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S.M. 1986-87, c. 5

The Credit Unions and Caisses Populaires Act

Back to the Act

Table of Contents

PART I
INTERPRETATION AND APPLICATION
1 Definitions.
2 Purpose of credit unions generally.
(2) Purpose of caisses populaires generally.
3 Application of Act.
(2) Inconsistent provisions.
4 Objects of existing credit unions.
(2) Powers of existing credit unions.
PART II
CREDIT UNIONS INCORPORATION
5 Application for incorporation.
(2) Model forms.
6 Articles of incorporation.
(2) Additional provisions of articles.
(3) Consent of first director.
(4) Charter by-laws.
7 Filing of articles and charter by- laws.
8 Certificate of incorporation.
9 Effect of certificate.
10 Name of credit union.
(2) Name of Caisse Populaire.
(3) Name in any language form.
(4) Publication of name.
(5) Other name.
(6) Prohibited use of credit union designations.
(7) Prohibited use of caisse populaire designation.
(8) Exception.
11 Reservation of name.
12 Prohibited names.
(2) Name not to be similar to business, etc.
(3) Undertaking not carried out.
(4) Directing change of name.
(5) Revoking a name.
(6) Change of name.
13 Personal liability under pre-incorporation contracts.
(2) Adoption of pre-incorporation contracts.
(3) Application to court
(4) Exemption from personal liability.
PART III
CAPACITY AND POWERS
14 Capacity of a credit union.
(2) Extra-territorial capacity.
15 Powers of a credit union.
(2) Restricted business or powers.
(3) Rights preserved.
16 No constructive notice.
(2) Constructive notice of articles or charter by-laws.
17 Reliance by persons dealing with credit union.
PART IV
REGISTERED OFFICE AND RECORDS
18 Registered office.
(2) Change of address.
(3) Notice of registered office.
(4) Annexation or amalgamation of municipalities.
(5) Branch offices.
19 Records.
(2) Exception.
(3) Rescind order.
20 Examination of records by members and creditors.
(2) Members register.
(3) Shareholders register.
(4) Affidavit.
(5) Offence.
(6) Examination of members register at meetings.
(7) Directors right to examine records.
(8) Registrar's right to examine records.
21 Form of records.
(2) Precautions.
22 Corporate seal.
CAPITALIZATION AND OPERATING STANDARDS
23 Common shares.
(2) Number of common shares.
(3) Common shares per member.
24 Transitional.
25 Shares other than common shares.
(2) Priority.
(3) Restriction.
26 No share certificates.
(2) Share certificates.
27 Consideration.
(2) Promissory note not consideration.
28 Patronage refund.
(2) Computation of business done.
29 Use of patronage refund or dividend for purchase of surplus shares.
(2) Use of patronage refund or dividend for loan.
(3) Priority.
30 Redemption or repayment.
(2) Restriction.
31 Dividends on common or surplus shares.
32 Restriction.
(2) Exception.
33 Limitation on holding of shares.
34 Non application Securities Act.
(2) Application of Part XVI of The Cooperatives Act
35 Non voting shares.
(2) Class vote.
36 Limit of liability.
37 Remedy preserved.
38 Trust indentures.
39 Unclaimed balances.
40 Members right to withdraw deposits.
(2) Notice of intention to withdraw shares or deposits.
(3) Extension of notice period.
(4) Exception.
41 Trust funds.
(2) Non-application of trust moneys.
(3) Payment on death.
42 Loans.
(2) Right to repay.
43 Material deposits.
44 Lien on deposits and shares.
(2) Application of deposits and shares.
(3) Default
45 Restrictions on overdrafts.
46 Liquidity.
(2) Liquidity investments.
(3) Investments generally.
47 Allowance for doubtful accounts.
48 Equity.
(2) Equity defined.
49 Matching.
50 Insurance.
51 Adjustments.
(2) Registrar prohibiting deposits or payments.
PART VI
MEMBERSHIP
52 Members.
(2) Refusal of membership application.
(3) Persons under 18.
(4) Restriction.
53 Common bond.
(2) Leaving bond of association.
54 Associates.
(2) Number of associates.
(3) Restriction.
(4) Rights of associate.
55 Termination of membership.
(2) Notice to member.
(3) Notice of termination.
(4) Appeal to meeting of members.
(5) Decision of meeting.
(6) Termination by meeting of members.
(7) Appeal to Registrar.
(8) Exception.
(9) Membership continues.
(10) Re-admittance.
(11) Non application.
56 Withdrawal.
(2) Terms on withdrawal or termination.
57 Remedy preserved.
58 Power to enact by-laws.
(2) Enactment
(3) Effective date of charter by-laws.
(4) Effective date of ordinary by-laws.
(5) Pre-clearance of charter by-laws.
(6) Failure to file on a timely basis.
59 Members bound by articles and charter by-laws.
60 Place of meetings.
61 Calling meetings.
62 Record date.
63 Notice of meeting.
(2) Adjournment.
(3) Notice of adjourned meeting.
(4) Business.
(5) Notice of business.
64 Waiver of notice.
65 Member proposal.
(2) Notice of proposal.
(3) Supporting statement.
(4) Nominations for directors.
(5) Non-compliance.
(6) Immunity.
(7) Notice of refusal.
(8) Member application to court
(9) Credit union application to court
(10) Registrar entitled to notice.
66 Quorum.
(2) Opening quorum sufficient.
(3) Adjournment.
(4) Non application.
67 Voting eligibility.
(2) One member one vote.
68 Representatives of corporations.
(2) Powers of representative.
69 Proxy.
(2) Limitations on proxies and representation.
(3) Non application.
70 Joint membership.
71 Mail ballot
72 Executors and administrators.
73 Method of voting.
(2) Time for demanding ballot
74 Members calling meetings.
(2) Form of requisition.
(3) Directors calling meeting.
(4) Member calling meeting.
(5) Procedure.
(6) Reimbursement.
75 Meeting called by Registrar.
(2) Varying quorum.
PART VII
DIRECTORS AND OFFICERS
76 Power to manage.
(2) Number of directors.
77 Qualifications of directors.
78 Terms of office of first directors.
(2) Election of directors.
(3) Election of district directors.
(4) Staggered terms.
(5) No stated terms.
(6) Incumbent directors.
79 Ceasing to hold office.
(2) Effective date of resignation.
80 Removal of directors.
(2) Vacancy.
81 Statement of director.
(2) Circulating statement
(3) Immunity.
82 Filling vacancy.
(2) Quorum may exercise powers.
(3) Calling meeting.
(4) Members filling vacancy.
(5) Ratification.
83 Notice of change of directors.
(2) Application to court.
(3) Effect of notice.
84 Meeting of directors.
(2) Quorum.
(3) Notice of meeting.
(4) Waiver of notice.
(5) Adjournment
(6) Participation by telephone.
85 Delegation.
(2) Authority of directors.
86 Validity of act of directors and officers.
87 Resolution in lieu of meeting.
(2) Filing resolution.
88 Liability of directors.
(2) Liability for loans.
(3) Contribution.
(4) Recovery.
(5) Limitations.
89 Payment of Wages Act to apply.
90 Duty of directors to report.
91 Definition.
(2) Interest in contracts of relatives.
(3) Interest in contracts of others.
(4) Officer defined.
(5) Exceptions.
(6) Disclosure.
(7) Time of disclosure for director or officer.
(8) Continuing disclosure.
(9) Avoidance standards.
(10) Approval by members.
(11) Application to court.
(12) Failure to disclose.
92 Officers.
93 Remuneration.
94 Duty of care of directors and officers.
(2) Duty to comply.
(3) No exculpation.
(4) Interpretation.
95 Dissent.
(2) Loss of right to dissent
(3) Dissent of absent director.
(4) Reliance of statements.
96 Indemnification.
(2) Right to indemnity.
(3) Insurance for directors and officers.
(4) Application to court.
(5) Notice to Registrar.
(6) Other notice.
PART VIII
RETURNS AND FINANCIAL DISCLOSURE
97 Returns.
(2) Certification.
(3) Other returns.
(4) Fees.
98 Annual financial statements.
(2) Directors' and officers' disclosure.
99 Condition precedent to issue.
100 Request for documents.
101 Submission to Registrar and fund.
(2) Submission to fund.
102 Appointment of auditor.
(2) Annual audit.
(3) Disqualification of auditor.
(4) Independence.
(5) Duty to resign.
(6) Disqualification order.
(7) Exemption order.
103 Ceasing to hold office.
(2) Effective date of resignation.
104 Removal of auditor.
(2) Notice of meeting.
105 Filling vacancy.
(2) Calling meeting.
(3) Members filling vacancy.
(4) Unexpired term.
106 Court appointed auditor.
107 Right to attend meeting.
(2) Duty to attend meeting.
(3) Notice to credit union.
(4) Offence.
108 Statement of auditor.
(2) Circulating statement.
(3) Replacing auditor.
(4) Exception.
(5) Effect of non-compliance.
109 Report to fund.
(2) Scope of audit.
110 Right to information.
(2) Information from subsidiaries.
111 Audit committee.
(2) Directors to act as audit committee.
(3) Duty of committee.
(4) Calling meeting.
(5) Notice of errors.
(6) Error in financial statements.
(7) Duty of directors.
(8) Offence.
112 Duty of auditor to manager and directors.
(2) Procedure.
113 Qualified privilege.
PART IX
FUNDAMENTAL CHANGES
114 Amendment of articles.
(2) Clerical errors.
(3) Filing articles of amendment
(4) Revocation of amending resolution.
115 Articles sent to Registrar.
116 Certificate of amendment
117 Effect of certificate.
(2) Existing rights preserved.
118 Restated articles.
(2) Articles sent to Registrar.
(3) Restated certificate.
(4) Effect of certificate.
119 Amalgamation.
(2) Consent of supervisor.
120 Amalgamation agreement.
121 Member approval of amalgamation agreement.
(2) Notice of meeting.
(3) Adoption of agreement.
(4) Termination of agreement.
122 Articles of amalgamation.
(2) Attached declarations.
(3) Exemption from declaration.
(4) Adequate notice to creditors.
123 Compulsory amalgamation.
124 Certificate of amalgamation.
(2) Effect of certificate of amalgamation.
125 Extraordinary sale, lease or exchange.
(2) Notice of meeting.
(3) Terms and conditions of sale, lease or exchange.
(4) Approval of sale, lease or exchange.
(5) Termination.
126 Approval of Registrar.
(2) Declaration.
(3) Adequate notice to creditors.
(4) Bulk Sales Act
127 Right to dissent
(2) Objection in writing.
(3) Notice to members and Registrar.
(4) Approval of Registrar.
(5) Conditions.
128 "Reorganization" defined.
(2) Power of court.
(3) Further powers.
(4) Articles of reorganization.
(5) Certificate of amendment.
(6) Effect of certificate of amendment.
(7) No dissent.
129 Extra-provincial credit unions in Manitoba.
130 Extra-provincial Registration.
PART X
DISSOLUTION, LIQUIDATION AND REVIVAL
131 Dissolution before commencing business.
(2) Dissolution if no property.
(3) Dissolution where property disposed of.
(4) Shareholders not entitled to vote.
(5) Procedure.
132 Proposing liquidation and dissolution.
(2) Notice of meeting.
(3) Members resolution.
(4) Shareholders not entitled to vote.
(5) Statement of intent to dissolve.
(6) Certificate of intent to dissolve.
(7) Effect of certificate.
(8) Liquidation.
(9) Revocation.
(10) Certificate of revocation of intent to dissolve.
(11) Effect of certificate.
(12) Procedure.
133 Articles of dissolution.
(2) Certificate of dissolution.
(3) Effect of certificate.
134 Dissolution by Registrar.
(2) Publication.
(3) Credit union not in operation.
(4) Certificate of dissolution.
135 Application to court to liquidate or dissolve.
(2) Court order.
(3) Certificate.
136 Custody of records.
137 "Member" defined.
(2) Continuation of actions.
(3) Service.
(4) Reimbursement
(5) Representative action.
138 Unknown claimants.
(2) Constructive satisfaction.
(3) Recovery.
(4) Execution of documents after dissolution.
(5) Validity.
(6) Vesting in fund.
139 Revival by the Registrar.
(2) Revival by court
140 Certificate of revival.
(2) Rights preserved.
141 Return of property on revival.
PART XI
THE FUNDS
142 Application.
(2) Boards continued.
(3) Effect of continuance.
143 Purposes of a fund.
144 Powers.
145 Board of a fund.
146 Chairman.
147 Qualifications of board members.
148 Term of office.
149 Vacancies.
150 Ceasing to hold office.
151 Duties of board.
152 Quorum.
153 By-laws.
154 Records.
155 Fiscal year.
156 Audit.
157 Procedure.
158 Assignment.
159 Levies.
160 Amount of levies.
(2) Notice of levy.
(3) Extension of time.
(4) Special assessment
(5) Only one assessment per year.
(6) Time for payment of assessment
161 Reduction of levy.
(2) Refund as receipt of credit union.
(3) Continuation of levies.
(4) Restriction on reductions and refunds.
162 Report to Registrar.
(2) Further report to Registrar.
163 Advertising.
164 Application.
(2) Application to continue.
(3) Effect of certificate.
165 Purposes of a central.
166 Capacity of a central.
(2) Extra-territorial capacity.
167 Powers of a central.
(2) Restricted business or powers.
(3) Rights preserved.
168 Registered office and records.
169 Common shares.
(2) Shares per member and associate member.
170 Shares other than common shares.
171 Share certificates.
172 Patronage refunds.
173 Use of patronage refunds.
174 Redemption of shares and payment of dividends.
175 Securities.
176 Voting rights.
177 Financial matters.
178 Membership in central.
179 Associate members.
(2) Rights and privileges of associate members.
180 Establishment of delegate system.
(2) Scope of powers.
(3) One delegate one vote.
181 Limit of Liability.
182 Adoption of charter by-laws.
183 Registrar's approval.
184 Charter by-laws.
185 Members bound by charter by-laws.
186 Number of directors.
(2) Power to manage.
187 Qualification of directors.
188 Application of other Parts of the Act
189 Information to fund.
190 System credit committee.
PART XIII
REMEDIES, OFFENCES AND PENALTIES
191 Definitions.
192 Commencing derivative action.
(2) Notice to Registrar.
(3) Conditions precedent.
193 Powers of court.
194 Application to court by complainant
(2) Grounds.
(3) Powers of the court.
(4) Duty of directors.
(5) Exclusion.
195 Evidence of member approval not decisive.
(2) Court approval to discontinue.
(3) No security for costs.
(4) Interim costs.
196 Application to court to rectify records.
197 Reassignment of affiliation.
(2) Notice.
(3) Conditions.
(4) Application to court
(5) Notice to Registrar.
198 Powers of court
199 Compliance or restraining order.
200 Application for directions.
201 Appeal to court of Registrar's decision.
202 Questions of law or fact.
203 Review by Registrar.
204 Submission to Registrar.
(2) Power of commissioner to Registrar.
205 Offences respecting reports.
(2) Liability of director or officer.
(3) Exception.
206 Offence.
207 Order to comply.
(2) Time limited for proceedings.
(3) Civil remedy not affected.
208 Suit at instance of Registrar or fund.
PART XIV
SUPERVISION
209 Supervision of credit union.
210 Supervision of central.
211 Supervisor of credit union.
212 Supervisor of central.
213 Term of supervision.
214 Powers of supervisor.
(2) Powers of supervisor on liquidation.
(3) Duty of supervisor to creditors on liquidation.
215 Court direction.
216 Accounting to Registrar.
217 Discharge.
218 Temporary supervision.
(2) Report to Registrar.
(3) Powers.
(4) Action by Registrar.
PART XV
GENERAL
219 Notice to directors and members.
(2) Deemed receipt.
(3) Undelivered notices.
(4) Published notices.
(5) Posted notices.
220 Notice to and service upon a credit union.
221 Waiver of notice.
222 Certificate of Registrar.
(2) Evidence.
223 Certificate of credit union.
(2) Proof.
(3) Security certificate.
224 Copies.
225 Proof required by Registrar.
(2) Form of proof.
(3) Authentication.
226 Appointment of Registrar.
(2) Duties.
227 Regulations.
(2) Forms.
(3) Fees not fixed in regulations.
228 "Statement" defined.
(2) Filings.
(3) Effective date.
(4) Certificates, searches, etc.
229 Alteration.
230 Corrections.
(2) Date of corrected certificate.
(3) Notices.
231 Inspection.
(2) Copies.
232 Form of records of Registrar.
(2) Obligation to furnish.
(3) Production of records limitation.
233 Continuation of former incorporations, etc.
(2) Saving clause re by-laws, etc.
(3) Exception.
(4) 2 years to comply.
(5) Amendments.
(6) Reference to Act.
234 Reference in Continuing Consolidation.
235 Repeal of former Act.
236 Repeal of CCSM.
237 Repeal of Fédération.
238 Commencement of Act