Canada Gazette, Part I, Volume 156, Number 24: MISCELLANEOUS NOTICES

June 11, 2022

ASCENTUS INSURANCE LTD.

REDUCTION OF STATED CAPITAL

As required under subsection 79(5) of the Insurance Companies Act (Canada), notice is hereby given that Ascentus Insurance Ltd. (the “Company”) intends to apply to the Superintendent of Financial Institutions (Canada) for approval to reduce the stated capital of the common shares of the Company in accordance with the special resolution, passed by the sole shareholder of the Company on May 30, 2022, a copy of which is set out below.

“RESOLVED AS A SPECIAL RESOLUTION THAT

  1. Subject to the approval of the Superintendent of Financial Institutions (Canada), and in accordance with section 79 of the Insurance Companies Act (Canada), the stated capital account maintained by the Company for its common shares shall be reduced to $1.00, without any distribution to the sole shareholder of the Company at that time, effective immediately prior to the effective time of the proposed amalgamation of the Company and Intact Insurance Company;
  2. The directors and officers of the Company are hereby authorized and directed to apply under section 79 of the Insurance Companies Act (Canada) for approval of this resolution and such reduction of stated capital; and
  3. Any officer or director of the Company is authorized and directed, for and on behalf of the Company, to execute and deliver all such documents and to do such other acts or things as may be determined to be necessary or advisable to give effect to this resolution, the execution of any such document or the doing of any such other act or thing being conclusive evidence of such determination.”

The publication of this notice should not be construed as evidence that approval will be issued for the reduction of capital. The granting of the approval will be dependent upon the normal Insurance Companies Act (Canada) review process and the discretion of the Superintendent of Financial Institutions.

Toronto, June 11, 2022

Ascentus Insurance Ltd.

INTACT INSURANCE COMPANY
ASCENTUS INSURANCE LTD.

LETTERS PATENT OF AMALGAMATION

Notice is hereby given, pursuant to the provisions of section 250 of the Insurance Companies Act (Canada) [the “ICA”], that Intact Insurance Company and Ascentus Insurance Ltd. (together, the “Applicants”) intend to make a joint application to the Minister of Finance, on or after July 4, 2022, for letters patent of amalgamation continuing the Applicants as one company under the name “Intact Insurance Company” in English and “Intact Compagnie d’assurance” in French. The head office of the amalgamated company would be located in Toronto, Ontario.

The effective date of the proposed amalgamation would be January 1, 2023, or any other date fixed by the letters patent of amalgamation.

Note: The publication of this notice should not be construed as evidence that letters patent will be issued. The granting of the letters patent will be dependent upon the normal ICA application review process and the discretion of the Minister of Finance.

June 11, 2022

Intact Insurance Company

Ascentus Insurance Ltd.

QUEBEC ASSURANCE COMPANY

ASSUMPTION REINSURANCE AGREEMENT AND CERTIFICATE OF CONTINUANCE

Notice is hereby given, in accordance with the provisions of subsection 254(2) of the Insurance Companies Act (Canada) (the “Act”), that Quebec Assurance Company (“QAC”) intends to make an application to the Minister of Finance (the “Minister”), on or after July 5, 2022, for the Minister’s approval to cause itself to be reinsured, on an assumption basis, against all of its policy liabilities, by Intact Insurance Company.

A copy of the proposed assumption reinsurance agreement will be available for inspection by the policyholders of QAC during regular business hours at the head office of QAC located at 700 University Avenue, Suite 1500-A, Toronto, Ontario M5G 0A1, for a period of 30 days following publication of this notice.

Any policyholder who wishes to obtain a copy of the assumption reinsurance agreement may do so by writing to QAC at the above-noted address.

Notice is also hereby given, in accordance with subsection 39(3) of the Act, that QAC intends to apply to the Minister, on or after June 27, 2022, for approval to apply under the Canada Business Corporations Act (the “CBCA”) for a certificate of continuance as a corporation under the CBCA. The board of directors of QAC may, however, without further approval of the sole shareholder of QAC, withdraw the application for continuance before it is acted on, in accordance with subsection 39(4) of the Act.

Any person who objects to the proposed continuance may submit an objection to the Office of the Superintendent of Financial Institutions by email to approvalsandprecedents@osfi-bsif.gc.ca on or before June 27, 2022.

Toronto, June 4, 2022

Quebec Assurance Company