V-1 - Securities Act

Section 1 Disposition versions

1983-04-01

1. In this act, the following terms mean or designate:

(1)  “Commission” : the Commission des valeurs mobilières du Québec;

(2)  “company” : any association of persons constituted as a corporation;

(3)  “investment counsel” : any person or company other than a broker or a security issuer who informs or advises the public, directly or through bulletins or other publications, as to the state of the market for securities or for certain securities; or who gives advice, makes suggestions or expresses opinions as to the expediency of buying or selling securities; or who publishes or causes to be published reports respecting certain securities; or who makes a business of studying, supervising or managing the securities portfolios of particular customers, or of advising them as to the constitution and management of such portfolios and as to the investment of their funds;

(4)  “broker” :

(a)  any person other than a salesman who, directly or through an agent, devotes all or part of his time to trading in securities;

(b)  any company or partnership so trading, and the officers thereof;

(5)  “security issuer” : any person, company, partnership or association of persons trading in securities of its or their own issue;

(6)  “investigator” : any person charged by the Commission with making an investigation under this act;

(7)  “officer” : the chairman or any vice-chairman of the board of directors, the president, any vice-president, the secretary, the assistant secretary, the treasurer, the assistant treasurer or the general manager of a company, partnership or association, or any other person designated an officer under the by-laws or statutes of the company, partnership or association;

(8)  “person” : an individual, partnership or association of individuals not constituted as a corporation;

(9)  “Director” : the Director of the Commission appointed under section 9;

(10)  “regulations” : the regulations made by the Government under this act;

(11)  “securities” :

(a)  any certificate, instrument or other document constituting evidence:

of a right, share or interest in the capital, assets, earnings or profits of an existing or proposed company, or of a person and particularly, but not restrictively, any bond, note, debenture, share, debenture-stock or any title of participation in such capital, assets, earnings or profits; or

of a subscription in any proposed company; or

of an agreement providing that a sum of money received by a person or company will be repaid or treated as a subscription to shares or interests in the capital or assets of an undertaking at the option of any person or company; or

of a share or interest in an association of legatees, heirs or trustees, in a trust estate, in an investment contract or in a bankers’ or trustees’ security; or

of a profit-sharing agreement; or

of interest in an oil, natural gas or mining claim or lease or in a voting trust agreement of an oil, natural gas or mining company; or

of a lease, right to royalties or other interest respecting an oil or natural gas undertaking; or

of a contract of concession under which the concessionary obtains certain special rights respecting the operation of an undertaking;

(b)  generally any certificate, instrument or document commonly known in the trade as a security or designated as such by the regulations;

(c)  any certificate, instrument or other document constituting evidence of a right or interest in an option given upon a security within the meaning of the preceding paragraphs;

(12)  “salesman” : any person employed or authorized by a broker or security issuer to deal in securities and any person acting as customer’s man;

(13)  “private company” : a company whose incorporating documents restrict the right to transfer its shares, prohibit any invitation to the public to subscribe for securities issued by it and limit the number of its shareholders to fifty, not including its employees or those who have already been in its employ;

(14)  repealed;

(15)  “secretary” : the secretary to the Commission appointed under section 9;

(16)  “registered person or company” : a person or company registered or required to be registered under this act;

(17)  “senior officer” :

i.  the chairman or any vice-chairman of the board of directors, the president, any vice-president, the secretary, the treasurer or the general manager of a company, partnership or association or any other individual who performs functions for the company, partnership or association similar to those normally performed by an individual occupying any such office, and

ii.  each of the five highest paid employees of a company, partnership or association, including any individual referred to in subparagraph i;

(18)  “voting share” : any share carrying voting rights under all circumstances or by reason of the occurrence of any condition that has been fulfilled;

(19)  “decision” : in addition to its usual meaning, a directive, order or ruling.

R. S. 1964, c. 274, s. 1; 1971, c. 77, s. 1; 1973, c. 67, s. 1; 1975, c. 76, s. 11; 1977, c. 5, s. 14; 1981, c. 9, s. 24; 1982, c. 52, s. 264.

1981-06-18

1. In this act, the following terms mean or designate:

(1)  “Commission” : the Commission des valeurs mobilières du Québec;

(2)  “company” : any association of persons constituted as a corporation;

(3)  “investment counsel” : any person or company other than a broker or a security issuer who informs or advises the public, directly or through bulletins or other publications, as to the state of the market for securities or for certain securities; or who gives advice, makes suggestions or expresses opinions as to the expediency of buying or selling securities; or who publishes or causes to be published reports respecting certain securities; or who makes a business of studying, supervising or managing the securities portfolios of particular customers, or of advising them as to the constitution and management of such portfolios and as to the investment of their funds;

(4)  “broker” :

(a)  any person other than a salesman who, directly or through an agent, devotes all or part of his time to trading in securities;

(b)  any company or partnership so trading, and the officers thereof;

(5)  “security issuer” : any person, company, partnership or association of persons trading in securities of its or their own issue;

(6)  “investigator” : any person charged by the Commission with making an investigation under this act;

(7)  “officer” : the chairman or any vice-chairman of the board of directors, the president, any vice-president, the secretary, the assistant secretary, the treasurer, the assistant treasurer or the general manager of a company, partnership or association, or any other person designated an officer under the by-laws or statutes of the company, partnership or association;

(8)  “person” : an individual, partnership or association of individuals not constituted as a corporation;

(9)  “Director” : the Director of the Commission appointed under section 9;

(10)  “regulations” : the regulations made by the Government under this act;

(11)  “securities” :

(a)  any certificate, instrument or other document constituting evidence:

of a right, share or interest in the capital, assets, earnings or profits of an existing or proposed company, or of a person and particularly, but not restrictively, any bond, note, debenture, share, debenture-stock or any title of participation in such capital, assets, earnings or profits; or

of a subscription in any proposed company; or

of an agreement providing that a sum of money received by a person or company will be repaid or treated as a subscription to shares or interests in the capital or assets of an undertaking at the option of any person or company; or

of a share or interest in an association of legatees, heirs or trustees, in a trust estate, in an investment contract or in a bankers’ or trustees’ security; or

of a profit-sharing agreement; or

of interest in an oil, natural gas or mining claim or lease or in a voting trust agreement of an oil, natural gas or mining company; or

of a lease, right to royalties or other interest respecting an oil or natural gas undertaking; or

of a contract of concession under which the concessionary obtains certain special rights respecting the operation of an undertaking;

(b)  generally any certificate, instrument or document commonly known in the trade as a security or designated as such by the regulations;

(c)  any certificate, instrument or other document constituting evidence of a right or interest in an option given upon a security within the meaning of the preceding paragraphs;

(12)  “salesman” : any person employed or authorized by a broker or security issuer to deal in securities and any person acting as customer’s man;

(13)  “private company” : a company whose incorporating documents restrict the right to transfer its shares, prohibit any invitation to the public to subscribe for securities issued by it and limit the number of its shareholders to fifty, not including its employees or those who have already been in its employ;

(14)  “Minister” : the Minister of Financial Institutions and Cooperatives;

(15)  “secretary” : the secretary to the Commission appointed under section 9;

(16)  “registered person or company” : a person or company registered or required to be registered under this act;

(17)  “senior officer” :

i.  the chairman or any vice-chairman of the board of directors, the president, any vice-president, the secretary, the treasurer or the general manager of a company, partnership or association or any other individual who performs functions for the company, partnership or association similar to those normally performed by an individual occupying any such office, and

ii.  each of the five highest paid employees of a company, partnership or association, including any individual referred to in subparagraph i;

(18)  “voting share” : any share carrying voting rights under all circumstances or by reason of the occurrence of any condition that has been fulfilled;

(19)  “decision” : in addition to its usual meaning, a directive, order or ruling.

R. S. 1964, c. 274, s. 1; 1971, c. 77, s. 1; 1973, c. 67, s. 1; 1975, c. 76, s. 11; 1977, c. 5, s. 14; 1981, c. 9, s. 24.

1977-12-31

1. In this act, the following terms mean or designate:

(1)  “Commission” : the Commission des valeurs mobilières du Québec;

(2)  “company” : any association of persons constituted as a corporation;

(3)  “investment counsel” : any person or company other than a broker or a security issuer who informs or advises the public, directly or through bulletins or other publications, as to the state of the market for securities or for certain securities; or who gives advice, makes suggestions or expresses opinions as to the expediency of buying or selling securities; or who publishes or causes to be published reports respecting certain securities; or who makes a business of studying, supervising or managing the securities portfolios of particular customers, or of advising them as to the constitution and management of such portfolios and as to the investment of their funds;

(4)  “broker” :

(a)  any person other than a salesman who, directly or through an agent, devotes all or part of his time to trading in securities;

(b)  any company or partnership so trading, and the officers thereof;

(5)  “security issuer” : any person, company, partnership or association of persons trading in securities of its or their own issue;

(6)  “investigator” : any person charged by the Commission with making an investigation under this act;

(7)  “officer” : the chairman or any vice-chairman of the board of directors, the president, any vice-president, the secretary, the assistant secretary, the treasurer, the assistant treasurer or the general manager of a company, partnership or association, or any other person designated an officer under the by-laws or statutes of the company, partnership or association;

(8)  “person” : an individual, partnership or association of individuals not constituted as a corporation;

(9)  “Director” : the Director of the Commission appointed under section 9;

(10)  “regulations” : the regulations made by the Government under this act;

(11)  “securities” :

(a)  any certificate, instrument or other document constituting evidence:

of a right, share or interest in the capital, assets, earnings or profits of an existing or proposed company, or of a person and particularly, but not restrictively, any bond, note, debenture, share, debenture-stock or any title of participation in such capital, assets, earnings or profits; or

of a subscription in any proposed company; or

of an agreement providing that a sum of money received by a person or company will be repaid or treated as a subscription to shares or interests in the capital or assets of an undertaking at the option of any person or company; or

of a share or interest in an association of legatees, heirs or trustees, in a trust estate, in an investment contract or in a bankers’ or trustees’ security; or

of a profit-sharing agreement; or

of interest in an oil, natural gas or mining claim or lease or in a voting trust agreement of an oil, natural gas or mining company; or

of a lease, right to royalties or other interest respecting an oil or natural gas undertaking; or

of a contract of concession under which the concessionary obtains certain special rights respecting the operation of an undertaking;

(b)  generally any certificate, instrument or document commonly known in the trade as a security or designated as such by the regulations;

(c)  any certificate, instrument or other document constituting evidence of a right or interest in an option given upon a security within the meaning of the preceding paragraphs;

(12)  “salesman” : any person employed or authorized by a broker or security issuer to deal in securities and any person acting as customer’s man;

(13)  “private company” : a company whose incorporating documents restrict the right to transfer its shares, prohibit any invitation to the public to subscribe for securities issued by it and limit the number of its shareholders to fifty, not including its employees or those who have already been in its employ;

(14)  “Minister” : the Minister of Consumer Affairs, Cooperatives and Financial Institutions;

(15)  “secretary” : the secretary to the Commission appointed under section 9;

(16)  “registered person or company” : a person or company registered or required to be registered under this act;

(17)  “senior officer” :

i.  the chairman or any vice-chairman of the board of directors, the president, any vice-president, the secretary, the treasurer or the general manager of a company, partnership or association or any other individual who performs functions for the company, partnership or association similar to those normally performed by an individual occupying any such office, and

ii.  each of the five highest paid employees of a company, partnership or association, including any individual referred to in subparagraph i;

(18)  “voting share” : any share carrying voting rights under all circumstances or by reason of the occurrence of any condition that has been fulfilled;

(19)  “decision” : in addition to its usual meaning, a directive, order or ruling.

R. S. 1964, c. 274, s. 1; 1971, c. 77, s. 1; 1973, c. 67, s. 1; 1975, c. 76, s. 11; 1977, c. 5, s. 14.