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A-32 - Act respecting insurance

Section 43
Disposition versions

Full text
43. Except with the written authorization of the Minister, no insurance company may allot its voting shares or register a transfer of its voting shares where the allotment or transfer would
(1)  directly or indirectly give to a person and his associates 10% or more of the voting rights attached to the shares if they do not already control the company;
(2)  directly or indirectly increase the voting rights attached to the shares already held by a person and his associates to at least 10% or at least a multiple of 10% if they do not already control the company;
(3)  give to a person and his associates control of the company.
Where an allotment of voting shares or registration of a transfer of shares by a legal person that controls an insurance company has, in respect of such shares, an effect described in subparagraphs 1 to 3 of the first paragraph, the legal person shall cease to be entitled to exercise the voting rights attached to the shares of the insurance company, unless it obtains written authorization from the Minister.
However, the authorization of the Minister is not required where the voting shares of the insurance company or of the legal person that controls it, as the case may be, are listed on a recognized stock exchange and the allotment or transfer would not give control to a person and his associates.
1974, c. 70, s. 43; 1982, c. 52, s. 80; 1984, c. 22, s. 15; 1990, c. 86, s. 4; 1996, c. 63, s. 80; 2003, c. 1, s. 2.
43. Except with the written authorization of the Minister, no insurance company may allot its voting shares or register a transfer of its voting shares where the allotment or transfer would
(1)  directly or indirectly give to a person and his associates 10 % or more of the voting rights attached to the shares if they do not already control the company;
(2)  directly or indirectly increase the voting rights attached to the shares already held by a person and his associates to at least 10 % or at least a multiple of 10 % if they do not already control the company;
(3)  directly or indirectly give to a person and his associates control of the company.
Where an allotment of voting shares or registration of a transfer of shares by a legal person that controls an insurance company has, in respect of such shares, an effect described in subparagraphs 1 to 3 of the first paragraph, the legal person shall cease to be entitled to exercise the voting rights attached to the shares of the insurance company, unless it obtains written authorization from the Minister.
However, the authorization of the Minister is not required where the voting shares of the insurance company or of the legal person that controls it, as the case may be, are listed on a recognized stock exchange and the allotment or transfer would not directly or indirectly give control to a person and his associates.
1974, c. 70, s. 43; 1982, c. 52, s. 80; 1984, c. 22, s. 15; 1990, c. 86, s. 4; 1996, c. 63, s. 80.
43. Except with the written authorization of the Minister, no insurance company may allot its voting shares or register a transfer of its voting shares where the allotment or transfer would
(1)  directly or indirectly give to a person and his associates 10 % or more of the voting rights attached to the shares if they do not already control the company;
(2)  directly or indirectly increase the voting rights attached to the shares already held by a person and his associates to at least 10 % or at least a multiple of 10 % if they do not already control the company;
(3)  directly or indirectly give to a person and his associates control of the company.
Where an allotment of voting shares or registration of a transfer of shares by a corporation that controls an insurance company has, in respect of such shares, an effect described in subparagraphs 1 to 3 of the first paragraph, the corporation shall cease to be entitled to exercise the voting rights attached to the shares of the insurance company, unless it obtains written authorization from the Minister.
However, the authorization of the Minister is not required where the voting shares of the insurance company or of the corporation that controls it, as the case may be, are listed on a recognized stock exchange and the allotment or transfer would not directly or indirectly give control to a person and his associates.
1974, c. 70, s. 43; 1982, c. 52, s. 80; 1984, c. 22, s. 15; 1990, c. 86, s. 4.
43. Except on prior notice of 30 days to the Inspector General, the directors and officers of insurance companies are forbidden to permit any allotment of voting shares entailing an increase of 10 % or more in the number of such shares or to permit the registration of a transfer of voting shares involving 10 % or more of the issued voting shares.
At the time of a transfer or allotment of voting shares the effect of which may be to increase the number of voting shares held directly or indirectly by a person, or a related group within the meaning of section 49, to more than 50 % of the issued voting shares of an insurance company, that person or, in the case of a related group, the person who would hold the greatest number of voting shares issued by that insurance company, is required to give prior notice of thirty days to the Inspector General.
For the purposes of the second paragraph, where the voting shares of the insurance company are held by a corporation, the shareholders of the corporation are deemed to hold a number of voting shares in the insurance company proportionate to the ratio between the voting shares they hold in the holding corporation and the voting shares held by the corporation in the insurance company.
1974, c. 70, s. 43; 1982, c. 52, s. 80; 1984, c. 22, s. 15.
43. Except on prior notice of thirty days to the Inspector General, the directors and officers of insurance companies are forbidden to permit any allotment of shares entailing an increase of 10 per cent or more in the number of such shares or to permit the registration of a transfer of shares involving 10 per cent or more of the issued shares.
The same applies to every transfer or allotment of shares the effect of which may be to increase the number of shares held directly or indirectly by the same person to more than 50 per cent of the issued shares.
1974, c. 70, s. 43; 1982, c. 52, s. 80.
43. Except on prior notice of thirty days to the Superintendent, the directors and officers of insurance companies are forbidden to permit any allotment of shares entailing an increase of 10 per cent or more in the number of such shares or to permit the registration of a transfer of shares involving 10 per cent or more of the issued shares.
The same applies to every transfer or allotment of shares the effect of which may be to increase the number of shares held directly or indirectly by the same person to more than 50 per cent of the issued shares.
1974, c. 70, s. 43.
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