direct, defer the collection of, or cancel, all or part of an annual premium assessed by the Authority. Part XIV   Supervision and Administration Powers of Authority and Chief Executive Officer
228 (1) The Authority may, in furtherance of its objects in respect of credit unions, as set out in section 3 of the Financial Services Regulatory Authority of Ontario Act, 2016, (a)  provide, in its discretion, financial assistance for the purpose of, (i)  assisting a credit union under administration in its continued operation, or (ii)  assisting in the orderly winding up of the operations of a credit union; (b)  make an advance or grant for the purpose of paying lawful claims against a credit union in respect of any claims of its members for withdrawal of deposits; (c)  acquire assets or assume the liabilities of credit unions; (d)  with the approval of the Minister, require the payment of special levies by credit unions; (e)  accept powers conferred on it under the Canada Deposit Insurance Corporation Act; (f)  declare and pay premium rebates to credit unions; and (g)  collect or disclose information concerning a credit union. Same (2) The Authority may attach conditions to financial assistance provided under clause (1) (a) and, without limiting the form in which such financial assistance may be provided, the Authority may provide such financial assistance by, (a)  purchasing securities of a credit union; (b)  making or guaranteeing loans, with or without security, or advances to or deposits with a credit union; (c)  taking security for loans or advances to a credit union; or (d)  guaranteeing the payment of the fees of, and the costs incurred by, a liquidator of a credit union. Subrogation (3) If the Authority makes an advance under clause (1) (b), it is subrogated as an unsecured creditor for the amount of the advance. Membership (4) If the Authority holds membership shares of a credit union, the Authority is a member of the credit union and has the rights and benefits of a member.
229 The Chief Executive Officer may act as the supervisor, administrator or liquidator of a credit union. Supervision
230 (1) The Chief Executive Officer may order that a credit union is subject to the supervision of the Chief Executive Officer in any of the following circumstances: 1.  The credit union requests, in writing, that it be subject to supervision. 2.  The credit union is in contravention of section 77. 3.  The Chief Executive Officer, on reasonable grounds, believes that the credit union is conducting its affairs in a way that might be expected to harm the interests of members or depositors or that tends to increase the risk of claims by depositors against the Authority. 4.  The credit union or an officer or director of it does not file, submit or deliver a report or document required to be filed, submitted or delivered under this Act within the time limited under this Act. 5.  The credit union has failed to comply with an order of the Chief Executive Officer. Interpretation (2) For the purposes of paragraph 2 of subsection (1), a variation under section 80 does not bring a credit union into compliance with section 77. Release (3) The credit union remains subject to supervision until, (a)  the credit union is being wound up or placed under administration; or (b)  the Chief Executive Officer rescinds the order that the credit union be subject to supervision. Same (4) The Chief Executive Officer may rescind an order under clause (3) (b) on the application of the credit union or on the Chief Executive Officer’s own initiative if there are reasonable grounds for believing that the credit union is no longer in need of supervision. 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. Exception, if order at credit union’s request (7) Subsections (5) and (6) do not apply if the order is made after the credit union requests, in writing, that it be subject to supervision as described in paragraph 1 of subsection (1).
231 (1) If a credit union is subject to the supervision of the Chief Executive Officer, the Chief Executive Officer may, (a)  order the credit union to correct any practices that the Chief Executive Officer believes are contributing to the problem or situation that caused the credit union to be ordered subject to its supervision; (b)  order the credit union and its directors, committee members, officers and employees to not exercise any powers of the credit union or of its directors, committee members, officers and employees; (c)  establish guidelines for the operation of the credit union; (d)  order the credit union not to declare or pay a dividend or to restrict the amount of a dividend to be paid to a rate or amount set by the Chief Executive Officer; (e)  attend meetings of the credit union’s board and its audit committee; and (f)  propose by-laws for the credit union and amendments to its articles of incorporation. Approval of by-laws, etc. (2) No by-law, policy or resolution relating to the business, affairs or management of a credit union passed or made by the board during the time the credit union is subject to supervision is of any effect until approved in writing by the Chief Executive Officer. Enforcement (3) If a credit union fails to comply with an order of the Chief Executive Officer under this section, the Chief Executive Officer may apply to the court for, (a)  an order directing compliance with the Chief Executive Officer’s order; or (b)  such other order as the court considers appropriate.
232 The Chief Executive Officer may require a credit union to pay the expenses of and disbursements by the Chief Executive Officer in supervising the credit union. Administration
233 (1) The Chief Executive Officer may order that a credit union is subject to administration by the Chief Executive Officer in any of the following circumstances: 1.  The Chief Executive Officer, on reasonable grounds, believes that the credit union is conducting its affairs in a way that might be expected to harm the interests of members, depositors or shareholders or that tends to increase the risk of claims by depositors against the Chief Executive Officer, but that supervision would, in the circumstances, not be appropriate. 2.  The credit union has failed to comply with an order of the Chief Executive Officer made while the credit union was subject to the supervision of the Chief Executive Officer. 3.  The Chief Executive Officer is of the opinion that the assets of the credit union are not sufficient to give adequate protection to its depositors. 4.  The credit union has failed to pay any liability that is due or, in the opinion of the Chief Executive Officer, will not be able to pay its liabilities as they become due. 5.  After a general meeting and any adjournment of no more than two weeks, the members of the credit union have failed to elect the minimum number of directors required under section 86. 6.  The Chief Executive Officer has made an order under section 207. Procedural rules (2) Section 209 applies with respect to an order under this section. Appeal to court (3) The credit union that is subject to an order under this section may appeal the order to the court, within seven days after receiving the order, upon a question of law only.
234 (1) As an administrator, the Chief Executive Officer may exercise the following powers: 1.  Carry on, manage and conduct the operations of a credit union. 2.  Preserve, maintain, realize, dispose of and add to the property of a credit union. 3.  Receive the income and revenues of the credit union. 4.  Exercise the powers of the credit union and of the directors, officers and committees. 5.  Exclude the directors of the credit union and its officers, committee members, employees and agents from the property and business of the credit union. 6.  Require the credit union to, i.  amalgamate, by requiring the credit union to enter into an amalgamation agreement under section 251, ii.  dispose of its assets and liabilities, or iii.  be wound up. Same (2) In exercising its powers under paragraph 6 of subsection (1), the administrator does not require the consent of the members or shareholders of a credit union. Same (3) If the administrator causes a credit union to be wound up, the wind-up shall proceed as a voluntary wind-up under section 238. Release from administration (4) The Chief Executive Officer may release a credit union from administration on such conditions as the Chief Executive Officer may impose.
235 The Chief Executive Officer may require a credit union to pay the expenses of and disbursements by the Chief Executive Officer in administering the credit union. part xv   dissolution, amalgamation, other fundamental changes
236 In this Part, “contributory” means a person who is liable to contribute to the property of a credit union being wound up under this Act. Dissolution
237 (1) A credit union that has no assets and no liabilities may, if authorized by a special resolution of the members, apply to the Chief Executive Officer for an order dissolving the credit union. Same (2) The Chief Executive Officer may, if the Chief Executive Officer receives an application under subsection (1) and is satisfied that a dissolution of the credit union is appropriate, issue an order dissolving the credit union. Same (3) A credit union in respect of which an order is issued under subsection (2) ceases to exist on the day stated in the order.
241 (1) The Chief Executive Officer may, by order, dissolve a credit union if the Chief Executive Officer is satisfied that, (a)  its incorporation was obtained by fraud or mistake; (b)  it exists for an illegal purpose; (c)  the number of its members is reduced to fewer than the minimum number of members prescribed by Authority rule; (d)  it is not carrying on business or is not in operation; or (e)  it has contravened this Act, the regulations or the Authority rules. Procedural rules (2) Section 209 applies with respect to an order under this section. Appeal to Tribunal (3) The credit union that is subject to an order under this section may appeal the order to the Tribunal in accordance with section 212. Appointment of liquidator (4) If necessary, the Chief Executive Officer shall appoint a liquidator to carry out the dissolution. Liquidation (5) The liquidator, if one is appointed, shall proceed to wind up the credit union and subsections 238 (10) to (23) and 239 (1) apply, except that no approval of the members of the credit union is required. Notice of dissolution (6) The Chief Executive Officer shall publish notice of the dissolution on the website of the Authority.
242 (1) Despite the dissolution of a credit union, each of the members or shareholders among whom its property has been distributed other than the refunds of deposits, remains liable to its creditors to the extent of the amount received by the member or shareholder upon the distribution, and an action in a court of competent jurisdiction to enforce such liability may be brought against the member or shareholder. Action against one member or shareholder as representing a class (2) If there are several members or classes of shareholders, the court may permit an action to be brought against one or more members or one or more shareholders of each class of shareholders as representatives of the class of members or shareholders and, if the plaintiff establishes the plaintiff’s claim as creditor, may make an order of reference and add as parties in the referee’s office all such members or shareholders of each class of shareholders as are found, and the referee shall determine the amount that each should contribute towards the plaintiff’s claim and may direct payment of the sums so determined.
243 Subject to section 242, any real or personal property of a credit union that has not been disposed of at the date of its dissolution is forfeit to the Crown in right of Ontario.
244 Upon a winding-up of a credit union, (a)  the liquidator shall apply the property of the credit union in satisfaction of all its debts, obligations and liabilities, and, subject thereto, shall distribute any remaining property rateably among the members or shareholders according to their rights and interests in the credit union; (b)  in distributing the property of the credit union, debts due to the employees of the credit union for services performed due at the commencement of the winding-up or within one month before, not exceeding three months wages and accumulated sickness benefits or vacation pay accrued for not more than twelve months, shall be paid in priority to the claims of the ordinary creditors, and such persons shall rank as ordinary creditors for any additional amount of their claims for wages; and (c)  all the powers of the board of a credit union being wound up cease upon the appointment of a liquidator except to the extent that the liquidator may permit the continuance of these powers for the purpose of assisting the winding-up proceedings.
245 Section 53 of the Trustee Act applies with necessary modifications to liquidators.
246 The costs, charges and expenses of the winding-up including the remuneration of the liquidator are payable out of the property of the credit union in priority to all other claims.
248 If proceedings are taken under the Winding-up and Restructuring Act (Canada) in respect of a credit union, the secretary of the credit union shall send notice of the proceedings to the Chief Executive Officer.
249 (1) If a credit union is dissolved without discharging a security interest given to the credit union, the Chief Executive Officer may discharge that security interest or do anything else, in relation to that security interest, that the credit union could have done had it not been dissolved. Clarification with respect to real property (2) For greater certainty, and without limiting what other security interests subsection (1) applies to, subsection (1) applies to liens, charges and mortgages or any other security interest in real property. Amalgamations
251 (1) If a credit union is under the administration of the Chief Executive Officer, the Chief Executive Officer may require the credit union to enter into an amalgamation agreement or do anything else under section 250. Application of s. 250 (2) If the Chief Executive Officer requires a credit union under the administration of the Chief Executive Officer to enter into an amalgamation agreement under section 250, the following apply with respect to the application of section 250: 1.  The adoption, under subsection 250 (4), of the amalgamation agreement by the members and shareholders of the credit union under administration is not required. 2.  The Chief Executive Officer shall not issue a certificate of amalgamation under subsection 250 (14) unless the amalgamation would, i.  protect the interests of the depositors or members of the credit unions being amalgamated, and ii.  promote the financial security and integrity of the amalgamated credit union. Reorganization
252 (1) A credit union may from time to time amend its articles of incorporation to, (a)  limit its business or powers or otherwise vary its business or powers; (b)  change its corporate name; or (c)  add, change or remove any provision that, (i)  is authorized by this Act to be set out in the articles, or (ii)  could be subject to a by-law of the credit union. Authorization (2) An amendment under subsection (1) must be authorized by special resolution of members and such further authorization as the by-laws provide.
253 (1) The holders of shares of a class or of a series are entitled to vote separately as a class or series on a proposal to amend the articles to, (a)  increase or decrease any maximum number of authorized shares of that class, or increase any maximum number of authorized shares of a class having rights or privileges equal or superior to the shares of that class; (b)  effect an exchange, reclassification or cancellation of all or part of the shares of that class; (c)  add, change or remove the rights, privileges, restrictions or conditions attached to the shares of that class and, without limiting the generality of the foregoing, (i)  prejudicially remove or change rights to accrued dividends or rights to cumulative dividends, (ii)  prejudicially add, remove, or change redemption rights, (iii)  reduce or remove a dividend preference or a liquidation preference, or (iv)  prejudicially add, remove or change conversion privileges, options, voting, transfer or pre-emptive rights, or rights to acquire securities of the credit union; (d)  increase the rights or privileges of any class of shares having rights or privileges equal or superior to the shares of that class; (e)  create a new class of shares equal or superior to the shares of that class; (f)  make any class of shares having rights or privileges inferior to the shares of that class equal or superior to the shares of that class; or (g)  effect an exchange or create a right of exchange of all or part of the shares of another class into the shares of that class. Exception (2) Subsection (1) does not apply to membership shares. Same (3) Subsection (1) does not apply in the case of amendments to the articles referred to in clause (1) (a), (b) or (e) if the articles so provide. Right limited (4) Subject to subsection (3), the holders of a series of shares of a class are entitled to vote separately as a series under subsection (1) if that series is affected by an addition or amendment to the articles in a manner different from other shares of the same class. Right to vote (5) Subsections (1) and (4) apply whether or not the shares of a class otherwise carry the right to vote.
254 The credit union must deliver to the Chief Executive Officer, within 60 days after the special resolution has been confirmed by its members and affected shareholders, articles of amendment, signed by two officers, or by one director and one officer, of the credit union and verified by affidavit of one of the officers or directors signing the articles of amendment, setting out, (a)  the corporate name of the credit union; (b)  a certified copy of the special resolution; (c)  that the amendment has been duly confirmed and authorized; and (d)  the date of the confirmation of the special resolution by the members and affected shareholders.
255 (1) If the articles of amendment conform to law, the Chief Executive Officer shall, when all fees established by Authority rule have been paid, (a)  endorse on the articles of amendment the word “Filed/Déposé” and the day, month and year of the filing thereof; (b)  file an electronic copy with the Chief Executive Officer’s office; and (c)  issue to the credit union or its agent a certificate of amendment to which the Chief Executive Officer shall affix the original. Effect of certificate (2) The amendment becomes effective upon the date set out in the certificate of amendment and the articles of incorporation are amended accordingly.
256 (1) Subject to subsections (2) and (3), a credit union may at any time restate its amended articles of incorporation. Filing of restatement (2) The credit union shall deliver to the Chief Executive Officer the restated articles, signed by two officers, or by one director and one officer, of the credit union and verified by affidavit of one of the officers or directors signing the restated articles, setting out, (a)  all the provisions that are then set out in the original articles of incorporation as amended; and (b)  a statement that the restated articles correctly set out, without change, the corresponding provisions of the original articles as amended. Certificate of restatement (3) If the restated articles of incorporation conform to law, the Chief Executive Officer shall, when all fees established by Authority rule have been paid, (a)  endorse on the restated articles the word “Filed/Déposé” and the day, month and year of the filing thereof; (b)  file an electronic copy with the Chief Executive Officer’s office; and (c)  issue to the credit union or its agent a restated certificate of incorporation to which the Chief Executive Officer shall affix the original. Effect of certificate (4) The restated articles of incorporation become effective upon the date set out in the restated certificate and supersede the original articles of incorporation and all amendments to them. Continuing or Ceasing to be an Ontario Credit Union
258 (1) A credit union may, if it has been issued a certificate of approval of continuance under this section, apply to the appropriate official or public body of another jurisdiction in Canada requesting that the credit union be continued as if it had been incorporated under the laws of that other jurisdiction. Application for certificate of approval (2) A credit union may apply to the Chief Executive Officer for a certificate of approval of continuance. Authorization (3) An application must be authorized by a special resolution of the members of the credit union. 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 (3) shall be in the form of a special resolution passed by the holders of each class of shares. Issue of certificate of approval (5) The Chief Executive Officer may, subject to any conditions prescribed by regulation, issue a certificate of approval of continuance if the Chief Executive Officer is satisfied as to the following: 1.  If the credit union is to be continued as a deposit-taking institution, the deposits held by the institution will be insured or guaranteed by the Authority or similar entity for the jurisdiction under whose laws the credit union is to be continued. 2.  If the credit union is to be continued as a body corporate other than a deposit-taking institution, the body corporate will not hold any deposits when it is continued. Copy of certificate to other jurisdiction (6) The Chief Executive Officer shall send a copy of the certificate of approval of continuance to the appropriate official or public body for the jurisdiction under whose laws the credit union is to be continued. Effect of continuation in other jurisdiction (7) When a credit union is continued under the laws of another jurisdiction following the issue of a certificate of approval of continuance, the credit union ceases to be a credit union for the purposes of this Act. Filing and notice (8) A credit union that is continued under the laws of another jurisdiction shall file a copy of the instrument of continuance with the Chief Executive Officer and the Chief Executive Officer shall publish notice of the continuation on the website of the Authority.
259 (1) A credit union may, if it has been issued a certificate of approval of continuance under this section, apply under another Ontario Act to be continued as if it had been incorporated under that other Act. Application for certificate of approval (2) A credit union may apply to the Chief Executive Officer for a certificate of approval of continuance. Authorization (3) An application must be authorized by a special resolution of the members of the credit union. 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 (3) shall be in the form of a special resolution passed by the holders of each class of shares. Issue of certificate of approval (5) The Chief Executive Officer may, subject to any prescribed conditions, issue a certificate of approval of continuance if the Chief Executive Officer is satisfied that the credit union, when it is continued under the other Ontario Act, will not hold any deposits. Copy of certificate to other official (6) The Chief Executive Officer shall send a copy of the certificate of approval of continuance to the appropriate official or public body under the other Ontario Act. Effect of continuation under other Act (7) When a credit union is continued under another Ontario Act following the issue of a certificate of approval of continuance, the credit union ceases to be a credit union for the purposes of this Act. Filing and notice (8) A credit union that is continued under another Ontario Act shall file a copy of the instrument of continuance with the Chief Executive Officer and the Chief Executive Officer shall publish notice of the continuation on the website of the Authority. Part xvi   offences and administrative penalties Offences
260 (1) Every person who contravenes any provision of this Act or the regulations or an order of the Chief Executive Officer is guilty of an offence. Officers, agents, etc. (2) If an entity commits an offence under this Act, every director, officer or agent of the entity who authorized, permitted or acquiesced in the offence is a party to and guilty of the offence and is liable, on summary conviction, to the penalty for the offence whether or not the entity has been prosecuted or convicted. Penalty (3) A person who is guilty of an offence referred to in this section is liable, (a)  in the case of an entity, to a fine of not more than $1,000,000; and (b)  in the case of an individual, to a fine of not more than $500,000 or to imprisonment for not more than two years or to both.
261 If a person is convicted of an offence under this Act the court making the conviction, in addition to any penalty it may impose, may order that person to comply with the provisions of this Act or the regulations for the contravention of which the person has been convicted.
262 If a person is convicted of an offence under this Act, the court making the conviction, may, in addition to any other penalty, order the person convicted to pay compensation or make restitution in relation to the offence to any person suffering a loss because of the offence.
263 (1) If a person has been convicted of an offence under this Act, the court may order the convicted person to pay an amount equal to the court’s estimation of the amount of any monetary benefits acquired by the convicted person or accruing to the convicted person or to the spouse or a dependant of the person. Same (2) Subsection (1) applies even though the maximum fine has been imposed on the convicted person.
264 (1) If a credit union or any director, officer, employee or agent of a credit union does not comply with any provision of this Act, the regulations, the Authority rules or by-laws, or the articles of incorporation or by-laws of the credit union, the Chief Executive Officer or a member or creditor of the credit union may apply to the court for an order directing the credit union, director, officer, employee or agent to comply with, or restraining the credit union, director, officer, employee or agent from acting in breach of, the provision. Additional order (2) On an application under subsection (1), the court may make the order applied for and such further order it thinks appropriate.
265 A contravention of a provision of this Act or the regulations does not invalidate a contract entered into in contravention of the provision unless otherwise expressly provided in this Act.
266 The fact that a person is subject to or has paid a penalty for an offence under this Act does not relieve that person from any other liability in a civil proceeding.
267 No proceeding for an offence under this Act shall be started more than two years after the facts on which the proceedings are based first came to the knowledge of the Chief Executive Officer. Administrative Penalties