1(1)The following definitions apply in this Act.
“advertising” includes television and radio commercials, newspaper and magazine advertisements and all other sales material generally disseminated through the communications media. (annonces publicitaires)
“adviser” means a person engaging in or holding himself, herself or itself out as engaging in the business of advising others as to the investment in or the purchase or sale of securities or derivatives. (conseiller)
“associate” , where used to indicate a relationship with any person, means
(personne qui a un lien)
(a)
an issuer of which that person beneficially owns or controls, directly or indirectly, voting securities carrying more than 10% of the voting rights attached to all outstanding voting securities of the issuer,
(b)
a partner of that person,
(c)
a trust or estate in which that person has a substantial beneficial interest or for which that person serves as trustee or in a similar capacity,
(d)
a relative of that person who resides in the same home as that person,
(e)
the spouse or common-law partner of that person, or
(f)
a relative of the spouse or common-law partner of that person who resides in the same home as that person.
“auditor oversight body” means a body that regulates the auditing or review of financial statements that are required to be filed under this Act or the regulations.(organisme de surveillance des vérificateurs)
“benchmark” means a price, estimate, rate, index or value that is
(indice de référence)
(a)
regularly determined by applying a formula or method to one or more underlying interests or by assessing those interests,
(b)
made available to the public, either free of charge or on payment, and
(c)
used for reference for any purpose, including
(i)
determining the interest payable, or other sums that are due, under a contract, derivative, instrument or security,
(ii)
determining the value of a contract, derivative, instrument or security or the price at which it may be traded,
(iii)
measuring the performance of a contract, derivative, investment fund, instrument or security, or
(iv)
any other use by an investment fund.
“benchmark administrator” means a person that determines and administers a benchmark.(administrateur d’un indice de référence)
“benchmark contributor” means a person that engages or participates in the provision of information for use by a benchmark administrator for the purpose of determining a benchmark, including a person subject to an order under subsection 44.5(1).(contributeur à un indice de référence)
“benchmark user” means a person that uses a benchmark in relation to a contract, derivative, investment fund, instrument or security.(utilisateur d’un indice de référence)
“business day” means a day other than a Saturday or a holiday as defined in the Interpretation Act. (jour ouvrable)
“Chair” Repealed: 2013, c.31, s.36
“class of derivatives” includes a series of a class of derivatives.(catégorie de dérivés)
“class of exchange contracts” Repealed: 2013, c.43, s.1
“class of securities” includes a series of a class of securities. (catégorie de valeurs mobilières)
“clearing agency” means a person that
(agence de compensation et de dépôt)
(a)
in connection with trades in securities,
(i)
acts as an intermediary in paying funds or delivering securities, or both,
(ii)
provides centralized facilities for the clearing of trades in securities, or
(iii)
provides centralized facilities as a depository of securities, or
(b)
in connection with trades in derivatives, provides centralized facilities for the clearing and settlement of trades in derivatives and who, with respect to a contract, instrument or transaction,
(i)
enables each party to a derivative trade to substitute, through novation or otherwise, the credit of the clearing agency for the credit of the parties,
(ii)
arranges or provides, on a multilateral basis, for the settlement or netting of obligations resulting from a derivatives trade, or
(iii)
otherwise provides clearing services or arrangements that mutualize or transfer among participants in the clearing agency the credit risk arising from derivatives trades.
“Commission” means the Financial and Consumer Services Commission continued under the Financial and Consumer Services Commission Act.(Commission)
“common-law partner” means a person who cohabits in a conjugal relationship with another person if the persons are not married to each other. (conjoint de fait)
“compliance officer” means a person appointed as a compliance officer under section 163. (inspecteur)
“contract” Repealed: 2013, c.43, s.1
“contractual plan” means any contract or other arrangement for the purchase of shares or units of a mutual fund by payments over a specified period or by a specified number of payments where the amount deducted from any one of the payments as sales charges is larger than the amount that would have been deducted from that payment for sales charges if deductions had been made from each payment at a constant rate for the duration of the plan. (plan à versements périodiques)
“control person” means
(personne participant au contrôle)
(a)
a person who holds a sufficient number of the voting rights attached to all outstanding voting securities of an issuer to affect materially the control of the issuer, or
(b)
each person in a combination of persons, acting in concert by virtue of an agreement, arrangement, commitment or understanding, which holds in total a sufficient number of the voting rights attached to all outstanding voting securities of an issuer to affect materially the control of the issuer,
and, if a person or combination of persons holds more than 20% of the voting rights attached to all outstanding voting securities of an issuer, the person or combination of persons shall be deemed, in the absence of evidence to the contrary, to hold a sufficient number of the voting rights to affect materially the control of the issuer.
“corporation” includes a company or other body corporate wherever or however incorporated. (corporation)
“Court of Appeal” means The Court of Appeal of New Brunswick. (Cour d’appel)
“Court of King’s Bench” means The Court of King’s Bench of New Brunswick.(Cour du Banc du Roi)
“Court of Queen’s Bench” Repealed: 2023, c.17, s.253
“credit rating” means an assessment, disclosed publicly or distributed by subscription, of the creditworthiness of an issuer as an entity or with respect to specific securities or a specific portfolio of securities or assets.(notation)
“credit rating organization” means a person that issues credit ratings.(organisme de notation)
“dealer” means a person who trades in securities or derivatives in the capacity of principal or agent. (courtier en valeurs mobilières)
“decision” (décision)
(a)
when used in relation to the Commission, the Executive Director or the Tribunal, means a decision, ruling, order, temporary order, direction or other requirement made by the Commission, the Executive Director or the Tribunal, as the case may be, under a power or right conferred by this Act or the regulations or under a delegation or transfer of an extra-provincial authority under section 195.11, and
(b)
when used in relation to a self-regulatory organization, means a decision, ruling or order made by the self-regulatory organization under a power or right conferred by this Act or the regulations.
“derivative” means
(dérivé)
(a)
an option, swap, futures contract, forward contract or other financial or commodity contract or instrument whose market price, value, or delivery, payment or settlement obligations are derived from, referenced to or based on an underlying interest, including a value, price, index, event, probability or thing,
(b)
a contract or instrument or class of contracts or instruments that is designated as a derivative in an order made under subparagraph 1.1(2)(
b)(ii), or
(c)
a contract or instrument or class of contracts or instruments that is prescribed by regulation as a derivative,
(d)
a contract or instrument that would be a derivative under paragraph (
a), if the contract or instrument is an interest in or to a security and a trade in the security under the contract or instrument would constitute a distribution,
(e)
a contract or instrument or class of contracts or instruments that is designated in an order made under subparagraph 1.1(1)(
b)(ii) not to be derivative, or
(f)
a contract or instrument or class of contracts or instruments that is prescribed by regulation not to be a derivative.
“derivatives trading facility” means a person that
(installation d’opérations sur dérivés)
(a)
constitutes, maintains or provides a market or facility for bringing together counterparties to derivatives,
(b)
brings together orders for derivatives of multiple counterparties, and
(c)
uses established methods under which orders interact with each other and counterparties entering the orders agree to the terms of a trade.
“designated benchmark” means a benchmark that is designated by the Commission in an order under paragraph 44.4(1)(a).(indice de référence désigné)
“designated credit rating organization” means a credit rating organization that has been designated by the Commission under subsection 44.1(1).(organisme de notation désigné)
“director” means a director of a corporation or an individual occupying or performing, with respect to a corporation or any other person, a similar position or similar functions. (administrateur)
“distribution” , where used in relation to trading in securities, means
(placement)
(a)
a trade in securities of an issuer that have not been previously issued,
(b)
a trade by or on behalf of an issuer in previously issued securities of that issuer that have been redeemed or purchased by or donated to that issuer,
(c)
a trade in previously issued securities of an issuer from the holdings of a control person,
(d)
a trade by or on behalf of an underwriter in securities which were acquired by that underwriter, acting as underwriter, before the commencement of this section, if those securities continued on the commencement of this section to be owned by or for that underwriter, so acting,
(e)
a trade deemed to be a distribution in an order made by the Tribunal under paragraph 184(1)(
o),
(f)
a trade that is a distribution under the regulations, and
(g)
a transaction or series of transactions involving a purchase and sale or a repurchase and resale in the course of or incidental to a distribution.
“distribution company” means a person distributing securities under a distribution contract. (compagnie de placement)
“distribution contract” means a contract between a mutual fund or its trustees or other legal representatives and a person under which that person is granted the right to purchase the shares or units of the mutual fund for distribution or to distribute the shares or units of the mutual fund on behalf of the mutual fund. (contrat de placement)
“economic interest” means
(intérêt financier)
(a)
a right to receive or the opportunity to participate in a reward, benefit or return from a security, or
(b)
the exposure to a risk of a financial loss in respect of a security.
“exchange” means a person who constitutes, maintains or provides a market place or facilities for bringing together purchasers and sellers of securities or derivatives. (bourse)
“exchange contract” Repealed: 2013, c.43, s.1
“Executive Director” means the Executive Director of Securities appointed under the Financial and Consumer Services Commission Act and includes any person designated by the Commission or the Executive Director to act on the Executive Director’s behalf.(directeur général)
“futures contract” Repealed: 2013, c.43, s.1
“individual” means a natural person, but does not include a partnership, unincorporated association, unincorporated syndicate, unincorporated organization, trust or a natural person in his or her capacity as trustee, executor, administrator or other legal personal representative. (particulier)
“insider” means
(initié)
(a)
a director or officer of an issuer,
(b)
a director or officer of a person who is itself an insider or subsidiary of an issuer,
(i)
beneficial ownership of, or control or direction over, directly or indirectly, securities of an issuer carrying more than 10% of the voting rights attached to all the issuer’s outstanding voting securities, excluding, for the purpose of the calculation of the percentage held, any securities held by the person as underwriter in the course of a distribution, or
(ii)
a combination of beneficial ownership of, and control or direction over, directly or indirectly, securities of an issuer carrying more than 10% of the voting rights attached to all the issuer’s outstanding voting securities, excluding, for the purpose of the calculation of the percentage held, any securities held by the person as underwriter in the course of a distribution,
(d)
an issuer that has purchased, redeemed or otherwise acquired a security of its own issue, for so long as it continues to hold that security,
(e)
a person designated to be an insider in an order made under subsection 1.1(2), or
(f)
a person that is in a class of persons designated by the regulations,
but does not include any person, or a class of persons, that is designated not to be an insider by an order made under subsection 1.1(1) or by a regulation.
“insider” or “insider of a reporting issuer” Repealed: 2007, c.38, s.1.
“investigator” means a person appointed as an investigator under section 171. (enquêteur)
“investment fund” means a mutual fund or a non-redeemable investment fund. (fonds d’investissement)
“investment fund manager” means a person who directs the business, operations or affairs of an investment fund. (gestionnaire de fonds d’investissement)
“investor relations activities” means any activities or oral or written communications, by or on behalf of an issuer or security holder of the issuer, that promote or reasonably could be expected to promote the purchase or sale of securities of the issuer, but does not include
(activités liées aux relations avec les investisseurs)
(a)
the dissemination of information provided, or material prepared, in the ordinary course of the business of the issuer to promote the sale of products or services of the issuer or to raise public awareness of the issuer that cannot reasonably be considered to promote the purchase or sale of securities of the issuer,
(b)
activities or communications necessary to comply with the requirements of this Act or the regulations or the by-laws or other regulatory instruments or practices or policies of an exchange or self-regulatory organization,
(c)
communications by a publisher of, or writer for, a newspaper, news magazine or business or financial publication that is of general and regular paid circulation, distributed only to subscribers to it for value or to purchasers of it, if
(i)
the communication is only through the newspaper, magazine or publication, and
(ii)
the publisher or writer receives no commission or other consideration other than for acting in the capacity of publisher or writer, or
(d)
activities or communications prescribed by regulation.
“issuer” means a person who has a security outstanding, is issuing a security or proposes to issue a security. (émetteur)
“management contract” means a contract under which a mutual fund is provided with investment advice, alone or together with administrative or management services, for valuable consideration. (contrat de gestion)
“market participant” means
(participant au marché)
(b)
a person exempted in an order made by the Commission under section 55 from the requirement to be registered under this Act or the regulations,
(d)
a director, officer or promoter of a reporting issuer,
(e)
a manager or custodian of assets, shares or units of an investment fund,
(f)
an exchange, a self-regulatory organization, a quotation and trade reporting system, a clearing agency, a credit rating organization, a trade repository, a derivatives trading facility or an auditor oversight body,
(g)
a transfer agent or registrar for securities of a reporting issuer,
(h)
the compensation or contingency fund of a self-regulatory organization,
(i)
the general partner of a market participant,
(i.1)
a designated credit rating organization,
(i.2)
a benchmark administrator that is designated as being subject to this Act under paragraph 44.4(1)(b),
(i.3)
a person that engages or participates in the provision of information for use by a benchmark administrator for the purpose of determining a designated benchmark, or
(j)
any other person or member of a class of persons designated by regulation.
“material change” ,
(changement important)
(a)
where used in relation to an issuer other than an investment fund, means
(i)
a change in the business, operations or capital of the issuer that would reasonably be expected to have a significant effect on the market price or value of any of the securities of the issuer, or
(ii)
a decision to implement a change referred to in subparagraph (i) made by the board of directors or other persons acting in a similar capacity or by senior management of the issuer who believe that confirmation of the decision by the board of directors or such other persons acting in a similar capacity is probable, and
(b)
where used in relation to an issuer that is an investment fund, means
(i)
a change in the business, operations or affairs of the issuer that would be considered important by a reasonable investor in determining whether to purchase or continue to hold securities of the issuer, or
(ii)
a decision to implement a change referred to in subparagraph (i) made
(A)
by the board of directors of the issuer or the board of directors of the investment fund manager of the issuer or other persons acting in a similar capacity,
(B)
by senior management of the issuer who believe that confirmation of the decision by the board of directors or such other persons acting in a similar capacity is probable, or
(C)
by senior management of the investment fund manager of the issuer who believe that confirmation of the decision by the board of directors of the investment fund manager of the issuer or such other persons acting in a similar capacity is probable.
“material fact” means
(fait important)
(a)
when used in relation to securities issued or distributed or proposed to be issued or distributed, a fact that would reasonably be expected to have a significant effect on the market price or value of the securities, or
(b)
when used in relation to derivatives traded or proposed to be traded, a fact that would reasonably be expected to have a significant effect on the market price or value of the derivatives.
“member of the Commission” Repealed: 2013, c.31, s.36
“Minister” means the Minister of Finance and Treasury Board and includes any person designated by the Minister to act on the Minister’s behalf.(ministre)
“mutual fund” means
(fonds commun de placement)
(i)
whose primary purpose is to invest money provided by its security holders, and
(ii)
whose securities entitle the holder to receive on demand, or within a specified period after demand, an amount computed by reference to the value of a proportionate interest in the whole or in part of the net assets, including a separate fund or trust account, of the issuer, or
(i)
designated to be a mutual fund in an order made under subsection 1.1(2), or
(ii)
in a class of persons designated by the regulations,
(c)
Repealed: 2007, c.38, s.1
but does not include an issuer, or a class of issuers, that is designated not to be a mutual fund by an order made under subsection 1.1(1) or by a regulation.
“mutual fund in New Brunswick” means a mutual fund that is a reporting issuer or that is organized under the laws of New Brunswick, but does not include a private mutual fund. (fonds commun de placement du Nouveau-Brunswick)
“mutual fund manager” means a person who provides investment advice under a management contract. (gestionnaire d’un fonds commun de placement)
“New Brunswick securities law” means
(droit des valeurs mobilières du Nouveau-Brunswick)
(c)
in respect of a person, a decision of the Commission, the Executive Director or the Tribunal to which the person is subject, and
(d)
any extra-provincial securities laws adopted or incorporated by reference under section 195.3.
“non-redeemable investment fund” means
(fonds d’investissement à capital fixe)
(i)
whose primary purpose is to invest money provided by its security holders,
(ii)
that does not invest
(A)
for the purpose of exercising or seeking to exercise control of an issuer, other than an issuer that is a mutual fund or a non-redeemable investment fund, or
(B)
for the purpose of being actively involved in the management of any issuer in which it invests, other than an issuer that is a mutual fund or a non-redeemable investment fund, and
(iii)
that is not a mutual fund, or
(i)
designated to be a non-redeemable investment fund in an order made under subsection 1.1(2), or
(ii)
in a class of persons designated by the regulations,
but does not include an issuer, or a class of issuers, that is designated not to be a non-redeemable investment fund by an order made under subsection 1.1(1) or by a regulation.
“offering memorandum” means
(notice d’offre)
(a)
a document, together with any amendments to that document, purporting to describe the business and affairs of an issuer that has been prepared primarily for delivery to and review by a prospective purchaser so as to assist the prospective purchaser to make an investment decision in respect of securities being sold in a distribution to which section 71 would apply but for the availability of one or more of the exemptions contained in New Brunswick securities law, or
(b)
a document that is prescribed by regulation that purports to describe the business and affairs of an issuer, together with any amendments to that document,
but does not include a document setting out current information about an issuer for the benefit of a prospective purchaser familiar with the issuer through prior investment or business contacts or a document prescribed by regulation that purports to describe the business and affairs of an issuer.
“officer” , with respect to an issuer or a registrant, means
(dirigeant)
(a)
a chair or vice-chair of the board of directors, a chief executive officer, a chief operating officer, a chief financial officer, a president, a vice-president, a secretary, an assistant secretary, a treasurer, an assistant treasurer and a general manager,
(b)
an individual who is designated as an officer under a by-law or similar authority, or
(c)
an individual who performs functions similar to those normally performed by an individual referred to in paragraph (
a) or (
b).
“person” includes an individual, a corporation, a partnership, an unincorporated association, an unincorporated syndicate, an unincorporated organization and a trust and a trustee, an executor, an administrator or other legal representative. (personne)
“portfolio manager” Repealed: 2008, c.22, s.1
“portfolio securities” , where used in relation to a mutual fund, means securities held or proposed to be purchased by the mutual fund. (valeurs de portefeuille)
“private mutual fund” means a mutual fund that is
(fonds commun de placement fermé)
(a)
operated as an investment club if
(i)
its shares or units are held by not more than 50 persons and its indebtedness has never been offered to the public,
(ii)
it does not pay or give any remuneration for investment advice or in respect of trades in securities or derivatives, except normal brokerage fees, and
(iii)
all of its members are required to make contributions in proportion to the shares or units each holds for the purpose of financing its operations, or
(b)
administered by a trust company licensed under the
Loan and Trust Companies Act and consists of a common trust fund as defined in section 1 of that Act.
“proxy” means a completed and executed form of proxy by means of which a security holder has appointed a person as the security holder’s nominee to attend and act for and on behalf of the security holder at a meeting of security holders. (procuration)
“quotation and trade reporting system” means a person that operates facilities that permit the dissemination of price quotations for the purchase and sale of securities or derivatives and reports of completed transactions in securities or derivatives for the exclusive use of registered dealers, but does not include an exchange or a registered dealer.(système de cotation et de déclaration des opérations)
“registered adviser” means an adviser registered under this Act or the regulations. (conseiller inscrit)
“registered dealer” means a dealer registered under this Act or the regulations. (courtier en valeurs mobilières inscrit)
“registrant” means a person registered or required to be registered under this Act or the regulations. (personne inscrite)
“regulation” means a regulation made under this Act and, unless the context otherwise indicates, includes a rule. (règlement)
“reporting issuer” means an issuer
(émetteur assujetti)
(a)
that has issued securities in respect of which
(i)
a prospectus was filed, and
(ii)
a certificate was issued under section 17 of the
Security Frauds Prevention Act, chapter S-6 of the Revised Statutes, 1973, or evidence of authority to trade was provided under section 17.1 of that Act,
(b)
that has filed a prospectus in respect of which the Executive Director has issued a receipt under this Act or the regulations,
(c)
any of whose securities have been at any time listed for trading on an exchange recognized by the Commission under paragraph 35(1)(
a), regardless of when such listing for trading commenced,
(d)
that has exchanged its securities with another issuer or with the holders of the securities of that other issuer in connection with a reorganization, amalgamation, merger or arrangement or similar business combination if one of the parties to the reorganization, amalgamation, merger or arrangement or similar business combination was a reporting issuer at the time of the reorganization, amalgamation, merger or arrangement or similar business combination,
(e)
that is designated to be a reporting issuer in an order made under subsection 1.1(2), or
(f)
that is in a class of persons designated by the regulations,
but does not include an issuer, or a class of issuers, that is designated not to be a reporting issuer by an order made under subsection 1.1(1) or by a regulation.
“rule” means a rule made under section 200. (règle)
“sales literature” includes discs, videotapes and similar material, written matter and all other material, except offering memoranda, preliminary prospectuses and prospectuses, designed for use in a presentation to a purchaser or prospective purchaser, whether such material is given or shown to the purchaser or prospective purchaser. (documentation commerciale)
“salesperson” Repealed: 2008, c.22, s.1
“Secretary” Repealed: 2013, c.31, s.36
“securities regulatory authority” , except in Part 15.1, means a person empowered by the laws of a jurisdiction to regulate trading in securities or derivatives or to administer or enforce laws respecting trading in securities or derivatives.(organisme de réglementation des valeurs mobilières)
“security” includes any of the following, whether they relate to an issuer or proposed issuer, but does not include a derivative,
(valeur mobilière)
(a)
a document, record, instrument or writing commonly known as a security,
(b)
a document or record constituting evidence of title to, or an interest in, the capital, assets, property, profits, earnings or royalties of any person,
(c)
a document or record constituting evidence of an interest in an association of legatees or heirs,
(d)
a contract or instrument if the contract or instrument is an interest in or to a security and a trade in the security under the contract or instrument would constitute a distribution,
(e)
a bond, debenture, note or other evidence of indebtedness, share, stock, unit, unit certificate, participation certificate, certificate of share or interest, preorganization certificate or subscription other than a contract of insurance issued by an insurance company licensed under the
Insurance Act or an evidence of deposit issued by a bank listed in Schedule I, II or III of the
Bank Act (Canada), by a credit union as defined in the
Credit Unions Act or by a loan company or trust company licensed under the
Loan and Trust Companies Act,
(f)
an agreement under which the interest of the purchaser is valued for purposes of conversion or surrender by reference to the value of a proportionate interest in a specified portfolio of assets, except a contract issued by an insurance company licensed under the
Insurance Act which provides for payment at maturity of an amount not less than
3⁄
4 of the premiums paid by the purchaser for a benefit payable at maturity,
(g)
an agreement providing that money received will be repaid or treated as a subscription to shares, stock, units or interests at the option of the recipient or of any person,
(h)
a certificate of share or interest in a trust, estate or association,
(i)
a profit-sharing agreement or certificate,
(j)
a certificate of interest in an oil, natural gas or mining lease, claim or royalty voting trust certificate,
(k)
an oil or natural gas royalty or lease or a fractional or other interest in either,
(l)
a collateral trust certificate,
(m)
an income or annuity contract not issued by an insurance company licensed under the
Insurance Act,
(n)
an investment contract,
(o)
a document or record constituting evidence of an interest in a scholarship or educational plan or trust,
(o.1)
a contract or instrument or class of contracts or instruments that is designated as a security in an order made under subparagraph 1.1(2)(
b)(i),
(o.2)
a contract or instrument or class of contracts or instruments that is prescribed by regulation as a security, and
(p)
a document, record, instrument or writing prescribed by regulation.
(q)
Repealed: 2013, c.43, s.1
“self-regulatory organization” means a person who is organized for the purpose of regulating the operations, the standards of practice and the business conduct of its members and their representatives with a view to promoting the protection of investors and the public interest. (organisme d’autoréglementation)
“senior officer” Repealed: 2007, c.38, s.1
“supplementary member of the Commission” Repealed: 2013, c.31, s.36
“trade” includes
(opération)
(a)
a sale or disposition of a security for valuable consideration or an attempt to sell or dispose of a security for valuable consideration, whether the terms of payment be on margin, instalment or otherwise, but does not include a purchase of a security or, except as provided in paragraph (
g), a transfer, pledge or encumbrance of securities for the purpose of giving collateral for a debt made in good faith,
(b)
entering into a derivative or making a material amendment to, terminating, assigning, buying, selling or otherwise acquiring or disposing of a derivative,
(c)
the novation of a derivative, other than a novation with a clearing agency,
(d)
participation as a trader in any transaction in a security or derivative made on or through the facilities of an exchange or reported through the facilities of a quotation and trade reporting system,
(e)
participation as a trader in a transaction in a derivative made on or through the facilities of a derivatives trading facility,
(f)
the receipt by a registrant of an order to buy or sell a security or an order to buy, sell, enter into, amend, terminate, assign or novate a derivative,
(g)
a transfer, pledge or encumbrancing of securities of an issuer from the holdings of a control person for the purpose of giving collateral for a debt made in good faith, and
(h)
an act, advertisement, solicitation, conduct or negotiation directly or indirectly in furtherance of any of the activities specified in paragraphs (
a) to (
g).
“trade repository” means a person that collects and maintains reports of trades of derivatives.(répertoire des opérations)
“Tribunal” means the Tribunal as defined in the Financial and Consumer Services Commission Act.(Tribunal)
“underwriter” , except as otherwise prescribed by regulation, means a person who, as principal, agrees to purchase securities with a view to distribution or who, as agent, offers for sale or sells securities in connection with a distribution and includes a person who has a direct or indirect participation in any such distribution, but does not include
(preneur ferme)
(a)
a person whose interest in the transaction is limited to receiving the usual and customary distributor’s or seller’s commission payable by an underwriter or issuer,
(b)
a mutual fund that accepts its shares or units for surrender and resells them,
(c)
a corporation that purchases its shares and resells them, or
(d)
a bank listed in Schedule I, II or III of the
Bank Act (Canada) with respect to the securities prescribed by regulation and to such banking transactions as are prescribed by regulation.
“voting security” means any security of an issuer that is not a debt security and that carries a voting right either under all circumstances or under some circumstances that have occurred and are continuing. (valeur mobilière avec droit de vote)