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Statutes of Newfoundland 1998


CHAPTER 15

AN ACT TO AMEND THE CREDIT UNION ACT

(Assented to December 15, 1998)

Analysis

1. S.2 Amdt.
Definitions

2. S.9 Amdt.
Certificate of incorporation

3. S.11 Amdt.
Business commencement
requirements

4. S.18 Amdt.
Business of credit unions

5. S.47 Amdt.
Loans

6. S.92 R&S
Committees

7. S.105 Amdt.
Annual returns

8. S.130 Amdt.
Restated articles

9. S.138 Amdt.
Approval of superintendent

10. S.152 Amdt.
Effect of Bankruptcy Act
(
Canada)

11. Part X R&S
PART X
TRADE ASSOCIATION
153. Application
154. Trade association
155. Articles
156. Purpose
157. Incorporation
158. Articles, bylaws, etc.
159. Approval of
application

12. S.177 Amdt.
Purposes

13. S.179 Amdt.
Powers

14. Ss.180 & 181 R&S
180. Board
181. Officers

15. S.198 Amdt.
Report to minister

16. S.199 Amdt.
Definitions

17. Ss.200 and 201 Amdt.
200. Derivative action
201. Powers of court

18. S.208 Amdt.
Review and examination

19. S.209 Amdt.
Examination powers

20. S.210 Amdt.
Voluntary compliance

21. S.211 Amdt.
Compliance order

22. S.219 Amdt.
Maintenance of action

23. S.220 Amdt.
Supervision of credit
union

24. S.221 Amdt.
Supervision of
central

25. Ss.222 and 223 R&S
222. Supervisor
223. Length of supervision

26. S.243 Amdt.
Regulations

27. General Amdt.

28. Commencement

Be it enacted by the Lieutenant-Governor and House of Assembly in Legislative Session convened, as follows:


SN1995 cC-37.1
as amended

1. (1) Paragraph 2(b) of the Credit Union Act is repealed.

(2) Paragraph 2(e) of the Act is repealed.

(3) Paragraph 2(f) of the Act is repealed and the following substituted:

(f) "deposit" means money placed in an account in a credit union or a financial central as prescribed by the regulations;

(4) Paragraphs 2(j) and (k) of the Act are repealed and the following substituted:

(j) "member" means a person who is a shareholder of a credit union and who, in accordance with the credit unionís by-laws, qualifies for membership in that credit union;

(k) "minister" means the minister appointed under the Executive Council Act to administer this Act;

(5) Paragraph 2(m) of the Act is amended by deleting the words "or the central" wherever they occur.

(6) Paragraph 2(q) of the Act is amended by deleting the words "or the central" and by deleting the word "and" at the end of that paragraph.

(7) Section 2 of the Act is amended by deleting the period at the end of paragraph (r) and substituting a semicolon and the word "and" and by adding immediately after that paragraph the following:

(s) "trade association" means the Credit Union Central of Newfoundland and Labrador and the Alliance for Newfoundland and Labrador Credit Unions Limited continued under section 154 and includes another association incorporated under this or another Act for the purpose of providing the services of a trade association for credit unions.

2. Subsection 9(1) of the Act is amended by repealing paragraph (c).

3. Subsection 11(4) of the Act is repealed and the following substituted:

(4) All deposits and share subscriptions taken in support of an application for incorporation of a credit union or before a credit union is approved to commence business shall be held in trust in the manner required by the guarantee corporation.

4. Subsection 18(3) of the Act is repealed and the following substituted:

(3) Notwithstanding subsections (1) and (2), a credit union may, in the manner prescribed by regulation, enter into an arrangement for services with a person who is not a member.

5. Subsection 47(1) of the Act is repealed and the following substituted:

Loans

47. (1) Subject to those terms, conditions, restrictions or limitations that may be established by the guarantee corporation, a credit union shall establish, in accordance with the regulations, loan policies in relation to the lending activities of the credit union and may in accordance with those policies and the regulations

(a) make loans to its members, including directors, officers and employees;

(b) participate in a loan to a member of another credit union incorporated in the province where it has entered into a written agreement for that purpose with all other credit unions participating in that loan; and

(c) acquire from another credit union incorporated in the province its interest in a loan made to a member of the other credit union.

6. Section 92 of the Act is repealed and the following substituted:

Committees

92. The directors of a credit union shall establish those committees which the minister may prescribe by regulation and those committees shall perform the duties and have the powers provided for in the regulations.

7. Subsection 105(5) of the Act is amended by deleting the phrase "and the central,".

8. Subsection 130(3) of the Act is amended by deleting the word "or" and substituting the word "of".

9. Subsection 138(2) of the Act is repealed and the following substituted:

(2) An approval shall not be granted under subsection (1) unless the superintendent has received an affidavit made under oath or affirmation of a director or officer to the credit union proposing to sell, lease or exchange its property establishing, to the satisfaction of the superintendent, that there are reasonable grounds for believing that

(a) the sale, lease or exchange of the property will not increase the likelihood of a claim upon the guarantee corporation;

(b) creditors, including shareholders of the credit union who are not members, will not be prejudiced by the sale, lease or exchange of the property; and

(c) the sale, lease or exchange of the property has been consented to by not less than 60% of all known creditors of the credit union.

10. Section 152 of the Act is amended by deleting the words "Bankruptcy Act" wherever they occur and substituting the words "Bankruptcy and Insolvency Act".

11. Part X of the Act is repealed and the following substituted:

PART X

TRADE ASSOCIATION

Application

153. (1) This Part applies to a trade association.

(2) Sections 7, 8, 10, 12, 13, 14, 15, 24, 26, 27, 28, 29, 35, 36, 41 and 49, and Parts VII, IX and XII apply, with the necessary changes, to a trade association.

Trade association

154. (1) The Credit Union Central of Newfoundland and Labrador and the Alliance for Newfoundland and Labrador Credit Unions Limited incorporated under the Co-operative Societies Act in force immediately before the commencement of this Act are continued as corporations under this Act.

(2) The directors and officers of a trade association referred to in subsection (1) who held office immediately before the commencement of this subsection continue in office until their successors are appointed or elected in accordance with this Act.

(3) On the commencement of this Act

(a) a trade association

(i) becomes subject to this Act,

(ii) continues to be the owner of its property, and

(iii) continues to be liable for its obligations;

(b) an action, claim or prosecution commenced immediately before the commencement of this Act and involving a trade association is unaffected;

(c) a civil, criminal or administrative action or proceeding pending by or against a trade association may be continued by or against that trade association; and

(d) a conviction against, or ruling, order or judgment in favour of or against a trade association may be enforced by or against that trade association.

Articles

155. Within one year after the commencement of this Act, a trade association referred to in subsection 154(1) shall file with the superintendent, articles of continuance in the required form, setting out

(a) the name of the trade association;

(b) the place in the province where the registered office of the trade association is situated;

(c) the name, residence address and principal occupation of each director of the trade association; and

(d) restrictions on the business that the trade association may carry on,

and providing for all other matters which by this Act are required to be dealt with in the articles of the trade association.

Purpose

156. Notwithstanding another section of this Act, the purposes and powers of a trade association shall be as prescribed by regulation.

Incorporation

157. A trade association may be incorporated under this Act on the request of 5 or more credit unions.

Articles, bylaws, etc.

158. A trade association referred to in section 157 shall apply for incorporation as a trade association by sending to the superintendent

(a) the proposed articles of incorporation;

(b) the proposed bylaws;

(c) a notice of registered office; and

(d) other information that the superintendent may require.

Approval of application

159. (1) The superintendent may approve an application for incorporation of a trade association

(a) where he or she is satisfied that

(i) the proposed articles of incorporation and bylaws are as required under this Act,

(ii) the proposed trade association will be organized and operated in accordance with the purposes and powers prescribed by regulation, and

(iii) the applicants are qualified to establish and the proposed directors are qualified to operate the proposed trade association; and

(b) unless he or she considers the application is contrary to the public interest.

(2) The superintendent shall file the articles of incorporation and bylaws submitted under this section and shall issue a certificate of incorporation in accordance with section 232.

(3) The superintendent shall file a notice of the issuing of the certificate of incorporation in the Gazette.

12. Paragraph 177(e) of the Act is amended by adding immediately after the word "union" the words "and a trade association".

13. (1) Paragraph 179(e) of the Act is amended by adding immediately after the word "unions" the words "and trade associations".

(2) Paragraph 179 (m) of the Act is repealed.

14. Sections 180 and 181 of the Act are repealed and the following substituted:

Board

180. (1) The affairs of the guarantee corporation shall be administered by a board of directors of not more than 7 members who shall be appointed by the minister in accordance with the regulations.

(2) A person who is a citizen of Canada and is at least 19 years of age may be appointed as a director of the guarantee corporation.

(3) Notwithstanding subsection (2), an employee or a director of a trade association or of a credit union shall not be appointed as a director of the guarantee corporation.

Officers

181. (1) The chairperson, vice-chairperson and the secretary treasurer of the board of directors of the guarantee corporation shall be appointed in accordance with the regulations.

(2) The board of directors of the guarantee corporation may appoint those other officers and committees that it considers necessary to fulfill the purposes of the guarantee corporation under this Act.

(3) Notwithstanding paragraph 186(2)(b), employees required to exercise the powers and duties of the guarantee corporation shall be considered to be employees of the government of the province, shall be employed in the manner required by law and the board of directors may determine the duties of those employees.

15. Subsection 198(2) of the Act is repealed and the following substituted:

(2) The guarantee corporation shall, within 120 days after the end of each fiscal year or within the extended period that the minister may approve, send to each credit union, a copy of its financial statements, with the auditorís report on them, for that fiscal year.

16. Subparagraph 199(b)(i) of the Act is amended by adding immediately after the word "union" the words "or of a trade association".

17. Sections 200 and 201 of the Act are amended by adding immediately after the word "union" wherever it occurs, the words "or trade association".

18. Section 208 of the Act is amended by deleting the phrase "for a credit union," and the comma immediately before that phrase.

19. Subsection 209(1) of the Act is amended by deleting the phrase "for a credit union,".

20. Subsection 210(1) of the Act is amended by deleting the phrase "for a credit union,".

21. Subsection 211(1) of the Act is repealed and the following substituted:

Compliance order

211. (1) Where, in the opinion of the superintendent or the guarantee corporation, a credit union or a trade association is committing an act or pursuing a course of conduct that

(a) does not comply with this Act;

(b) might reasonably be expected, if continued, to result in a state of affairs that would not be in compliance with this Act;

(c) does not comply with a voluntary compliance program under section 210;

(d) does not comply with an undertaking given or agreement made with the minister or the superintendent under this Act; or

(e) constitutes a practice that might prejudice or adversely affect the interests of depositors,

the superintendent or the guarantee corporation may

(f) give notice to the credit union or trade association of an intention to order the credit union or trade association to cease doing an act or to cease pursuing a course of conduct identified by the guarantee corporation or the superintendent;

(g) order the credit union or trade association to cease doing an act or to cease pursuing a course of conduct identified by the superintendent or the guarantee corporation; and

(h) order that the credit union or trade association perform those acts that, in the opinion of the superintendent or the guarantee corporation, are necessary to remedy the situation.

22. Paragraphs 219(1)(a) and (b) of the Act are amended by deleting the phrase "in the case of a credit union," and the comma immediately before that phrase wherever it occurs.

23. Section 220 of the Act is amended by deleting the words "appointed by the superintendent" and substituting the words "whom the superintendent shall appoint".

24. Section 221 of the Act is amended by deleting the words "appointed by the superintendent" and substituting the words "whom the superintendent shall appoint".

25. Sections 222 and 223 of the Act are repealed and the following substituted:

Supervisor

222. The superintendent may appoint the guarantee corporation or another person as a supervisor to supervise a credit union under section 220 or a trade association under section 221.

Length of supervision

223. (1) Where a credit union or trade association is declared to be under supervision under sections 220 and 221, the credit union or trade association remains subject to supervision until

(a) the supervisor appointed under section 221 or 222 applies to the superintendent to have the credit union or trade association released from supervision; or

(b) the credit union or trade association applies in writing to the superintendent, under notice to the supervisor, to be released from supervision, stating reasons in support of its application, and

the superintendent approves the application and by notice to the credit union or trade association and the supervisor, releases the credit union or trade association from supervision.

(2) Where a credit union or trade association is declared to be under supervision under section 220 or 221, that supervision ceases when

(a) the credit union or trade association is liquidated, dissolved or amalgamated; or

(b) in the case of a credit union or trade association that has been placed under supervision by the court, the court has ordered the release of the credit union or trade association from supervision.

26. Section 243 of the Act is amended

(a) by repealing paragraphs (aa) and (bb) and substituting the following:

(aa) respecting the committees the credit union is required to establish and the duties and powers of those committees;

(b) by repealing paragraph (ff) and (gg) and substituting the following:

(ff) prescribing the purposes and powers of a trade association;

(gg) respecting the articles and bylaws of a trade association; and

(c) by repealing paragraph (mm) and substituting the following:

(mm) respecting the appointment of persons as directors of the guarantee corporation under subsection 180(1) and respecting appointments of the officers of the guarantee corporation under subsection 181(1);

General Amdt.

27. The Act is amended at sections 12, 83, 109, 186, 199, 202, 203, 204, 205, 208, 209, 210, 211, 213, 219, 221, 222, 224, 225, 227, 228, 229, 230, 233, 235, 239, 243, 244 and 246 by deleting the words "the central" wherever they occur and substituting the words "a trade association".

Commencement

28. This Act shall come into force on the date of the coming into force of the Credit Union Act.

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