ON THIS PAGE
5 Bill C-15 Division Summaries with Vote Questions. Read each summary. Then vote below.
- Division 10: Finance Sunset Provisions
- Division 11: Modernizing Bank Limits
- Division 12: Electronic Delivery
- Division 13: Equity Threshold
- Division 14: Finance Superintendent
DIVISION 10 Legislation Related to Financial Institutions (Sunset Provisions) Trust and Loan Companies Act · Bank Act · Insurance Companies Act
WHAT THE BILL SAYS
Division 10 amends three federal statutes governing financial institutions — the Trust and Loan Companies Act (1991, c. 45), the Bank Act (1991, c. 46), and the Insurance Companies Act (1991, c. 47) — by replacing existing sunset provisions in each Act. The amendments extend the operating deadline for all federally regulated financial institutions to June 30, 2033.
Specific clauses amended:
- s. 247 — Trust and Loan Companies Act, s. 20(1): companies cease operations after June 30, 2033
- s. 248 — Bank Act, s. 21(1): banks and authorized foreign banks cease operations in Canada after June 30, 2033
- s. 249 — Bank Act, s. 670(1): bank holding companies cease operations after June 30, 2033
- s. 250 — Insurance Companies Act, s. 21(1): companies, societies and foreign companies cease operations in Canada after June 30, 2033
- s. 251 — Insurance Companies Act, s. 707(1): insurance holding companies cease operations after June 30, 2033
PLAIN LANGUAGE SUMMARY
Every bank, trust company, insurance company and their holding companies operating in Canada runs on a government-set expiry date. Without Parliament renewing that date, they legally cannot operate. Division 10 moves that expiry date to June 30, 2033 — buying another review cycle before Parliament has to revisit whether these institutions get to keep operating.
This is routine housekeeping — but it is also a reminder that every major financial institution in Canada operates at the pleasure of Parliament.
DIVISION 11 Legislation Related to Financial Institutions (Modernizing Limits on Borrowing, Loans and Investments) Trust and Loan Companies Act · Bank Act · Insurance Companies Act (1991, cc. 45, 46, 47) — ss. 252–286
WHAT THE BILL SAYS
Division 11 makes parallel amendments across all three major financial institution statutes, applying the same structural changes to trust and loan companies, banks, bank holding companies, insurance companies, societies, foreign companies and insurance holding companies:
Repeals across all three Acts:
- Definitions of "commercial loan" removed
- Entire blocks of sections governing investment and lending limits repealed (ss. 460–466, 475–478, 502–508, 561–563, 565–566, 613, 616–620, 937–940, 978–983 and others)
- Restricted activity categories trimmed from multiple sections
New Superintendent divestment authority (added to all entities): The Superintendent of Financial Institutions gains authority to order any regulated entity to reduce its portfolio exposure in: commercial loans, real property interests, participating shares in bodies corporate, and ownership interests in unincorporated entities — but only on prudential grounds the Superintendent considers relevant
Expanded exempt debt obligations (added across all Acts): A standardized expanded list of debt obligations exempt from investment limits, including: institutionally guaranteed debt, government-issued debt (federal, provincial, municipal, foreign), prescribed international agency debt, widely distributed debt, and debt of controlled entities
Foreign company segregated funds (ss. 279–280): Clarifies that segregated fund assets and liabilities of foreign insurance companies are excluded from certain asset and liability calculations
Coming into force (s. 286): No fixed date — provisions come into force on a day or days fixed by order of the Governor in Council
PLAIN LANGUAGE SUMMARY
Division 11 tears out the rulebook on what banks, trust companies and insurance companies can lend and invest in — repealing hard statutory limits that have governed these institutions since 1991. In their place, the Superintendent of Financial Institutions gets broad discretionary authority to step in and order any institution to shrink specific portfolios when the Superintendent decides there's a risk.
The old system: Parliament set the limits in law. The new system: the regulator decides when enough is enough.
One more flag — s. 286 gives the Governor in Council control over when these changes actually take effect. There is no fixed date. Cabinet decides the timing.
DIVISION 12 Legislation Related to Financial Institutions (Electronic Delivery of Governance Documents) Bank Act · Trust and Loan Companies Act · Insurance Companies Act (1991, cc. 46, 45, 47) — ss. 287–294
WHAT THE BILL SAYS
Division 12 amends all three financial institution statutes to authorize electronic delivery of governance documents — meeting notices, proxy circulars and shareholder/policyholder information — and establishes a "notice-and-access" framework aligned with provincial securities rules (National Instruments 51-102 and 54-101).
Key changes across all three Acts:
- Schedule V / NI definitions (ss. 287–288, 291, 293) — Adds definitions for NI 51-102 and NI 54-101 (provincial securities instruments governing continuous disclosure and shareholder communication) and gives the Governor in Council authority to amend Schedule V by order to update which version of each instrument applies
- Notice-and-access for distributing institutions (ss. 289, 292, 294) — Publicly traded banks, trust companies, insurance companies and their holding companies may satisfy document delivery requirements by posting materials online and sending a notice of availability, in accordance with NI 51-102 or NI 54-101 rules
- Notice-and-access for non-distributing institutions — Non-public entities may post documents on their website and send a simplified notice containing only: meeting time and place, website address, statement that no paper copies will be sent unless requested, instructions to request paper copies, matters to be voted on, and voting procedures
- Website availability standards — Documents must be posted before the notice is sent, remain available for at least one year, and be in an accessible, printable and searchable format
- Paper copy rights — Any shareholder, member or policyholder may request paper copies; must be delivered within 3 business days if requested before the meeting, or 10 days if requested on or after the meeting date
- Insurance companies — policyholders (s. 294) — Extends the same notice-and-access framework explicitly to policyholders of insurance companies, not just shareholders
PLAIN LANGUAGE SUMMARY
Banks, trust companies and insurance companies can now send you a website link instead of mailing you the documents for shareholder meetings. You get a notice that says "the documents are online" — and if you want paper, you have to ask for it.
The right to paper copies is preserved, but the default flips to digital. For publicly traded institutions, the rules align with existing provincial securities standards. For private institutions, the rules are simpler but the outcome is the same — less paper, more clicks.
One flag: the Governor in Council can update which version of the provincial securities instruments applies — by order, without Parliament. That's a quiet but durable regulatory lever embedded in Schedule V.
DIVISION 13 Legislation Related to Financial Institutions (Equity Threshold Related to Public Holding Requirement) Trust and Loan Companies Act · Bank Act · Insurance Companies Act — s. 295
WHAT THE BILL SAYS
A single clause — s. 295 — makes one change across all three financial institution statutes: every reference to "two" in the specified provisions is replaced with "four".
The affected provisions govern the equity threshold tied to the public holding requirement — the rules that determine at what ownership level a financial institution must be widely held by the public rather than concentrated in the hands of a small number of owners.
Specific sections amended across the Trust and Loan Companies Act, Bank Act and Insurance Companies Act cover: ownership concentration calculations, public float thresholds and the formulas used to determine when the widely-held requirement is triggered.
PLAIN LANGUAGE SUMMARY
Right now, certain ownership thresholds in Canadian financial institution law are set at two percent. This clause doubles them to four percent across the board.
That means a single investor or entity can now hold up to four percent of a major financial institution before triggering the rules designed to keep banks, trust companies and insurance companies broadly owned by the public — not concentrated in a few hands.
It's one word changed in one clause. The effect is a quiet doubling of how much of a major financial institution any single party can own before the public holding rules kick in.
DIVISION 14 Legislation Related to Financial Institutions (Powers of the Superintendent of Financial Institutions) Trust and Loan Companies Act · Bank Act · Insurance Companies Act · Office of the Superintendent of Financial Institutions Act — ss. 296–330
WHAT THE BILL SAYS
Division 14 makes parallel amendments across all three financial institution statutes and the OSFI Act itself, expanding the Superintendent's supervisory mandate in three consistent directions:
1. Security and integrity policies added to examination mandate (ss. 298, 303, 308, 313, 319, 324) Annual examinations of all regulated entities — banks, trust companies, insurance companies, foreign banks, holding companies — must now assess not only financial soundness and regulatory compliance but also whether each institution has adequate policies and procedures to protect itself against threats to its integrity or security and adheres to them
2. Superintendent's direction powers expanded (ss. 300, 305, 310, 315, 321, 326) The Superintendent may now direct any regulated entity to take corrective measures if, in the Superintendent's opinion, the entity lacks adequate security and integrity policies or fails to follow them — added alongside existing powers to address unsafe or unsound practices
3. Prudential agreements expanded (ss. 299, 304, 309, 314, 320, 325) Prudential agreements — binding commitments between the Superintendent and a regulated entity — now explicitly cover establishing and maintaining security and integrity policies, not just financial soundness measures
4. Information sharing with federal agencies (ss. 297, 302, 307, 312, 318, 323, 329) The Superintendent may now share confidential supervisory information with any federal government agency or body for purposes related to regulation or supervision of financial institutions, including threats to integrity or security and risks to national security
5. OSFI Act — unrestricted information receipt (s. 330) A new s. 22.1 confirms for greater certainty that the Superintendent may receive any information relevant to the exercise of powers or performance of duties — with no stated limit on source or type
6. Minister's approval conditions expanded (ss. 301, 316, 327) When granting approvals, the Minister may impose terms and conditions to ensure institutions have adequate security and integrity policies — added to existing authority to impose safety and soundness conditions
PLAIN LANGUAGE SUMMARY
Division 14 wires "security and integrity" language into every major supervisory tool the Superintendent has — examinations, directions, prudential agreements and ministerial approvals. Every regulated financial institution in Canada must now maintain policies against unspecified "threats to integrity or security" and prove it to the Superintendent annually.
The Superintendent can share confidential supervisory information with any federal agency for national security purposes — with no named agencies, no defined scope and no oversight mechanism specified in the bill.
And s. 330 adds a quiet but sweeping confirmation: the Superintendent can receive any information relevant to their duties. No limits on source. No limits on type.
Three things to flag:
- "Threats to integrity or security" is undefined — the Superintendent determines what qualifies
- Information sharing with federal agencies has no named recipients and no stated limits
- "Any information" the Superintendent may receive is entirely open-ended