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Financial Services Regulatory Authority of Ontario Act, 2016, S.O. 2016, c. 37, Sched. 8

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Versions
current June 29, 2017 (e-Laws currency date)
December 8, 2016 June 28, 2017

Financial Services Regulatory Authority of Ontario Act, 2016

S.o. 2016, chapter 37
Schedule 8

Historical version for the period December 8, 2016 to June 28, 2017.

Note: THIS ACT IS NOT YET IN FORCE. It comes into force on a day to be named by proclamation of the Lieutenant Governor. (See: 2016, c. 37, Sched. 8, s. 23)

No amendments.

CONTENTS

Interpretation

1.

Definitions

Establishment, Objects, Powers, etc.

2.

Authority established

3.

Object of the Authority

4.

Preparation to carry out function

5.

Information for preparation, etc.

6.

Powers of the Authority

7.

Application of certain Acts

Directors and Employees

8.

Board of directors

9.

By-laws

10.

Authority staff

Financial Matters

11.

Revenues not part of CRF

12.

Restriction on certain financial activities

13.

Loans, etc., to the Authority

14.

Payment of judgments against the Authority

15.

Assessment of regulated sector

16.

Payment of assessment

17.

Financial statements

18.

Minister’s request for information

Immunity

19.

Immunity of employees and others

20.

Testimony in civil proceedings

Regulations

21.

Regulations

 

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Interpretation

Definitions

1. In this Act,

“Authority” means the Financial Services Regulatory Authority of Ontario established under subsection 2 (1); (“Office”)

“DICO” means the Deposit Insurance Corporation of Ontario continued under section 249 of the Credit Unions and Caisses Populaires Act, 1994; (“SOAD”)

“Financial Services Tribunal” means the Financial Services Tribunal established under section 6 of the Financial Services Commission of Ontario Act, 1997; (“Tribunal des services financiers”)

“FSCO” means the Financial Services Commission of Ontario established under the Financial Services Commission of Ontario Act, 1997; (“CSFO”)

“Minister” means the Minister of Finance or such other member of the Executive Council as may be assigned the administration of this Act under the Executive Council Act; (“ministre”)

“regulated sector” has the same meaning as in section 1 of the Financial Services Commission of Ontario Act, 1997; (“secteur réglementé”)

“Superintendent of Financial Services” means the Superintendent of Financial Services appointed under section 5 of the Financial Services Commission of Ontario Act, 1997. (“surintendant des services financiers”)

Establishment, Objects, Powers, etc.

Authority established

2. (1) A corporation without share capital is hereby established under the name Financial Services Regulatory Authority of Ontario in English and Office ontarien de réglementation des services financiers in French.

Membership

(2) The members of the Authority shall consist of the members of its board of directors.

Crown agency

(3) The Authority is an agent of the Crown in right of Ontario.

Object of the Authority

3. The object of the Authority is to regulate the regulated sectors.

Preparation to carry out function

4. The Authority shall work with the Minister to prepare for the Authority to carry out the regulatory function described in section 3.

Information for preparation, etc.

5. (1) The Minister or the Authority may require FSCO, the Superintendent of Financial Services and DICO to provide information for the purpose of preparing for the Authority to carry out the regulatory function described in section 3 and for the transition from that function being carried out by FSCO, the Superintendent of Financial Services and DICO to that function being carried out by the Authority.

Format

(2) The Minister or the Authority may require that the information be provided in the format specified by the Minister or the Authority.

Compliance

(3) FSCO, the Superintendent of Financial Services and DICO shall comply with a requirement under this section.

Information shared between Minister and Authority

(4) Information, including information collected otherwise than in accordance with this section, may be provided for the purpose described in subsection (1),

(a) from the Minister to the Authority; or

(b) from the Authority to the Minister.

No notice to individual

(5) Any collection by the Minister or the Authority of personal information under this section is exempt from the application of subsection 39 (2) of the Freedom of Information and Protection of Privacy Act.

Deemed consistent purpose

(6) For the purposes of the Freedom of Information and Protection of Privacy Act, personal information in the custody or control of the Ministry that has been collected otherwise than in accordance with this section may be used by the Ministry for the purpose described in subsection (1), and that use shall be deemed to be for a purpose that is consistent with the purpose for which the personal information was obtained or compiled.

Powers of the Authority

6. The Authority has the capacity, rights, powers and privileges of a natural person for carrying out its objects, subject to the limitations under this Act.

Application of certain Acts

7. (1) The Corporations Information Act does not apply to the Authority.

Business Corporations Act

(2) Section 132, subsections 134 (1) and (3), and sections 135 and 136 of the Business Corporations Act apply, with necessary modifications, to the Authority and its directors and officers.

Corporations Act

(3) The Corporations Act does not apply to the Authority except as prescribed in the regulations made under this Act.

Note: On the later of the day subsection 7 (3) of the Financial Services Regulatory Authority of Ontario Act, 2016 comes into force and the day subsection 4 (1) of the Not-for-Profit Corporations Act, 2010 comes into force, subsection 7 (3) of this Act is repealed and the following substituted: (See: 2016, c. 37, s. 22)

Not-for-Profit Corporations Act, 2010

(3) The Not-for-Profit Corporations Act, 2010 does not apply to the Authority except as prescribed in the regulations made under this Act. 2016, c. 37, s. 22.

Directors and Employees

Board of directors

8. (1) The board of directors shall supervise the management of the Authority’s affairs.

Composition

(2) The board of directors shall consist of at least three and not more than 11 directors.

Appointment

(3) Each director shall be appointed by the Lieutenant Governor in Council, on the recommendation of the Minister.

Ineligibility

(4) A person who is an officer or other employee of the Authority is ineligible to be a director of the Authority.

Quorum

(5) A majority of the directors constitutes a quorum of the board of directors.  However, the by-laws may provide for a higher threshold for quorum.

Chair

(6) The Lieutenant Governor in Council shall, on the recommendation of the Minister, designate a director as chair.

Same

(7) The chair holds office for the term specified by the Lieutenant Governor in Council which shall not exceed his or her term as a director.

Acting chair

(8) If the chair is absent at any meeting of the board of directors or if the office of the chair is vacant, one of the directors who is chosen to so act by the directors present shall preside and have all the powers, duties and functions of the chair.

By-laws

9. (1) Subject to the approval of the Minister, the board of directors may make by-laws,

(a) governing the administration, management and conduct of the affairs of the Authority;

(b) governing the appointment of an auditor;

(c) setting out the powers, functions and duties of the chair and the officers employed by the Authority;

(d) delegating to employees of the Authority the exercise or performance of any power or duty conferred or imposed on an officer of the Authority under this Act and fixing the terms or conditions of the delegation;

(e) governing the remuneration and benefits of the employees;

(f) governing the time, place and method for holding meetings of the board of directors and the procedure at such meetings; and

(g) governing the appointment, operation or dissolution of committees of the board of directors and delegating duties of the board to the committees.

Notice to Minister

(2) The Authority shall deliver to the Minister a copy of every by-law.

Minister’s review

(3) Within 60 days after delivery of the by-law, the Minister may approve, reject or return it to the Authority for further consideration.

Effect of approval

(4) A by-law that is approved by the Minister becomes effective on the date of the approval or on such later date as the by-law may provide.

Effect of rejection

(5) A by-law that is rejected by the Minister does not become effective.

Effect of return for further consideration

(6) A by-law that is returned to the Authority for further consideration does not become effective until the Authority returns it to the Minister and the Minister approves it.

Expiry of review period

(7) If within the 60-day period the Minister does not approve, reject or return the by-law for further consideration, the by-law becomes effective on the 75th day after it is delivered to the Minister or on such later date as the by-law may provide.

Financial by-laws

(8) The following apply with respect to a by-law relating to borrowing, investing or managing financial risks:

1. Subsections (3) to (7) do not apply.

2. The by-law does not take effect unless it is approved by the Minister and, if the Minister is not the Minister of Finance, the Minister of Finance.

3. The by-law becomes effective upon being approved under paragraph 2 or on such later date as the by-law provides.

Publication

(9) The Authority shall publish each by-law on the Internet as soon as practicable after the by-law becomes effective.

Legislation Act, 2006, Part III

(10) Part III (Regulations) of the Legislation Act, 2006 does not apply to a by-law.

Authority staff

10. (1) The Authority may employ such persons as it considers necessary to enable it effectively to perform its duties and exercise its powers.

Chief Executive Officer

(2) The board of directors shall appoint a Chief Executive Officer who shall be responsible for the management and administration of the Authority, subject to the supervision and direction of the board.

Other officers

(3) The Authority may appoint from among its employees such other officers as it considers necessary.

Agreement for services

(4) The Authority and a ministry of the Crown may enter into agreements for the provision by employees of the Crown of any service required by the Authority to carry out its duties and powers. The Authority shall pay the agreed amount for services provided to it.

Financial Matters

Revenues not part of CRF

11. (1) Despite Part I of the Financial Administration Act, the revenues and investments of the Authority do not form part of the Consolidated Revenue Fund.

Same

(2) The revenues of the Authority shall be applied to carrying out its objects.

Restriction on certain financial activities

12. (1) The Authority shall not borrow, invest funds or manage financial risks unless,

(a) the activity is authorized by a by-law of the Authority; and

(b) the by-law is approved in accordance with paragraph 2 of subsection 9 (8).

Co-ordination of certain financial activities

(2) The Ontario Financing Authority shall co-ordinate and arrange all borrowing, investing of funds and managing of financial risks of the Authority.

Same

(3) The Minister of Finance may in writing direct a person other than the Ontario Financing Authority to perform the functions referred to in subsection (2).

Direction of Minister

(4) A direction of the Minister of Finance under subsection (3) may be general or specific and may include terms and conditions that the Minister of Finance considers advisable.

Non-application of Legislation Act, 2006, Part III

(5) Part III (Regulations) of the Legislation Act, 2006 does not apply to a direction issued under subsection (3).

Loans, etc., to the Authority

13. (1) The Lieutenant Governor in Council may, by order, authorize the Minister of Finance to purchase securities of, or make loans to, the Authority in the amounts, at the times and on the terms determined by the Minister, subject to the maximum principal amount specified by the Lieutenant Governor in Council that may be purchased or advanced or that may be outstanding at any time.

Same

(2) The Minister of Finance may pay out of the Consolidated Revenue Fund any amount required for the purposes of subsection (1).

Delegation of Minister’s authority

(3) The Lieutenant Governor in Council may, by order, delegate all or part of the authority of the Minister of Finance under subsection (1) to a public servant who works in the Ministry of Finance, other than in the office of the Minister, or who works in the Ontario Financing Authority.

Payment of judgments against the Authority

14. The Minister of Finance shall pay from the Consolidated Revenue Fund the amount of any judgment against the Authority that remains unpaid after the Authority has made reasonable efforts, including liquidating assets, to pay the amount of the judgment.

Assessment of regulated sector

15. (1) The Lieutenant Governor in Council may assess all entities that form part of a regulated sector with respect to all expenses and expenditures that the Ministry and the Authority have incurred and made in respect of the work described in section 4 and other work that relates to the object of the Authority under section 3.

Determination of amount

(2) If an assessment is made under subsection (1), the share of the assessment in respect of the regulated sector and the share of the assessment payable by an entity that forms part of the sector shall be determined in the manner prescribed by the regulations made under this Act.

Same, variations

(3) The manner of determining the share may vary for each regulated sector or for the entities that form part of the sector.

Recommendation of Authority

(4) On request, the Authority shall recommend to the Lieutenant Governor in Council the manner in which the regulations made under this Act should determine the share of the assessment in respect of a regulated sector and the share of the assessment payable by an entity that forms part of the sector.

Payment of assessment

16. (1) An entity that is assessed under section 15 shall pay the assessment.

Unpaid assessments

(2) If an entity that is assessed does not pay the assessment, the unpaid amount of the assessment is a debt due to the Crown and the Crown may recover the debt by action or by any other remedy or procedure available by law to the Crown for the collection of debts owed to the Crown, whether or not the Superintendent of Financial Services exercises the rights set out in subsection (3), (4) or (5).

Insurer

(3) If an insurer that is assessed does not pay the assessment, the Superintendent of Financial Services may suspend or cancel the insurer’s licence issued under the Insurance Act.

Loan and trust corporations

(4) If a corporation registered under the Loan and Trust Corporations Act that is assessed does not pay the assessment, the Superintendent of Financial Services may revoke the registration of the corporation under that Act.

Mortgage brokerages, etc.

(5) If a person or entity who has a licence issued under the Mortgage Brokerages, Lenders and Administrators Act, 2006 and who is assessed does not pay the assessment, the Superintendent of Financial Services may revoke the person’s or entity’s licence.

Holder of service provider’s licence

(6) If a person or entity who holds a service provider’s licence issued under Part VI (Automobile Insurance) of the Insurance Act and who is assessed does not pay the assessment, the Superintendent of Financial Services may revoke the licence.

Revival

(7) The Superintendent of Financial Services may revive the licence or restore the registration, as the case may be, if the entity that is assessed pays the amount owing on the assessment.

Financial statements

17. (1) The Authority shall prepare annual financial statements in accordance with generally accepted accounting principles. The financial statements must present the financial position, financial performance and changes in the financial position of the Authority for its most recent fiscal year.

Auditors

(2) The Authority shall appoint one or more auditors licensed under the Public Accounting Act, 2004 to audit the financial statements of the Authority for each fiscal year.

Auditor General

(3) The Auditor General may also audit the financial statements of the Authority.

Minister’s request for information

18. (1) The Authority shall promptly give the Minister such information about its activities, operations and financial affairs as the Minister requests.

Examination

(2) The Minister may designate a person to examine any financial or accounting procedures, activities or practices of the Authority. The person designated shall do so and report the results of the examination to the Minister.

Duty to assist, etc.

(3) The directors and employees of the Authority shall give the person designated by the Minister all the assistance and co-operation necessary to enable him or her to complete the examination.

Immunity

Immunity of employees and others

19. (1) No action or other civil proceeding shall be commenced against a director, employee or agent of the Authority for an act done in good faith in the exercise or performance or intended exercise or performance of a power or duty under this Act or the regulations made under this Act or under the by-laws of the Authority or for neglect or default in the exercise or performance in good faith of the power or duty.

Immunity of the Crown

(2) No action or other civil proceeding shall be commenced against the Crown for any act, neglect or default by a person referred to in subsection (1) or for any act, neglect or default by the Authority.

Exception

(3) Subsection (2) does not apply to a proceeding to enforce against the Crown its obligations under a written contract to which it is a party.

Same

(4) Subsections (1) and (2) do not relieve the Authority of any liability to which it would otherwise be subject with respect to a cause of action arising from any act, neglect or default mentioned in subsection (1).

Testimony in civil proceedings

20. No director, employee or agent of the Authority shall be required to testify in a civil proceeding, in a proceeding before the Superintendent of Financial Services or the Financial Services Tribunal or in a proceeding before any other tribunal respecting information obtained in the discharge of the person’s duties under this Act.

Regulations

Regulations

21. The Lieutenant Governor in Council may make regulations prescribing any matter mentioned in this Act as prescribed.

22. Omitted (provides for amendments to this Act).

23. Omitted (provides for coming into force of provisions of this Act).

24. Omitted (enacts short title of this Act).

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