What changed

Disqualified persons

• (e)

  a person who is prohibited by subsection 156.09(9) or section 392 or 401.3 or subsection 156.09(9) from exercising voting rights attached to shares of the bank or whose voting rights attached to the shares are suspended under section 402.2 or subsection 973.03(4);

• (f)

  a person who is an officer, director or full time employee of an entity that is prohibited by subsection 156.09(9) or section 392 or 401.3 or subsection 156.09(9) from exercising voting rights attached to shares of the bank or whose voting rights attached to the shares are suspended under section 402.2 or subsection 973.03(4);

Application to court

• (1)

  If a person fails to comply with a direction made under subsection 401.2(7), 402(1) or 402.2(1), an application on behalf of the Minister may be made to a court for an order to enforce the direction.

Examination of authorized foreign banks

• (1.1)

  The Superintendent, from time to time, shall make or cause to be made any examination and inquiry into the business and affairs of any authorized foreign bank that the Superintendent considers to be necessary or expedient to determine whether the authorized foreign bank has adequate policies and procedures to protect itself against threats to its integrity or security in relation to its business in Canada. After the conclusion of each examination and inquiry, the Superintendent shall report on it to the Minister.

Prudential agreement

The Superintendent may enter into an agreement, called a “prudential agreement”, with an authorized foreign bank for the purposes of implementing any measure designed to protect the interests of its depositors and creditors or establishing adequate policies and procedures to protect it against threats to its integrity or security in respectrelation ofto its business in Canada.

Superintendent’s directions to authorized foreign bank

• (1.1)

  added on 2023-08-01

  If, in the opinion of the Superintendent, an authorized foreign bank does not have adequate policies and procedures to protect itself against threats to its integrity or security in relation to its business in Canada, the Superintendent may direct the authorized foreign bank to take any measures that in the opinion of the Superintendent are necessary to remedy the situation.

• (2)

  Subject to subsection (3), no direction shall be issued under subsection (1) or (1.1) to an authorized foreign bank or person unless the authorized foreign bank or person is provided with a reasonable opportunity to make representations in respect of the matter.

• (3)

  WhereIf, in the opinion of the Superintendent, the length of time required for representations to be made might be prejudicial to the public interest, the Superintendent may make a temporary direction with respect to the matters referred to in paragraphs (1)(a) and (b) or subsection (1.1) having effect for a period of not more than fifteen15 days.

Court enforcement

• (1)

  Where an authorized foreign bank or a person (a) is contravening or has failed to comply with a prudential agreement entered into under section 614.1 or a direction of the Superintendent made under subsection 615(1), (1.1) or (3), (b) is contravening this Act, or (c) has omitted to do any thing under this Act that is required to be done by or on the part of the authorized foreign bank or person,

• (a)

  is contravening or has failed to comply with a prudential agreement entered into under section 614.1 or a direction of the Superintendent made under subsection 615(1), (1.1) or (3),

Superintendent may take control

• (2)

  Control by the Superintendent under subsection (1) may be taken in respect of an authorized foreign bank where (a) the authorized foreign bank has failed to pay its liabilities or, in the opinion of the Superintendent, will not be able to pay its liabilities as they become due and payable; (b) the authorized foreign bank in respect of its business in Canada has failed to pay its liabilities or, in the opinion of the Superintendent, will not be able to pay its liabilities as they become due and payable; (c) [Repealed, 2001, c. 9, s. 170] (d) the assets of the authorized foreign bank in relation to its business in Canada are not, in the opinion of the Superintendent, sufficient to give adequate protection to the depositors and creditors of the authorized foreign bank in respect of its business in Canada; (e) an asset appearing on the books or records of the authorized foreign bank in respect of its business in Canada or held under its administration is not, in the opinion of the Superintendent, satisfactorily accounted for; (f) the authorized foreign bank has failed to comply with an order of the Superintendent under section 617; or (g) in the opinion of the Superintendent, any other state of affairs exists in respect of the authorized foreign bank that may be materially prejudicial to the interests of the authorized foreign bank’s depositors or creditors in respect of its business in Canada or to those of the owners of any assets under the authorized foreign bank’s administration in respect of its business in Canada, including where proceedings under a law relating to bankruptcy or insolvency have been commenced in Canada or elsewhere in respect of the authorized foreign bank or its holding body corporate; (h) in the opinion of the Superintendent, the continued operation of the authorized foreign bank in Canada would be materially prejudicial to its integrity or security in relation to its business in Canada; or (i) in the opinion of the Superintendent, the continued operation of the authorized foreign bank in Canada would pose a risk to national security.

• (f)

  the authorized foreign bank has failed to comply with an order of the Superintendent under section 617; or

• (g)

  in the opinion of the Superintendent, any other state of affairs exists in respect of the authorized foreign bank that may be materially prejudicial to the interests of the authorized foreign bank’s depositors or creditors in respect of its business in Canada or to those of the owners of any assets under the authorized foreign bank’s administration in respect of its business in Canada, including where proceedings under a law relating to bankruptcy or insolvency have been commenced in Canada or elsewhere in respect of the authorized foreign bank or its holding body corporate.;

• (h)

  added on 2023-08-01

  in the opinion of the Superintendent, the continued operation of the authorized foreign bank in Canada would be materially prejudicial to its integrity or security in relation to its business in Canada; or

• (i)

  added on 2023-08-01

  in the opinion of the Superintendent, the continued operation of the authorized foreign bank in Canada would pose a risk to national security.

• (2.1)

  added on 2023-08-01

  Subject to this Act, the Minister may, for reasons related to national security, direct the Superintendent to (a) take control, for a period not exceeding 16 days, of the assets of the authorized foreign bank; (b) take control, for a period exceeding 16 days, of the assets of the authorized foreign bank; or (c) if control of assets has been taken under paragraph (a), continue the control beyond the 16 days referred to in that paragraph.

• (a)

  added on 2023-08-01

  take control, for a period not exceeding 16 days, of the assets of the authorized foreign bank;

• (b)

  added on 2023-08-01

  take control, for a period exceeding 16 days, of the assets of the authorized foreign bank; or

• (c)

  added on 2023-08-01

  if control of assets has been taken under paragraph (a), continue the control beyond the 16 days referred to in that paragraph.

• (3.1)

  added on 2023-08-01

  If the Superintendent takes control of the assets of an authorized foreign bank under paragraph (2.1)(a), the Superintendent shall notify the authorized foreign bank that control has been taken at the direction of the Minister.

• (3.2)

  added on 2023-08-01

  If the Minister is considering whether to exercise the powers under paragraph (2.1)(b) or (c), the Superintendent shall notify the authorized foreign bank of the action that is being considered and of its right to make written representations to the Minister within the time specified in the notice, not exceeding 10 days after it receives the notice.

• (3.3)

  added on 2023-08-01

  Within 30 days after exercising any of the powers under subsection (2.1), the Minister shall notify (a) the Committee, as defined in section 2 of the National Security and Intelligence Committee of Parliamentarians Act; and (b) the Review Agency, as defined in section 2 of the National Security and Intelligence Review Agency Act.

• (a)

  added on 2023-08-01

  the Committee, as defined in section 2 of the National Security and Intelligence Committee of Parliamentarians Act; and

• (b)

  added on 2023-08-01

  the Review Agency, as defined in section 2 of the National Security and Intelligence Review Agency Act.

• (4)

  Where, pursuant to subsection (1),If the Superintendent has control under subsection (1) or (2.1) of the assets of an authorized foreign bank referred to in that subsection, the Superintendent may do all things necessary or expedient to protect the rights and interests of the depositors and creditors of the authorized foreign bank in respect of its business in Canada.

• (5)

  Where, pursuant to subsection (1),If the Superintendent has control under subsection (1) or (2.1) of the assets of an authorized foreign bank referred to in that subsection, (a) neither the authorized foreign bank nor any person acting on its behalf shall deal in any way with any of the assets without the prior approval of the Superintendent or a representative designated by the Superintendent; and (b) no person acting on behalf of the authorized foreign bank shall have access to any cash or securities held in Canada by the authorized foreign bank without the prior approval of the Superintendent or a representative designated by the Superintendent.

• (6)

  WhereIf the Superintendent takes control of the assets of an authorized foreign bank under subparagraph (1)(b)(i) or (ii) or paragraph (2.1)(b) or (c), the Superintendent may appoint one or more persons to assist in the control of the assets.

Expiration of control

• (1)

  Control by the Superintendent under subsection 619(1) of the assets of an authorized foreign bank expires on the day on which a notice by the Superintendent is sent to the principal officer of the authorized foreign bank stating that the Superintendent is of the opinion that the circumstances leading to the taking of control of the assets by the Superintendent have been substantially rectified and that the authorized foreign bank can resume control of its assets.

• (2)

  Control by the Superintendent under subsection 619(2.1) of the assets of an authorized foreign bank expires on the day on which a notice by the Superintendent is sent to the principal officer of the authorized foreign bank stating that the Minister is of the opinion, on the recommendation of the Superintendent, that corrective measures have been taken in response to the reasons related to national security and that the authorized foreign bank can resume control of its assets.

Superintendent may request winding-up

The Superintendent may, at any time before the receipt of a request under section 622 to relinquish control of the assets of an authorized foreign bank, request the Attorney General of Canada to apply for a winding-up order under section 10.1 of the Winding-up and Restructuring Act in respect of the authorized foreign bank, whereif the assets of the authorized foreign bank are under the control of the Superintendent pursuant tounder subparagraph 619(1)(b)(i) or (ii) or paragraph 619(2.1)(b) or (c).

Requirement to relinquish control

WhereIf no action has been taken by the Superintendent under section 621 and, after thirty30 days following the taking of control by the Superintendent under subsection 619(1) or (2.1) of the assets of an authorized foreign bank, the Superintendent receives from the principal officer of the authorized foreign bank a notice in writing requesting the Superintendent to relinquish control, the Superintendent mustshall, not later than twelve12 days after receipt of the notice, (a) comply with the request; or (b) request the Attorney General of Canada to apply for a winding-up order under section 10.1 of the Winding-up and Restructuring Act in respect of the authorized foreign bank.

Advisory committee

The Superintendent may appoint a committee of not more than six members to advise the Superintendent in respect of the assets and all other matters pertinent to the duties and responsibilities of the Superintendent in exercising control of the assets. The committee shall be appointed from among the banks and authorized foreign banks that are subject to an assessment under section 23 of the Office of the Superintendent of Financial Institutions Act and required to share in the expenses resulting from the taking of control of the assets of the authorized foreign bank under subsection 619(1) or (2.1).

Expenses payable by authorized foreign bank

• (1)

  WhereIf control of the assets of an authorized foreign bank has been taken under subparagraph 619(1)(b)(i) or (ii) or paragraph 619(2.1)(b) or (c) and the control expires or is relinquished under section 620 or paragraph 622(a), the Superintendent may direct that the authorized foreign bank be liable for repayment of all or part of the expenses resulting from the taking of control of the assets and assessed against and paid by other authorized foreign banks and by banks under section 23 of the Office of the Superintendent of Financial Institutions Act, together with any interest in respect of the expenses at any rate that is specified by the Superintendent.

Priority of claim in liquidation

In the case of the winding-up of the business in Canada of an authorized foreign bank, the expenses resulting from the taking of control of the assets of the authorized foreign bank under subsection 619(1) or (2.1) and assessed against and paid by other authorized foreign banks and by banks under section 23 of the Office of the Superintendent of Financial Institutions Act and interest in respect of the expenses at any rate that is specified by the Superintendent, constitute a claim of HerHis Majesty in right of Canada against the assets of the authorized foreign bank that ranks after any claim referred to in paragraph 627(1)(d).

Designation of body corporate

• (1)

  The Minister may, on the Commissioner’s recommendation and forof the purpose of this sectionCommissioner, approvedesignate a body corporate incorporated under the Canada Not-for-profit Corporations Act or under thea Canadaprovincial Businessstatute Corporationsequivalent to that Act to be anthe external complaints body if the body corporate’s purpose under its letters patent is, in the Minister’s opinion, to deal with complaints referred to in paragraph 627.43(1)(a) that have not been resolved by its member institutions to the satisfaction of the persons who made the complaints or that have not been dealt with within the prescribed period referred to in that paragraph.

• (2)

  ABefore designating a body corporate, the Minister shall take into account all matters that the Minister considers relevant, including whether the body corporate has (a) the reputation required under paragraph 627.49(a); and (b) policies and procedures and terms of reference that would enable it to discharge its functions and perform its activities in a manner that is seekingconsistent anwith approvalthe underpurpose subsectionset (1)out isin section 627.471 and to applycomply with paragraphs 627.49(b) to the Commissioner and include in the application, in the manner required by the Commissioner, any information, material and evidence that he or she requires(m).

• (a)

  renumbered

  the reputation required under paragraph 627.49(a); and

• (b)

  added on 2023-08-01

  policies and procedures and terms of reference that would enable it to discharge its functions and perform its activities in a manner that is consistent with the purpose set out in section 627.471 and to comply with paragraphs 627.49(b) to (m).

• (3)

  BeforeEvery approvinginstitution shall be a body corporate, the Minister shall take into account all matters that the Minister considers relevant to the application, including whether the body corporate has (a) the reputation required under paragraph 627.49(a); and (b) policies and procedures, and termsmember of reference to govern its functions and activities as anthe external complaints body, that would enable it to meet the conditions set out in paragraphs 627.49(b) to (m).

• (4)

  AnThe institutionexternal shallcomplaints bebody ais membernot an agent of onlyHis one body corporate that is approved under subsection (1)Majesty.

• (5)

  TheA approveddesignation bodymade corporateunder issubsection not(1) anshall agentbe ofpublished Herin Majestythe Canada Gazette.

Requirements

• (b)

  make its services as an external complaints body available across Canada in both official languages and offer those services free of charge to persons who make complaints to it;

• (c)

  ensureestablish policies, procedures and terms of reference that everyare person who acts on its behalf with respect to a complaint is impartial and independent of the partiessatisfactory to the complaintCommissioner pertaining to, among other things, dealing with complaints and the consultation, at least once a year, of its member institutions and consumers for the purpose of raising concerns about the external complaints body;

• (d)

  adviseinform the Commissioner in writing andwithin without30 delaydays ifafter the day on which it determines that a complaint raises a potential systemic issue;

• (g)

  impartially deal with complaints referred to in paragraph 627.43(1)(a) that have not been resolved by its member institutions to the satisfaction of the persons who made the complaints or that have not been dealt with within the prescribed period referred to in that paragraph;

• (h.1)

  added on 2023-08-01

  without delay, inform the Commissioner in writing of cases in which an institution does not comply with a final recommendation;

• (i.1)

  added on 2023-08-01

  within 60 days after the end of each quarter, submit to the Commissioner, in a form satisfactory to the Commissioner, (i) in relation to all investigations completed during the quarter, a copy of the record of the complaint, and (ii) any prescribed information;

• (i)

  added on 2023-08-01

  in relation to all investigations completed during the quarter, a copy of the record of the complaint, and

• (ii)

  added on 2023-08-01

  any prescribed information;

• (i.2)

  added on 2023-08-01

  within 60 days after the end of each quarter, meet with the Commissioner to discuss, among other things, complaints, operations and market trends and issues with the potential to impact consumers;

• (j)

  within 135 days after the end of each financial year, file a written report with the Commissioner on the performance of its functions and activities as an external complaints body for that year, which report is to include (i) information about (A) its constitution, governance and terms of reference, and the identity of its member institutions, (B) all sources of funding for its functions and activities as an external complaints body, including the fees charged to each of its member institutions for its services and the manner in which those fees are calculated, and (C) the results of the most recent evaluation referred to in paragraph (l), (ii) a summary of the results of any consultation with its member institutions and with persons who made complaints to it, (iii) in respect of each of its member institutions, the number and nature of complaints that it received, the number of complaints that it determined were within its terms of reference, the number of final recommendations that it made and the number of complaints that, in its opinion, were resolved to the satisfaction of the persons who made them, (iv) the average length of time taken to deal with complaints, (v) the number of complaints that it determined were not within its terms of reference and the reasons for that determination, (v.1) the number of complaints for which an institution did not comply with a final recommendation, (vi) the number of final recommendations that it made in which compensation was recommended, and (vii) the average and total compensation provided with respect to complaints that it determined were within its terms of reference;

• (i)

  information about (A) its constitution, governance and terms of reference, and the identity of its member institutions, (B) all sources of funding for its functions and activities as an external complaints body, including the fees charged to each of its member institutions for its services and the manner in which those fees are calculated, and (C) the results of the most recent evaluation referred to in paragraph (l),

• (B)

  all sources of funding for its functions and activities as an external complaints body, including the fees charged to each of its member institutions for its services and the manner in which those fees are calculated, and

• (v.1)

  added on 2023-08-01

  the number of complaints for which an institution did not comply with a final recommendation,

• (j.1)

  added on 2023-08-01

  meet with the Commissioner annually;

• (l)

  submit, every five years, to an evaluation of the performance of its functions and activities that is conducted, conductedat the discretion of the Commissioner, by the Commissioner or a third party in accordance with terms of reference that are established by the external complaints body corporate in consultation with the Commissioner, of the performance of its functions and activities as an external complaints body; and

• (m)

  meet any prescribed conditionrequirement.

Notice of transfer of membership

An institution shall give the Commissioner and the external complaints body of which it is a member written notice of a request[Repealed, or an intention to make a request2023, toc. become26, as. member of another external complaints body at least 90 days before the day on which it becomes a member of that other body.131]

Designation of body corporate

(1) The Minister may[Repealed, for the purpose of this section2023, designatec. a body corporate incorporated under the Canada Not-for-profit Corporations Act to be an external complaints body if the body corporate’s purpose is26, ins. the Minister’s opinion, to deal with complaints referred to in paragraph 627.43(1)(a) that have not been resolved by its member institutions to the satisfaction of the persons who made the complaints. (2) If a body corporate is designated under subsection (1), no approval may be given under subsection 627.48(1) and any approval that has been given under that subsection is revoked, and any complaint pending before a body corporate approved under subsection 627.48(1) shall be taken up and continued by the body corporate designated under subsection (1). (3) Every institution shall be a member of the body corporate that is designated under subsection (1). (4) The Minister may, in accordance with the letters patent and by-laws of the designated body corporate, appoint the majority of its directors. (5) A body corporate designated under subsection (1) is not an agent of Her Majesty. (6) A designation made under subsection (1) shall be published in the Canada Gazette.131]

Provision of information — external complaints body

An institution shall provide the external complaints body of which it is a member with all information in its possession or control that relates to a complaint in respect of the institution without delay after the external complaints body notifies it that the complaint has been received in respect of it.

Complaints procedures

• (b)

  the name of the external complaints body of which it is a member and the manner in which that body may be contacted; and

Regulations

• (n)

  respecting the collection, retention, use or disclosure of information about a customer and the manner in which complaints by the customer in relation to that collection, retention, use or disclosure are to be dealt with; and

• (o)

  respecting the requirements to be met by athe external complaints body corporate approved under subsection 627.48(1) and by a body corporate seeking approval under subsection 627.48(2); and

• (p)

  respecting[Repealed, the2023, requirementsc. to26, bes. met by a body corporate that is designated under subsection 627.51(1).133]

Production of information and documents

• (1)

  The Superintendent may, by order, direct a person who controls a bank or any entity that is affiliated with a bank to provide the Superintendent with suchany information or documents asthat may be specified in the order whereif the Superintendent believes that the production of the information or documents is necessary in order to be satisfied that (a) the provisions of this Act are being duly observed and that the bank is in a sound financial condition; or (b) the bank has adequate policies and procedures to protect itself against threats to its integrity or security.

• (a)

  added on 2023-08-01

  the provisions of this Act are being duly observed and that the bank is in a sound financial condition; or

• (b)

  added on 2023-08-01

  the bank has adequate policies and procedures to protect itself against threats to its integrity or security.

Examination of banks

• (1.1)

  The Superintendent, from time to time, shall make or cause to be made any examination and inquiry into the business and affairs of any bank that the Superintendent considers to be necessary or expedient to determine whether the bank has adequate policies and procedures to protect itself against threats to its integrity or security. After the conclusion of each examination and inquiry, the Superintendent shall report on it to the Minister.

Prudential agreement

The Superintendent may enter into an agreement, called a “prudential agreement”, with a bank for the purposes of implementing any measure designed to maintain or improve its safety and soundness or establishing adequate policies and procedures to protect it against threats to its integrity or security.

Superintendent’s directions to bank

• (1.1)

  added on 2023-08-01

  If, in the opinion of the Superintendent, a bank does not have adequate policies and procedures to protect itself against threats to its integrity or security, the Superintendent may direct the bank to take any measures that in the opinion of the Superintendent are necessary to remedy the situation.

• (2)

  Subject to subsection (3), no direction shall be issued to a bank or person under subsection (1) or (1.1) unless the bank or person is provided with a reasonable opportunity to make representations in respect of the matter.

• (3)

  WhereIf, in the opinion of the Superintendent, the length of time required for representations to be made under subsection (2) might be prejudicial to the public interest, the Superintendent may make a temporary direction with respect to the matters referred to in paragraphs (1)(a) and (b) or subsection (1.1) having effect for a period of not more than fifteen15 days.

Court enforcement

• (1)

  Where a bank or person (a) is contravening or has failed to comply with a prudential agreement entered into under section 644.1 or a direction of the Superintendent made under subsection 645(1), (1.1) or (3), (b) is contravening this Act, or (c) has omitted to do any thing under this Act that is required to be done by or on the part of the bank or person,

• (a)

  is contravening or has failed to comply with a prudential agreement entered into under section 644.1 or a direction of the Superintendent made under subsection 645(1), (1.1) or (3),

Superintendent may take control

• (1.1)

  Control by the Superintendent under subsection (1) may be taken in respect of a bank where (a) the bank has failed to pay its liabilities or, in the opinion of the Superintendent, will not be able to pay its liabilities as they become due and payable; (b) [Repealed, 2001, c. 9, s. 182] (c) the assets of the bank are not, in the opinion of the Superintendent, sufficient to give adequate protection to the bank’s depositors and creditors; (d) any asset appearing on the books or records of the bank or held under its administration is not, in the opinion of the Superintendent, satisfactorily accounted for; (e) the regulatory capital of the bank has, in the opinion of the Superintendent, reached a level or is eroding in a manner that may detrimentally affect its depositors or creditors; (f) the bank has failed to comply with an order of the Superintendent under paragraph 485(3)(a); (g) the bank’s deposit insurance has been terminated by the Canada Deposit Insurance Corporation; (g.1) in the opinion of the Superintendent, the bank’s depositors and creditors may be detrimentally affected because all of the common shares or membership shares of the bank must be disposed of under a direction made by the Minister or because there is a prohibition under this Act in respect of the exercise of the right to vote attached to all of the common shares or membership shares of the bank; (h) in the opinion of the Superintendent, any other state of affairs exists in respect of the bank that may be materially prejudicial to the interests of the bank’s depositors or creditors or the owners of any assets under the bank’s administration, including where proceedings under a law relating to bankruptcy or insolvency have been commenced in Canada or elsewhere in respect of the holding body corporate of the bank; (i) in the opinion of the Superintendent, the continued operation of the bank by the directors of the bank or by the officers of the bank responsible for its management would be materially prejudicial to its integrity or security; or (j) in the opinion of the Superintendent, the continued operation of the bank by the directors of the bank or by the officers of the bank responsible for its management would pose a risk to national security.

• (g)

  the bank’s deposit insurance has been terminated by the Canada Deposit Insurance Corporation; or

• (g.1)

  added on 2023-08-01

  in the opinion of the Superintendent, the bank’s depositors and creditors may be detrimentally affected because all of the common shares or membership shares of the bank must be disposed of under a direction made by the Minister or because there is a prohibition under this Act in respect of the exercise of the right to vote attached to all of the common shares or membership shares of the bank;

• (h)

  in the opinion of the Superintendent, any other state of affairs exists in respect of the bank that may be materially prejudicial to the interests of the bank’s depositors or creditors or the owners of any assets under the bank’s administration, including where proceedings under a law relating to bankruptcy or insolvency have been commenced in Canada or elsewhere in respect of the holding body corporate of the bank.;

• (i)

  added on 2023-08-01

  in the opinion of the Superintendent, the continued operation of the bank by the directors of the bank or by the officers of the bank responsible for its management would be materially prejudicial to its integrity or security; or

• (j)

  added on 2023-08-01

  in the opinion of the Superintendent, the continued operation of the bank by the directors of the bank or by the officers of the bank responsible for its management would pose a risk to national security.

• (1.11)

  added on 2023-08-01

  Subject to this Act, the Minister may, for reasons related to national security, direct the Superintendent to (a) take control, for a period not exceeding 16 days, of the assets of the bank and the assets under its administration; (b) take control, for a period exceeding 16 days, of the assets of the bank and the assets under its administration; (c) if control of assets has been taken under paragraph (a), continue the control beyond the 16 days referred to in that paragraph; or (d) take control of the bank.

• (a)

  added on 2023-08-01

  take control, for a period not exceeding 16 days, of the assets of the bank and the assets under its administration;

• (b)

  added on 2023-08-01

  take control, for a period exceeding 16 days, of the assets of the bank and the assets under its administration;

• (c)

  added on 2023-08-01

  if control of assets has been taken under paragraph (a), continue the control beyond the 16 days referred to in that paragraph; or

• (d)

  added on 2023-08-01

  take control of the bank.

• (1.3)

  added on 2023-08-01

  If the Superintendent takes control of the assets of the bank under paragraph (1.11)(a), the Superintendent shall notify the bank that control has been taken at the direction of the Minister.

• (1.4)

  added on 2023-08-01

  If the Minister is considering whether to exercise the powers under any of paragraphs (1.11)(b) to (d), the Superintendent shall notify the bank of the action that is being considered and of its right to make written representations to the Minister within the time specified in the notice, not exceeding 10 days after it receives the notice.

• (1.5)

  added on 2023-08-01

  Within 30 days after exercising any of the powers under subsection (1.11), the Minister shall notify (a) the Committee, as defined in section 2 of the National Security and Intelligence Committee of Parliamentarians Act; and (b) the Review Agency, as defined in section 2 of the National Security and Intelligence Review Agency Act.

• (a)

  added on 2023-08-01

  the Committee, as defined in section 2 of the National Security and Intelligence Committee of Parliamentarians Act; and

• (b)

  added on 2023-08-01

  the Review Agency, as defined in section 2 of the National Security and Intelligence Review Agency Act.

• (2)

  Where, pursuant to subsection (1),If the Superintendent has control under subsection (1) or (1.11) of the assets of a bank referred to in that subsection, the Superintendent may do all things necessary or expedient to protect the rights and interests of the depositors and creditors of the bank.

• (3)

  Where, pursuant to subsection (1),If the Superintendent has control under subsection (1) or (1.11) of the assets of a bank referred to in that subsection, (a) the bank shall not make, acquire or transfer any loan or make any purchase, sale or exchange of securities or any disbursement or transfer of cash of any kind without the prior approval of the Superintendent or a representative designated by the Superintendent; and (b) no director, officer or employee of the bank shall have access to any cash or securities held by the bank unless (i) a representative of the Superintendent accompanies the director, officer or employee, or (ii) the access is previously authorized by the Superintendent or the Superintendent’s representative.

Powers suspended

• (1)

  If the Superintendent takes control of a bank pursuant tounder subparagraph 648(1)(b)(iii) or paragraph 648(1.11)(d), the powers, duties, functions, rights and privileges of the directors of the bank and of the officers of the bank responsible for its management are suspended. If the bank is a federal credit union, the powers of the members to make, amend or repeal by-laws are also suspended.

• (2)

  WhereIf the Superintendent takes control of a bank pursuant tounder subparagraph 648(1)(b)(iii) or paragraph 648(1.11)(d), the Superintendent shall manage the business and affairs of the bank and in doing so the Superintendent (a) may perform any of the duties and functions that the persons referred to in subsection (1) were performing prior to the taking of control; and (b) has and may exercise any power, right or privilege that any such person had or could have exercised prior to the taking of control.

• (3)

  WhereIf the Superintendent takes control of a bank pursuant tounder subparagraph 648(1)(b)(iii) or paragraph 648(1.11)(d), the Superintendent may appoint one or more persons to assist in the management of the bank.

Expiration of control

• (1)

  Control by the Superintendent under subsection 648(1) of a bank or of the assets of a bank expires on the day on which a notice by the Superintendent is sent to the directors and officers who conducted the business and affairs of the bank stating that the Superintendent is of the opinion that the circumstances leading to the taking of control by the Superintendent have been substantially rectified and that the bank can resume control of its business and affairs.

• (2)

  Control by the Superintendent under subsection 648(1.11) of a bank or of the assets of a bank expires on the day on which a notice by the Superintendent is sent to the directors and officers who conducted the business and affairs of the bank stating that the Minister is of the opinion, on the recommendation of the Superintendant, that corrective measures have been taken in response to the reasons related to national security and that the bank can resume control of its business and affairs.

Superintendent may request winding-up

• (a)

  the assets of the bank are under the control of the Superintendent pursuant tounder subparagraph 648(1)(b)(i) or (ii) or paragraph 648(1.11)(b) or (c); or

• (b)

  the bank is under the control of the Superintendent pursuant tounder subparagraph 648(1)(b)(iii) or paragraph 648(1.11)(d).

Requirement to relinquish control

WhereIf no action has been taken by the Superintendent under section 651 and, after thirty30 days following the taking of control by the Superintendent under subsection 648(1) or (1.11) of a bank or of the assets of a bank, the Superintendent receives from its board of directors a notice in writing requesting the Superintendent to relinquish control, the Superintendent mustshall, not later than twelve12 days after receipt of the notice, (a) comply with the request; or (b) request the Attorney General of Canada to apply for a winding-up order under section 10.1 of the Winding-up and Restructuring Act in respect of the bank.

Advisory committee

The Superintendent may, from among the banks and authorized foreign banks that are subject to an assessment under section 23 of the Office of the Superintendent of Financial Institutions Act and required to share in the expenses resulting from the taking of control of a bank pursuant tounder subsection 648(1) or (1.11), appoint a committee of not more than six members to advise the Superintendent in respect of assets, management and all other matters pertinent to the duties and responsibilities of the Superintendent in exercising control of the bank.

Expenses payable by bank

• (1)

  WhereIf the Superintendent has taken control of a bank pursuant tounder subparagraph 648(1)(b)(iii) or paragraph 648(1.11)(d) and the control expires or is relinquished pursuant tounder section 650 or paragraph 652(a), the Superintendent may direct that the bank be liable for repayment of all or part of the expenses resulting from the taking of control of the bank and assessed against and paid by other banks and by authorized foreign banks pursuant tounder section 23 of the Office of the Superintendent of Financial Institutions Act, together with any interest in respect of the expenses at any rate that is specified by the Superintendent.

Priority of claim in liquidation

In the case of the winding-up of a bank, the expenses resulting from the taking of control of the bank under subsection 648(1) or (1.11) and assessed against and paid by other banks and by authorized foreign banks under section 23 of the Office of the Superintendent of Financial Institutions Act, and interest in respect of the expenses at any rate that is specified by the Superintendent, constitute a claim of HerHis Majesty in right of Canada against the assets of the bank that ranks after all other claims but prior to any claim in respect of the shares or membership shares of the bank.

Production of information and documents

• (1)

  The Superintendent may, by order, direct a person who controls a bank holding company or any entity that is affiliated with a bank holding company to provide the Superintendent with the information or documents that are specified in the order if the Superintendent believes that the production of the information or documents is necessary in order to (a) determine whether the bank holding company is complying with the provisions of this Act; or (b) ascertain the financial condition of the bank holding company; or (c) determine whether the bank holding company has adequate policies and procedures to protect itself against threats to its integrity or security.

• (a)

  determine whether the bank holding company is complying with the provisions of this Act; or

• (b)

  ascertain the financial condition of the bank holding company.; or

• (c)

  added on 2023-08-01

  determine whether the bank holding company has adequate policies and procedures to protect itself against threats to its integrity or security.

Examination of bank holding companies

• (1)

  The Superintendent, from time to time, shall make or cause to be made any examination and inquiry into the business and affairs of each bank holding company that the Superintendent considers to be necessary or expedient to determine whether the bank holding company is complying with the provisions of this Act and to ascertain the financial condition of the bank holding company or to determine whether the bank holding company has adequate policies and procedures to protect itself against threats to its integrity or security.

Prudential agreement

The Superintendent may enter into an agreement, called a “prudential agreement”, with a bank holding company for the purposes of implementing any measure designed to protect the interests of depositors, policyholders and creditors of any federal financial institution affiliated with it or establishing adequate policies and procedures to protect the bank holding company against threats to its integrity or security.

Superintendent’s directions to bank holding company

• (1.1)

  added on 2023-08-01

  If, in the opinion of the Superintendent, a bank holding company does not have adequate policies and procedures to protect itself against threats to its integrity or security, the Superintendent may direct the bank holding company to take any measures that in the opinion of the Superintendent are necessary to remedy the situation.

• (2)

  Subject to subsection (4), no direction shall be issued under subsection (1) or (1.1) unless the bank holding company is provided with a reasonable opportunity to make representations in respect of the matter.

• (3)

  If, in the opinion of the Superintendent, the length of time required for representations to be made might be prejudicial to the public interest, the Superintendent may make a temporary direction with respect to the matters referred to in paragraphs (1)(a) to (d) or subsection (1.1) having effect for a period of not more than fifteen15 days.

Minister — terms, conditions and undertakings

• (1)

  In addition to any other action that may be taken under this Act, the Minister may, in granting an approval, impose any terms and conditions or require any undertaking that the Minister considers appropriate, including any terms, conditions or undertakings specified by the Superintendent to maintain or improve the safety and soundness of any financial institution regulated under an Act of Parliament to which the approval relates or that might be affected by it or to ensure that such a financial institution has adequate policies and procedures to protect itself against threats to its integrity or security.

Revocation, suspension or amendment of approval — Minister

• (3)

  Before taking any action under thissubsection section(1) or (2), the Minister or the Superintendent, as the case may be, shall give the person concerned a reasonable opportunity to make representations.

• (4)

  added on 2023-08-01

  If, in the Minister’s opinion, the length of time required for representations to be made under subsection (3) might be prejudicial to the public interest, the Minister may temporarily suspend or amend any approval granted by the Minister.

• (5)

  added on 2023-08-01

  A temporary suspension or amendment of an approval ceases to have effect on the earlier of (a) the expiry of 30 days after the day on which it takes effect or of a shorter period that is specified by the Minister, and (b) if the approval is revoked, suspended or amended under subsection (1), the day on which the revocation, suspension or amendment takes effect.

• (a)

  added on 2023-08-01

  the expiry of 30 days after the day on which it takes effect or of a shorter period that is specified by the Minister, and

• (b)

  added on 2023-08-01

  if the approval is revoked, suspended or amended under subsection (1), the day on which the revocation, suspension or amendment takes effect.

Not statutory instruments

An instrument issued or made under this Act and directed to a single bank, bank holding company, authorized foreign bank or person, other than a regulation made under paragraph 627.998(o) or (p) or an order referred to in section 499, is not a statutory instrument for the purposes of the Statutory Instruments Act.

Appeal to Federal Court

• (1)

  An appeal lies to the Federal Court from any direction of the Minister made under subsection 401.2(7), 402(1), 402.2(1), 913(7) or 915(1).