Part 2 — Provincial Companies Subpart 1 Status and Powers of Provincial Companies
354 Conflicts of Interest Disclosure of interest
(a) is a party to a material contract or proposed material
contract with the company,
(b) is a director or an officer of any entity that is a party to a
material contract or proposed material contract with the
company, or
(c) has a material interest in any person who is a party to a
material contract or proposed material contract with the
company
must disclose in writing to the company or request to have entered
in the minutes of the meetings of directors the nature and extent of
that interest.
(2) The disclosure required by subsection (1) must be made, in the
case of a director,
(a) at the meeting of directors at which a proposed contract is
first considered,
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(b) if the director was not then interested in the proposed
contract, at the first meeting after the director becomes so
interested,
(c) if the director becomes intere sted after a contract is made, at
the first meeting after the director becomes so interested, or
(d) if a person who is interest ed in a contract later becomes a
director, at the first meeting after that person becomes a
director.
(3) The disclosure required by subsection (1) must be made, in the
case of an officer who is not a director,
(a) forthwith after the officer becomes aware that a proposed
contract is to be considered or a contract has been
considered at a meeting of directors,
(b) if the officer becomes intere sted after a contract is made,
forthwith after the officer becomes so interested, or
(c) if a person who is interested in a contract later becomes an
officer, forthwith after the person becomes an officer.
(4) If a material contract or proposed material contract is one that,
in the ordinary course of business of the provincial company,
would not require approval by the directors or the participating
policyholders and shareholders, a director or an officer referred to
in subsection (1) must disclose in writing to the company or request
to have entered in the minutes of meetings of directors the nature
and extent of the director's or officer's interest forthwith after the
director or officer becomes aware of the contract or proposed
contract.
1999 cI-5.1 s354