510. (1) Except as permitted by this Part, a foreign bank or an entity associated with a foreign bank shall not

(a) in Canada, engage in or carry on

(i) any business that a bank is permitted to engage in or carry on under this Act, or

(ii) any other business;

(b) maintain a branch in Canada for any purpose;

(c) establish, maintain or acquire for use in Canada an automated banking machine, a remote service unit or a similar automated service, or in Canada accept data from such a machine, unit or service; or

(d) acquire or hold control of, or a substantial investment in, a Canadian entity.

(2) For the purposes of this Part, a foreign bank is deemed to be carrying out or to have carried out anything prohibited by subsection (1) if it is carried out by a nominee or agent of the foreign bank acting as such.

(3) For the purposes of this Part, an entity associated with a foreign bank is deemed to be carrying out or to have carried out anything prohibited by subsection (1) if it is carried out by a nominee or agent of the entity associated with the foreign bank acting as such.

1991, c. 46, s. 510; 1996, c. 6, s. 9; 1997, c. 15, s. 77; 2001, c. 9, s. 132.

511. Nothing in paragraphs 510(1)(a) to (c) is to be construed as prohibiting a foreign bank or an entity associated with a foreign bank from entering into an arrangement with one or more Canadian financial institutions by which customers of the foreign bank or the entity who are natural persons not ordinarily resident in Canada may access in Canada their accounts located outside Canada through the use of automated banking machines located in Canada and operated by the Canadian financial institution or institutions.

1991, c. 46, s. 511; 2001, c. 9, s. 132.

512. Nothing in paragraphs 510(1)(a) to (c) is to be construed as prohibiting a foreign bank or an entity associated with a foreign bank from establishing, maintaining or using a private telephone service or similar facility for the purpose of quoting to customers in Canada, or entering with customers in Canada into verbal agreements relating to, foreign exchange, deposit or loan rates if there is no accounting or information processing involved in the private telephone service or similar facility.

1991, c. 46, s. 512; 2001, c. 9, s. 132.

513. (1) A foreign bank, or an entity associated with a foreign bank, that has received the approval of the Minister under paragraph 522.22(1)(f) to engage in or carry on the business of dealing in securities or the business of a cooperative credit society may

(a) if it is a foreign securities dealer that has also received the approval of the Minister under paragraph 522.22(1)(i), engage in the activities referred to in paragraph 510(1)(c) so long as they relate to its business of dealing in securities engaged in or carried on by it in accordance with provincial laws relating to securities dealing; and

(b) if it is a foreign cooperative credit society, engage in the activities referred to in paragraph 510(1)(c) so long as they relate to its business as a cooperative credit society engaged in or carried on by it in accordance with provincial laws relating to cooperative credit societies.

(2) Paragraph 510(1)(c) does not apply to

(a) a Canadian entity referred to in any of paragraphs 468(1)(g) to (i);

(b) a prescribed Canadian entity, other than a permitted Canadian entity, that is controlled by a Canadian entity referred to in paragraph (a); or

(c) any other Canadian entity, other than a limited commercial entity, that is acquired or held by a foreign bank or an entity associated with a foreign bank in accordance with Divisions 4 and 5, and that has received the approval of the Minister under paragraph 522.22(1)(i).

1991, c. 46, s. 513; 1997, c. 15, s. 78; 1999, c. 28, s. 29; 2001, c. 9, s. 132.

514. Except as may be prescribed, paragraphs 510(1)(a) and (b) do not apply in respect of the holding, managing and other dealing with real property in Canada by a foreign bank or an entity associated with a foreign bank.

1991, c. 46, s. 514; 1997, c. 15, s. 79; 2001, c. 9, s. 132.

515. Paragraphs 510(1)(a) and (b) do not apply to a Canadian entity that is an entity associated with a foreign bank and that is held or acquired in accordance with this Part.

1991, c. 46, s. 515; 1997, c. 15, s. 80; 2001, c. 9, s. 132.

516. (1) If a foreign bank maintains a branch or engages in or carries on business in Canada that it maintained or engaged in or carried on before becoming a foreign bank and that branch or business is not permitted by or under this Part, the foreign bank may continue to maintain that branch or engage in or carry on that business for a period of six months from the time it became a foreign bank or for any other shorter period that may be specified or approved by the Minister.

(2) If a foreign bank holds control of or holds a substantial investment in a Canadian entity and it did so before becoming a foreign bank and that holding is not permitted by or under this Part, the foreign bank may continue to hold control of, or a substantial investment in, the Canadian entity for a period of six months from the time it became a foreign bank or for any other shorter period that may be specified or approved by the Minister.

1991, c. 46, s. 516; 2001, c. 9, s. 132.

517. (1) If an entity associated with a foreign bank maintains a branch or engages in or carries on business in Canada that it maintained or engaged in or carried on before the foreign bank became a foreign bank and that branch or business is not permitted by or under this Part, the entity may continue to maintain that branch or engage in or carry on that business for a period of six months from the time the foreign bank became a foreign bank or for any other shorter period that may be specified or approved by the Minister.

(2) If an entity associated with a foreign bank holds control of or holds a substantial investment in a Canadian entity and it did so before the foreign bank became a foreign bank and that holding is not permitted by or under this Part, the entity may continue to hold control of, or a substantial investment in, the Canadian entity for a period of six months from the time the foreign bank became a foreign bank or for any other shorter period that may be specified or approved by the Minister.

1991, c. 46, s. 517; 1997, c. 15, s. 81; 2001, c. 9, s. 132.

517.1 If an order has been made under subsection 973.1(1) in respect of a foreign bank or an entity associated with a foreign bank and section 516 applies to the foreign bank or section 517 applies to the entity, as the case may be, the period under section 516 or 517 may not extend beyond the expiry of the period referred to in the order made under subsection 973.1(1).

2001, c. 9, s. 132.

518. (1) Subject to subsections (2) to (4),

(a) a foreign bank shall not guarantee any securities or accept any bills of exchange or depository bills that are issued by a person resident in Canada and that are intended by the issuer or by any party to the security or bill to be sold or traded in Canada; and

(b) no person shall participate in any arrangement in connection with a guarantee or acceptance prohibited by paragraph (a).

(2) Subsection (1) does not apply in respect of the guarantee or acceptance by a foreign bank of securities, bills of exchange or depository bills that are issued by

(a) a non-bank affiliate of the foreign bank;

(b) any other person resident in Canada and guaranteed or accepted by

(i) a bank that is a subsidiary of the foreign bank or of an entity associated with the foreign bank,

(ii) a Canadian entity referred to in any of paragraphs 468(1)(a) to (i) in which a bank that is a subsidiary of the foreign bank, or of an entity associated with the foreign bank, holds a substantial investment,

(iii) a Canadian entity referred to in any of paragraphs 468(1)(a) to (i) that is controlled by a bank that is a subsidiary of the foreign bank, or of an entity associated with the foreign bank,

(iv) a Canadian entity referred to in any of paragraphs 468(1)(b) to (i) that is a non-bank affiliate of the foreign bank, or

(v) a prescribed entity;

(c) a bank that is a subsidiary of the foreign bank or of an entity associated with the foreign bank;

(d) a Canadian entity in which a bank that is a subsidiary of the foreign bank, or of an entity associated with the foreign bank, holds a substantial investment;

(e) a Canadian entity controlled by a bank that is a subsidiary of the foreign bank or of an entity associated with the foreign bank; or

(f) a prescribed entity.

(3) Subsection (1) does not apply in respect of

(a) the business in Canada of an authorized foreign bank; or

(b) a foreign insurance company in relation to its insurance business in Canada.

(4) Despite subsection (1), a foreign bank, or an entity associated with a foreign bank, that has received the approval of the Minister under paragraph 522.22(1)(f) to engage in or carry on the business of dealing in securities or the business of a cooperative credit society may

(a) if it is a foreign securities dealer, guarantee any securities or accept any bills of exchange or depository bills in relation to its business of dealing in securities engaged in or carried on by it in accordance with provincial laws relating to securities dealing; and

(b) if it is a foreign cooperative credit society, guarantee any securities or accept any bills of exchange or depository bills in relation to its business as a cooperative credit society engaged in or carried on by it in accordance with provincial laws relating to cooperative credit societies.

1991, c. 46, s. 518; 1997, c. 15, s. 82; 1999, c. 28, s. 30, c. 31, s. 15(F); 2001, c. 9, s. 132.

519. (1) Despite anything in this Part, but subject to subsection (5) and section 509, a non-bank affiliate of a foreign bank shall not, in Canada,

(a) engage in the business of accepting deposit liabilities;

(b) engage in the business of acting as an agent for the acceptance of deposit liabilities for a foreign bank or an entity associated with a foreign bank, other than for

(i) an authorized foreign bank,

(ii) a foreign cooperative credit society that has received the approval of the Minister under paragraph 522.22(1)(f) to engage in or carry on the business of a cooperative credit society, or

(iii) an entity referred to in any of paragraphs 468(1)(a), (c), (d) and (h) or a trust or loan corporation referred to in paragraph 468(1)(g); or

(c) represent to the public that any instrument issued by it is a deposit or that any liability incurred by it is a deposit.

(2) Despite anything in this Part, but subject to subsections (4) to (6) and section 509, a non-bank affiliate of a foreign bank that carries on as part of its business the provision of financial services shall not borrow money in Canada from the public without disclosing that

(a) the non-bank affiliate is not a member institution of the Canada Deposit Insurance Corporation;

(b) the liability incurred by the non-bank affiliate through the borrowing is not a deposit; and

(c) the non-bank affiliate is not regulated as a financial institution in Canada.

(3) The disclosure shall be

(a) in a prospectus, information circular or other offering document or a similar document related to the borrowing or, if there is no such document, in a statement delivered to the lender; or

(b) in any other manner that may be prescribed.

(4) Subsection (2) does not apply

(a) to a borrowing of a prescribed class or type or to a borrowing in prescribed circumstances or in a prescribed manner; or

(b) except as may be provided in any regulations, to a borrowing

(i) from a person in an amount of $150,000 or more, or

(ii) through the issue of instruments in denominations of $150,000 or more.

(5) Subsections (1) and (2) do not apply to a non-bank affiliate that is

(a) a trust or loan corporation incorporated under an Act of Parliament or of the legislature of a province;

(b) a Canadian entity referred to in paragraph 468(1)(d) or (h); or

(c) a prescribed entity.

(6) Subsection (2) does not apply if the non-bank affiliate is

(a) an insurance company incorporated under an Act of Parliament or of the legislature of a province;

(b) a bank holding company or an insurance holding company;

(c) an entity controlled by a bank holding company or an insurance holding company or in which a bank holding company or an insurance holding company has a substantial investment;

(d) a financial institution referred to in paragraph (g) of the definition “financial institution” in section 2; or

(e) a prescribed entity.

1991, c. 46, s. 519; 1997, c. 15, s. 83; 1999, c. 28, s. 31; 2001, c. 9, s. 132.

520. (1) Despite anything in this Part, but subject to subsection (5) and section 509, a foreign bank — or an entity that is associated with a foreign bank and that is incorporated or formed otherwise than by or under an Act of Parliament or of the legislature of a province — shall not, as part of its business in Canada,

(a) engage in the business of accepting deposit liabilities;

(b) engage in the business of acting as an agent for the acceptance of deposit liabilities for a foreign bank or an entity associated with a foreign bank, other than for

(i) an authorized foreign bank,

(ii) a foreign cooperative credit society that has received the approval of the Minister under paragraph 522.22(1)(f) to engage in or carry on the business of a cooperative credit society, or

(iii) an entity referred to in any of paragraphs 468(1)(a), (c), (d) and (h) or a trust or loan corporation referred to in paragraph 468(1)(g); or

(c) represent to the public that any instrument issued by it is a deposit or that any liability incurred by it is a deposit.

(2) Despite anything in this Part, but subject to subsections (4) to (6) and section 509, a foreign bank or entity referred to in subsection (1) that carries on, as part of its business in Canada, the provision of financial services shall not borrow money in Canada from the public without disclosing that

(a) the foreign bank or entity is not a member institution of the Canada Deposit Insurance Corporation;

(b) the liability incurred through the borrowing is not a deposit; and

(c) the foreign bank or entity is not regulated as a financial institution in Canada.

(3) The disclosure shall be

(a) in a prospectus, information circular or other offering document or a similar document related to the borrowing or, if there is no such document, in a statement delivered to the lender; or

(b) in any other manner that may be prescribed.

(4) Subsection (2) does not apply

(a) to a borrowing of a prescribed class or type or to a borrowing in prescribed circumstances or in a prescribed manner; or

(b) except as may be provided in any regulations, to a borrowing

(i) from a person in an amount of $150,000 or more, or

(ii) through the issue of instruments in denominations of $150,000 or more.

(5) Subsections (1) and (2) do not apply to

(a) a foreign bank that is an authorized foreign bank; or

(b) a foreign cooperative credit society that has received the approval of the Minister under paragraph 522.22(1)(f) to engage in or carry on the business of a cooperative credit society.

(6) Subsection (2) does not apply to a foreign bank, or an entity associated with a foreign bank, that is

(a) a foreign insurance company; or

(b) a foreign securities dealer that has received the approval of the Minister under paragraph 522.22(1)(f) to engage in or carry on the business of dealing in securities.

1991, c. 46, s. 520; 1999, c. 28, s. 32; 2001, c. 9, s. 132.

521. The Governor in Council may make regulations exempting any class or classes of businesses, investments, activities and branches from any of the prohibitions set out in section 510 or 518.

1991, c. 46, s. 521; 1997, c. 15, s. 84; 1999, c. 28, s. 33; 2001, c. 9, s. 132.

522. A foreign bank may

(a) with the approval of the Superintendent and

(i) subject to any terms and conditions that are attached to the approval, and

(ii) subject to and in accordance with rules that are prescribed in relation to the operation of representative offices and the conduct of their personnel,

maintain representative offices in Canada that are registered with the Superintendent in the prescribed manner; and

(b) with the approval of the Governor in Council and subject to any terms and conditions that are attached to the approval, locate its head office in Canada and, from that office, issue directions and do all other things reasonably necessary for the conduct of its banking business outside Canada.

1991, c. 46, s. 522; 1997, c. 15, s. 85; 1999, c. 28, s. 34; 2001, c. 9, s. 132.

522.01 (1) The Superintendent shall, from time to time, make or cause to be made any examination and inquiry into the operation of any representative office of a foreign bank and the conduct of the personnel in that office that the Superintendent considers necessary for the purpose of ascertaining whether the office is being operated, and whether the personnel of the office are conducting themselves, in accordance with the rules prescribed for the purposes of paragraph 522(a).

(2) For the purposes of subsection (1), the Superintendent and any person acting under the direction of the Superintendent have the same powers and obligations that the Superintendent has in relation to the examination of banks under this Act.

2001, c. 9, s. 132.

522.02 The Superintendent may, by order, cancel the registration of a representative office of a foreign bank if

(a) the foreign bank requests the Superintendent to cancel the registration; or

(b) the Superintendent is of the opinion that the representative office is not being operated, or the personnel of that office are not conducting themselves, in accordance with the rules prescribed for the purposes of paragraph 522(a).

2001, c. 9, s. 132.

522.03 (1) Subject to subsections (2) and (3), if the head office of a foreign bank is located in Canada under paragraph 522(b), the foreign bank shall not conduct any business from that office with persons resident in Canada or with Her Majesty in right of Canada or a province except for the purpose of acquiring premises, supplies, services and staff for that office.

(2) If a foreign bank, immediately before the establishment of its head office in Canada under paragraph 522(b), held deposits of, or had loans outstanding to, persons resident in Canada or Her Majesty in right of Canada or a province, the foreign bank may repay those deposits and collect those loans through the head office in Canada.

(3) If a foreign bank controlled a bank or was a major shareholder of a bank immediately before the establishment of the foreign bank’s head office in Canada under paragraph 522(b), the foreign bank may continue to carry out from the head office in Canada any activities that were carried out from the head office of the foreign bank in relation to the bank before the establishment of the head office in Canada.

2001, c. 9, s. 132.

522.04 (1) A foreign bank that does not have a financial establishment in Canada may acquire or hold control of, or a substantial investment in, a Canadian entity, so long as, by virtue of the acquisition, neither the foreign bank nor any entity associated with the foreign bank controls or becomes a major owner of

(a) a Canadian entity referred to in any of paragraphs 468(1)(a) to (i); or

(b) a Canadian entity that is a financial services entity.

(2) An entity that is associated with a foreign bank and that does not have a financial establishment in Canada may acquire or hold control of, or a substantial investment in, a Canadian entity, so long as, by virtue of the acquisition, neither the entity nor the foreign bank, nor any other entity associated with the foreign bank, controls or becomes a major owner of

(a) a Canadian entity referred to in any of paragraphs 468(1)(a) to (i); or

(b) a Canadian entity that is a financial services entity.

2001, c. 9, s. 132.

522.05 A foreign bank, or an entity that is incorporated or formed otherwise than by or under an Act of Parliament or of the legislature of a province and that is associated with a foreign bank, that does not have a financial establishment in Canada may maintain a branch in Canada or engage in or carry on business in Canada so long as less than

(a) the prescribed portion — or if no portion is prescribed, 10 per cent — of its business in Canada, determined in the prescribed manner, consists of one or more of the activities referred to in any of paragraphs (a) to (g) of the definition “financial services entity” in subsection 507(1); and

(b) the prescribed portion — or if no portion is prescribed, 10 per cent — of its business outside Canada, determined in the prescribed manner, consists of one or more activities referred to in any of

(i) paragraphs (a) to (g) of the definition “financial services entity” in subsection 507(1), and

(ii) paragraph (h) of that definition, except under prescribed circumstances.

2001, c. 9, s. 132.

522.06 Despite section 522.05, a foreign bank, or an entity that is incorporated or formed otherwise than by or under an Act of Parliament or of the legislature of a province and that is associated with a foreign bank, that does not have a financial establishment in Canada and that outside Canada

(a) engages only in the activities referred to in the definition “leasing entity” in subsection 507(1), or

(b) engages only in activities other than those referred to in any of

(i) paragraphs (a) to (g) of the definition “financial services entity” in subsection 507(1), and

(ii) paragraph (h) of that definition, except under prescribed circumstances,

may in Canada engage in the activities of a leasing entity so long as it does not engage in any other activity in Canada.

2001, c. 9, s. 132.

522.07 Subject to the requirements relating to designation and approval set out in Division 5, a foreign bank or an entity associated with a foreign bank may acquire or hold control of, or a substantial investment in, a Canadian entity referred to in any of paragraphs 468(1)(a) to (i).

2001, c. 9, s. 132.

522.08 (1) Subject to subsection (2) and the requirements relating to designation and approval set out in Division 5, a foreign bank or an entity associated with a foreign bank may acquire or hold control of, or a substantial investment in, a Canadian entity, other than an entity referred to in paragraphs 468(1)(a) to (i), whose business is limited to one or more of the following:

(a) engaging in

(i) any financial service activity that a bank is permitted to engage in under any of paragraphs 409(2)(a) to (d), or

(ii) any other activity that a bank is permitted to engage in under section 410 or 411;

(b) acquiring or holding shares of, or ownership interests in, entities that a foreign bank or an entity associated with a foreign bank is permitted to acquire or hold under this Division or Division 8, other than limited commercial entities, except in prescribed circumstances, including shares or ownership interests acquired or held in accordance with regulations made under paragraph 522.23(a) concerning specialized financing;

(c) engaging in the provision of any services exclusively to any or all of the following, so long as the Canadian entity is providing those services to the foreign bank or to any member of the foreign bank’s group, namely,

(i) the foreign bank,

(ii) any member of the foreign bank’s group,

(iii) any entity that is primarily engaged in the business of providing financial services,

(iv) any entity in which an entity referred to in subparagraph (iii) has a substantial investment and that is

(A) an entity in which a bank is permitted to acquire a substantial investment under section 468,

(B) an entity in which a foreign bank or an entity associated with a foreign bank is permitted to acquire a substantial investment under this section and section 522.07, or

(C) a prescribed entity, or

(v) any prescribed person, if it is doing so under prescribed terms and conditions, if any are prescribed;

(d) engaging in any activity that a bank is permitted to engage in — or in any other prescribed activity — , other than an activity referred to in paragraph (a) or (e), that relates to

(i) the promotion, sale, delivery or distribution of a financial product or financial service that is provided by the foreign bank or by any member of the foreign bank’s group, or

(ii) if a significant portion of the business of the Canadian entity involves an activity referred to in subparagraph (i), the promotion, sale, delivery or distribution of a financial product or financial service that is provided by any other entity that is primarily engaged in the business of providing financial services;

(e) engaging in the activities referred to in the definition “mutual fund entity”, “mutual fund distribution entity” or “real property brokerage entity” in subsection 464(1); and

(f) engaging in prescribed activities, under prescribed terms and conditions, if any are prescribed.

(2) A foreign bank or an entity associated with a foreign bank may not acquire or hold control of, or a substantial investment in, a Canadian entity whose business includes any activity referred to in any of paragraphs (1)(a) to (e) if the activities of the Canadian entity include

(a) activities that a bank is not permitted to engage in under section 412, 417 or 418;

(b) dealing in securities, except as may be permitted under paragraph (1)(e) or as may be permitted to a bank under paragraph 409(2)(c);

(c) activities that a bank is not permitted to engage in under section 416, if the Canadian entity engages in the activities of a finance entity or of any other entity as may be prescribed;

(d) acquiring or holding control of, or a substantial investment in, another Canadian entity unless

(i) in the case of a Canadian entity that is controlled by the foreign bank or the entity associated with a foreign bank, the foreign bank or the entity associated with a foreign bank itself would be permitted to acquire or hold control of, or a substantial investment in, the other Canadian entity under this section, section 522.07, any of paragraphs 522.1(a) to (d) or Division 8, or

(ii) in the case of a Canadian entity that is not controlled by the foreign bank or the entity associated with a foreign bank, the foreign bank or the entity associated with a foreign bank itself would be permitted to acquire or hold control of, or a substantial investment in, the other Canadian entity under this section, section 522.07, paragraph 522.1(a), (c) or (d) or Division 8; or

(e) any prescribed activity.

2001, c. 9, s. 132.

522.09 Subject to the requirements relating to approval and designation set out in Division 5, a foreign bank or an entity associated with a foreign bank that has a financial establishment in Canada may acquire or hold control of, or a substantial investment in, a Canadian entity that is not

(a) an entity referred to in any of paragraphs 468(1)(a) to (i), or

(b) a Canadian entity that engages in more than the prescribed portion of — or if no portion is prescribed, 10 per cent of — the activities referred to in paragraphs 522.08(1)(a) to (f) or in any of paragraphs (a) to (h) of the definition “financial services entity” in subsection 507(1), determined in the prescribed manner,

if the Canadian entity does not engage in any leasing activities and, in the opinion of the Minister, engages in or carries on business that is the same as, or similar, related or incidental to, the business outside Canada of the foreign bank or the entity associated with a foreign bank.

2001, c. 9, s. 132.

522.1 A foreign bank or an entity associated with a foreign bank may acquire or hold control of, or a substantial investment in, a Canadian entity

(a) by way of an investment permitted by any of sections 522.11 to 522.13;

(b) by way of a temporary investment permitted by section 522.14;

(c) as a result of a default that has occurred under the terms of an agreement with respect to a loan or under any other documents governing the terms of a loan, as permitted by section 522.15; or

(d) through a realization of security, as permitted by section 522.15.

2001, c. 9, s. 132.

522.11 (1) A foreign bank or an entity associated with a foreign bank may acquire or hold control of, or a substantial investment in, a Canadian entity by way of

(a) an acquisition or holding of the control of a Canadian entity referred to in any of paragraphs 468(1)(a) to (f), or of a prescribed Canadian entity, that controls or has a substantial investment in the Canadian entity; or

(b) an acquisition or holding of shares or ownership interests in the Canadian entity by

(i) a Canadian entity referred to in any of paragraphs 468(1)(a) to (f), or a prescribed Canadian entity, that is controlled by the foreign bank or the entity associated with the foreign bank, or

(ii) a Canadian entity controlled by a Canadian entity referred to in subparagraph (i).

(2) If a foreign bank or an entity associated with a foreign bank acquires or holds control of, or a substantial investment in, a Canadian entity under subsection (1), none of the requirements relating to designation and approval set out in Division 5 apply in respect of that acquisition or holding.

2001, c. 9, s. 132.

522.12 An entity that is associated with a foreign bank and that is

(a) an entity referred to in any of paragraphs 468(1)(g) to (i), or

(b) a Canadian entity controlled by an entity referred to in any of paragraphs 468(1)(g) to (i)

may acquire or hold control of, or a substantial investment in, a Canadian entity that is not a permitted Canadian entity or an entity referred to in paragraphs 468(1)(a) to (i), and if it does so, none of the requirements relating to approval set out in Division 5 apply in respect of that acquisition or holding.

2001, c. 9, s. 132.

522.13 A foreign bank or an entity associated with a foreign bank may acquire or hold control of, or a substantial investment in, a Canadian entity, other than a permitted Canadian entity or a Canadian entity referred to in any of paragraphs 468(1)(a) to (i), by way of

(a) an acquisition or holding of the control of a Canadian entity referred to in any of paragraphs 468(1)(g) to (i), or of a prescribed Canadian entity, that controls or has a substantial investment in the Canadian entity; or

(b) an acquisition or holding of shares or ownership interests in the Canadian entity by

(i) a Canadian entity referred to in any of paragraphs 468(1)(g) to (i), or a prescribed Canadian entity, that is controlled by the foreign bank or the entity associated with the foreign bank, or

(ii) a Canadian entity controlled by a Canadian entity referred to in subparagraph (i).

2001, c. 9, s. 132.

522.14 (1) Subject to the requirements relating to designation set out in Division 5, a foreign bank or an entity associated with a foreign bank may, by way of temporary investment, acquire or hold control of, or a substantial investment in, a Canadian entity if the foreign bank or the entity associated with a foreign bank has a financial establishment in Canada or would, by virtue of the temporary investment, have a financial establishment in Canada.

(2) If subsection (1) applies in respect of a foreign bank or an entity associated with a foreign bank, the foreign bank or entity shall do all things necessary to ensure that, within two years after acquiring the control or the substantial investment or within any other period that may be specified or approved by the Minister, it no longer controls or has a substantial investment in the entity.

(3) On application by a foreign bank, or an entity associated with a foreign bank, the Minister may extend the period referred to in subsection (2) by any further period or periods.

(4) When a foreign bank, or an entity associated with a foreign bank, acquires or holds, by way of a temporary investment, control of, or a substantial investment in, a Canadian entity for which the approval of the Minister is required under this Part, the foreign bank or entity associated with the foreign bank shall, within 90 days after acquiring control, or after acquiring the substantial investment,

(a) apply to the Minister for approval to retain control of the Canadian entity or to continue to hold the substantial investment in the Canadian entity for a period specified by the Minister or for an indeterminate period; or

(b) do all things necessary to ensure that, on the expiry of the 90 days, it no longer controls the Canadian entity or holds a substantial investment in the Canadian entity.

(5) If a foreign bank or an entity associated with a foreign bank holds control of, or a substantial investment in, a Canadian entity as permitted by this Division and the foreign bank or the entity associated with the foreign bank becomes aware of a change in the business, affairs or activities of the Canadian entity that, if the change had taken place before the acquisition of control or the substantial investment, would have caused the entity not to be a limited commercial entity or a Canadian entity referred to in section 522.07 or 522.08 or would have been such that approval for the acquisition would have been required under any of paragraphs 522.22(1)(a) to (e) or (g), the foreign bank or the entity associated with the foreign bank is deemed to have acquired, on the day it becomes aware of the change, a temporary investment in respect of which subsections (1) to (4) apply.

(6) Within 90 days after acquiring control or a substantial investment under subsection (1) or (5), a foreign bank or an entity associated with a foreign bank shall notify the Minister in writing of the acquisition.

2001, c. 9, s. 132.

522.15 (1) If a foreign bank or an entity associated with a foreign bank acquires or holds control of, or a substantial investment in, a Canadian entity

(a) as a result of a default that has occurred under the terms of an agreement with respect to a loan made between the foreign bank — or the entity associated with a foreign bank — and the Canadian entity, or under any other documents governing the terms of the loan, or

(b) through the realization of a security interest for any loan or advance made by the foreign bank or the entity associated with the foreign bank, or for any other debt or liability owing to it,

it may retain the control or the substantial investment for five years, but it shall do all things necessary to ensure that, within five years after the acquisition, it no longer controls the Canadian entity or holds a substantial investment in the Canadian entity.

(2) On application by a foreign bank or an entity associated with a foreign bank, the Minister may extend the period referred to in subsection (1) by any further period or periods.

(3) If, under subsection (1), a foreign bank or an entity associated with a foreign bank acquires or holds control of, or a substantial investment in, a Canadian entity for which the approval of the Minister is required under Division 5, the foreign bank or entity associated with the foreign bank may retain control of the Canadian entity, or continue to hold the substantial investment, for an indeterminate period if the approval in writing of the Minister is obtained before the end of the period referred to in subsection (1) or of any extension granted under subsection (2).

2001, c. 9, s. 132.

522.16 A foreign bank may, under Part XII.1, maintain a branch in Canada to carry on business in Canada.

2001, c. 9, s. 132.

522.17 A foreign bank, or an entity that is incorporated or formed otherwise than by or under an Act of Parliament or of the legislature of a province and that is associated with a foreign bank may obtain an order under Part XIII of the Insurance Companies Act to insure, in Canada, risks.

2001, c. 9, s. 132.

522.18 Subject to the requirements relating to designation and approval set out in Division 5, a foreign bank — or an entity associated with a foreign bank —

(a) that is a foreign cooperative credit society may, in Canada, engage in or carry on the business of a cooperative credit society, so long as that business is engaged in or carried on in accordance with provincial laws relating to cooperative credit societies; or

(b) that is a foreign securities dealer may, in Canada, engage in or carry on the business of dealing in securities, so long as that business is engaged in or carried on in accordance with provincial laws relating to securities dealing.

2001, c. 9, s. 132.

522.19 (1) Subject to the requirements relating to designation and approval in Division 5 and subject to subsection (2), a foreign bank, or an entity that is incorporated or formed otherwise than by or under an Act of Parliament or of the legislature of a province and that is associated with a foreign bank, that has a financial establishment in Canada may maintain a branch in Canada or engage in or carry on business in Canada, so long as

(a) less than the prescribed portion — or if no portion is prescribed, 10 per cent — of its business in Canada, determined in the prescribed manner, consists of one or more of the activities referred to in any of

(i) paragraphs 522.08(1)(a) to (f), and

(ii) paragraphs (a) to (g) of the definition “financial services entity” in subsection 507(1);

(b) less than the prescribed portion — or if no portion is prescribed, 10 per cent — of its business outside Canada, determined in the prescribed manner, consists of one or more of the activities referred to in any of

(i) paragraphs 522.08(1)(a) to (f),

(ii) paragraphs (a) to (g) of the definition “financial services entity” in subsection 507(1), and

(iii) paragraph (h) of that definition, except under prescribed circumstances; and

(c) in the opinion of the Minister, the business in Canada is the same as, or similar, related or incidental to, the business outside Canada of the foreign bank or the entity associated with a foreign bank.

(2) A foreign bank — or an entity associated with a foreign bank — that maintains a branch or engages in or carries on any business under subsection (1) may not in Canada engage in any leasing activities.

2001, c. 9, s. 132.