This archived statute consolidation is current to November 10, 1992 and includes changes enacted and in force by that date.

Employee Investment Act

[SBC 1989] CHAPTER 24

Assented to June 28, 1989

Contents
Section
  1.  Interpretation
Part 1 — Employee Share Ownership Plans
  2.  Registration
  3.  Criteria for corporation eligibility
  4.  Conditions for plan
  5.  Additional equity capital
  6.  Use of funds
  7.  Tax credit
Part 2 — Employee Venture Capital Plans
  8.  Registration
  9.  Criteria for corporation eligibility
  10.  Conditions for plan
  11.  Place of business
  12.  Limits on equity capital
  13.  Minimum investment requirements
  14.  Additional equity capital
  15.  Investment in eligible businesses
  16.  Investment for certain purposes prohibited
  17.  Control of eligible business
  18.  Non-arm's length investments prohibited
  19.  Aggregate investment
  20.  Action to be taken where investment becomes prohibited
  21.  Changes in eligibility
  22.  Permitted investments and authorized expenses
  23.  Investment protection account
  24.  Tax credit
Part 3 — General
  25.  Certification of employee group
  26.  Cost sharing
  27.  The register
  28.  Annual maximum tax credit
  29.  Repayment of tax credit — sale of shares
  30.  Third party liability
  31.  Reporting requirements
  32.  Keeping of records
  33.  Revocation and suspension of plans
  34.  Examination of records
  34.1  Investigation
  34.2  Investigator's power at hearing
  34.3  Report to administrator
  35.  General provisions
  35.1  Extension of time
  36.  Offences
  37.  Limitation period
  38.  Regulations and orders
  39-46.  Spent
  47.  Commencement

Interpretation

1.  (1) In this Act

"administrator" means the person designated by the minister to perform the duties of administrator under this Act;

"affiliate", where used to indicate a relationship between corporations, means any corporation where one is the subsidiary of the other, or both are subsidiaries of the same corporation or each of them is controlled by the same person or the same group of persons or one or more members of an associated group of persons;

"annuitant" has the same meaning as "annuitant" in the Income Tax Act (Canada);

"associate", where used to indicate a relationship with a person, means

(a) a corporation of which the person owns, directly or indirectly, shares carrying 10% or more of the voting rights attached to all outstanding shares of the corporation,

(b) a partner of the person,

(c) a participant in a joint venture with the person,

(d) a trust or estate

(i)  in which the person has, in the opinion of the administrator, a substantial beneficial interest, or

(ii)  for which the person serves as trustee or in a similar capacity,

(e) a spouse, parent, grandparent, child, grandchild, brother or sister of the person, or

(f) a parent, grandparent, child, grandchild, brother or sister of the spouse of the person residing in the same residence;

"associated group of persons" means an associated group of persons as defined in the regulations;

"authorized depository" means a person authorized by the administrator to act as an authorized depository under this Act;

"constitution" means the memorandum and articles or other constitutional documents of a corporation;

"debt obligation" includes a mortgage, bond, debenture, note, loan or similar obligation, whether secured or unsecured;

"eligible business" means a corporation that does not exceed such test, if any, as to size or extent of operation that may be prescribed;

"eligible employee" means an individual who, at the time of subscribing for a share under this Act, is resident in British Columbia and

(a) is employed by the corporation that has registered an employee share ownership plan, or the predecessor or affiliate of that corporation, on a continuing basis for an average of at least 20 hours each week,

(b) is not a major shareholder of the corporation, and

(c) meets other prescribed conditions;

"eligible investment" means an investment permitted under section 15;

"eligible investor" means an individual who, at the time of subscribing for a share of an employee venture capital corporation,

(a) is resident in British Columbia,

(b) is employed in British Columbia on a continuing basis for at least 20 hours each week,

(c) is not a major shareholder of the employee venture capital corporation and, in the case of an employee venture capital corporation that has a restricted constitution, is not a major shareholder of any of the corporations that the employee venture capital corporation is restricted to investing in by its constitution, and

(d) meets other prescribed conditions;

"eligible shareholder" means an eligible investor who owns shares purchased under an employee venture capital plan;

"employee group" means those employees who have been certified as an employee group under section 25;

"employee organization" means

(a) a trade union,

(b) an association or federation of trade unions,

(c) a corporation owned and controlled by one or more trade unions or associations or federations of trade unions, or

(d) a prescribed association of employees;

"employee share ownership plan" means a plan containing the provisions referred to in section 4;

"employee shareholder" means an eligible employee who owns shares purchased under an employee share ownership plan;

"employee venture capital corporation" means a corporation registered under section 8;

"employee venture capital plan" means a plan containing the provisions referred to in section 10;

"equity capital" means the consideration in money received by a corporation for the corporation's issued equity shares;

"equity share" means a share of a class of shares that

(a) carry voting rights under all circumstances,

(b) are not restricted in their right to share in the profits of the corporation or in the division of the corporation's assets on dissolution or winding up, and

(c) do not have any rights and restrictions prescribed in the regulations;

"hardship disposition" means a disposition of a share occasioned by one of the following circumstances occurring after the initial subscription for the share:

(a) the death, permanent disability, bankruptcy or bona fide involuntary loss of employment of the shareholder or, if the shareholder is a trust, of the annuitant or beneficiary of the trust;

(b) other prescribed circumstances;

"major shareholder" means, with respect to a corporation, a person who, together with his or her associates, owns, directly or indirectly, shares carrying 10% or more of the voting rights attached to all outstanding shares of the corporation or shares of the corporation carrying 10% or more of the right to share in the profits of the corporation or in the division of its assets on dissolution or winding up;

"plan" means an employee share ownership plan or an employee venture capital plan;

"redeem" includes to purchase or otherwise acquire;

"restricted constitution" means a constitution of a corporation that restricts the corporation to investing only in equity shares of a particular eligible business and affiliates of that eligible business;

"share offering document" means a prospectus, offering memorandum or other material, in a form and containing information satisfactory to the administrator, that is delivered to eligible employees or eligible investors in connection with obtaining subscriptions for shares;

"spouse" means a person who is

(a) married to another person, or

(b) living with another person as husband or wife and has lived as such for a continuous period of 6 months;

"subsidiary" means a corporation that, in respect of another corporation, is controlled, either directly or indirectly, by that other corporation;

"trust" means

(a) a trust governed by a registered retirement savings plan as defined in the Income Tax Act (Canada),

(b) a trust governed by a registered retirement income fund as defined in the Income Tax Act (Canada),

(c) a trust, in a form and on terms approved by the administrator, established for the purpose of acquiring or holding shares issued under a plan, or

(d) other prescribed trusts;

"trust disposition" means a disposition of a share

(a) to a trust for which the transferor or the transferor's spouse is the annuitant or beneficiary,

(b) from a trust to the annuitant or beneficiary of the trust,

(c) from one trust to another trust if both trusts have the same annuitant or beneficiary, or

(d) in other prescribed circumstances.

(2) For the purposes of this Act

(a) shares shall be deemed to be owned by an individual if they are beneficially owned by a corporation controlled by the individual or by an affiliate of that corporation,

(b) a corporation shall be deemed to own shares that are owned by its affiliates, and

(c) the annuitant or beneficiary of a trust shall be deemed to have purchased, held or disposed of shares that are purchased, held or disposed of by the trust.

(3) Where, under the definition of "affiliate", a person (the "first person") is an affiliate of another person, that other person is an affiliate of the first person.

(4) Where, under the definition of "associate", a person (the "first person") is an associate of another person, that other person is an associate of the first person.

(5) For the purposes of this Act

(a) a corporation shall be deemed to be controlled by a person or group of persons if

(i)  shares of the corporation carrying more than 50% of the outstanding voting rights for the election of the directors are owned directly or indirectly by that person or group of persons, and

(ii)  the voting rights carried by the shares referred to in subparagraph (i) are sufficient, if exercised, to elect a majority of the directors of the corporation, and

(b) a person or group of persons shall be deemed, other than in prescribed circumstances, to own shares that the person or group of persons would own following the exercise of

(i)  an option, warrant or right, or

(ii)  a conversion right that is attached to a debt obligation or to a share of the corporation.

(6) For the purposes of this Act, where the expression "controlled, directly or indirectly in any manner," is used, a corporation shall be considered to be so controlled by another corporation, person or group of persons (the "controller") at any time where, at that time, the controller has any direct or indirect influence that, if exercised, would result in control in fact of the corporation except that, where the corporation and the controller are dealing with each other at arm's length and that influence is derived from a franchise, licence, lease, distribution, supply or management agreement or other similar agreement or arrangement, the main purpose of which is to govern the relationship between the corporation and the controller regarding the manner in which a business carried on by the corporation is to be conducted, the corporation shall not be considered to be controlled, directly or indirectly in any manner, by the controller by reason only of the agreement or arrangement.

(7) A reference in this Act to a series of transactions or events includes any related transactions or events completed in contemplation of the series.

Historical Note(s): 1989-24-1; 1990-57-8; 1992-36-1.

Part 1 — Employee Share Ownership Plans

Registration

2.  (1) A corporation that meets the criteria set out in section 3 may apply to have an employee share ownership plan registered under this Part by delivering to the administrator, in a form acceptable to the administrator, an application including

(a) the financial statements of the corporation,

(b) a copy of its constitution,

(c) a copy of the employee share ownership plan, and

(d) other information that the administrator may require in order to determine compliance with this Act and the regulations.

(2) The administrator shall register an employee share ownership plan, with conditions that the administrator considers appropriate, on being satisfied that

(a) the corporation meets the criteria set out in section 3,

(b) the plan complies with the spirit and intent of this Act and the regulations, and

(c) any other prescribed conditions for the registration are met.

(3) Where the administrator registers an employee share ownership plan he or she shall issue a certificate of registration, and the plan shall be deemed to be registered under this Part on the date of registration contained in the certificate.

(4) Registration of an employee share ownership plan under this section constitutes approval, as at the date of registration, for the corporation to raise the amount of equity capital referred to in the plan or any other amount that the administrator specifies.

Historical Note(s): 1989-24-2.

Criteria for corporation eligibility

3.  The criteria referred to in section 2 for eligibility of a corporation are that the corporation

(a) is incorporated under the laws of British Columbia or of Canada or, being a corporation incorporated in any other province of Canada, is registered to carry on business in British Columbia under the Company Act,

(b) pays not less than 25% of the prescribed wages and salaries, calculated in the prescribed manner, of the corporation to employees who regularly work within British Columbia,

(c) together with its affiliates, has not more than $500 million in total assets calculated in the prescribed manner,

(d) has not, during the preceding 2 years, raised more than $5 million in equity capital under

(i)  any registered employee share ownership plan,

(ii)  any other share ownership plan that substantially meets the requirements under section 4 (1) (c), (d) (i) and (h), or

(iii)  combinations of share ownership plans referred to in subparagraph (i) or (ii), and

(e) meets other prescribed conditions.

Historical Note(s): 1989-24-3.

Conditions for plan

4.  (1) Every employee share ownership plan must contain or make provision for at least the following:

(a) the estimated number of eligible employees proposed to be covered by the plan;

(b) the amount of equity capital to be raised under the plan, which shall not exceed $5 million in any 2 year period;

(c) that every eligible employee who has been employed by the corporation or its predecessor or affiliate for a period set out in the plan not exceeding 2 years has an equal right to purchase shares under the plan or a pro rata right to purchase shares, which takes into account length of service;

(d) subject to section 35 (5), that the shares to be acquired under the plan

(i)  are equity shares,

(ii)  are of only one class and have never previously been issued,

(iii)  will only be issued from the treasury of the corporation on being fully paid for in cash,

(iv)  will, immediately following their acquisition, be registered in the name of each employee that purchases them or in the name of a trustee, if the shares are held by the trustee for the benefit of an employee, and notwithstanding the Company Act, will be held, for 3 years from the date of the purchase, in the custody of an authorized depository and under such terms and conditions as are approved by the administrator, and

(v)  do not have any rights or restrictions prohibited by regulation;

(e) an investment confirmation, to be issued to each new shareholder within 30 days of share registration, setting out at least the following:

(i)  the number of shares acquired;

(ii)  the price paid per share;

(iii)  the total amount paid;

(iv)  the name, address, telephone number and contact person for the authorized depository;

(v)  the procedure for obtaining the tax credit certificate under this Act;

(vi)  any other prescribed information;

(f) a method of establishing the value for the shares by

(i)  an opinion from an independent qualified person,

(ii)  a formula referencing financial information of the corporation, or

(iii)  a formula referencing the trading value of a class of shares trading on a public stock exchange of the corporation,

that applies consistently over the life of the plan and is computed on the basis of fair market value without reference to the tax credit provided for under the Income Tax Act or the Income Tax Act (Canada);

(g) that the corporation shall provide to each employee shareholder at least annually

(i)  the value established under paragraph (f), and the basis on which the value is established, and

(ii)  disclosure with respect to major decisions of the corporation that materially affect that value;

(h) that if a shareholder wishes to sell all or a portion of the shares acquired under the plan and the shares are not listed on a Canadian stock exchange the corporation shall redeem the shares unless

(i)  the shares are bought by a party dealing at arm's length with the shareholder, or

(ii)  the shares are acquired by other eligible employees;

(i) that shares redeemed under paragraph (h) will be at a price at least equal to the value established under paragraph (f);

(j) that share transactions under paragraph (h) may be governed by limits set out in the plan if those limits

(i)  are based on a reasonable test of ability to pay, and

(ii)  give priority to hardship dispositions;

(k) a share offering document;

(l) the use of the equity capital where the use will be contrary to section 6 (a);

(m) such other requirements as may be prescribed.

(2) A plan shall not be altered without the prior approval of the administrator and the consent of a majority of the employee shareholders.

Historical Note(s): 1989-24-4; 1990-57-9; 1992-36-2.

Additional equity capital

5.  (1) Where a corporation proposes to raise equity capital under an employee share ownership plan in addition to the equity capital approved under section 2 (4), it shall apply to the administrator who shall approve that additional equity capital, subject to any conditions the administrator considers appropriate, if the administrator is satisfied that

(a) the corporation meets the criteria referred to in section 3,

(b) the plan is being implemented in accordance with this Act and the regulations, and

(c) the equity capital approval would not result in the total aggregate of the tax credits exceeding any limits prescribed under section 28.

(2) An approval under subsection (1) shall be deemed to be an approved change to the plan.

Historical Note(s): 1989-24-5.

Use of funds

6.  A corporation shall not use funds received from the approved issue of shares under an employee share ownership plan for which tax credits under the Income Tax Act have been or will be claimed

(a) unless otherwise specifically provided for in the plan, for

(i)  lending, other than in the ordinary course of business,

(ii)  acquiring securities, other than in the ordinary course of business,

(iii)  funding of all or part of the purchase by the corporation of all or a substantial portion of the assets of an existing proprietorship, partnership, joint venture, trust or corporation,

(iv)  making any payment, including a payment for the purchase of goods or services and the payment of dividends and the repayment of shareholder debt, to a shareholder, director or officer of the corporation or any of its affiliates,

(v)  investing in land, except where the use of the land is incidental or ancillary to the activities of the corporation, and

(vi)  the purchase or redemption of previously issued shares of the corporation or one of its affiliates,

(b) for purchasing services or assets provided by the Crown or an agency or corporation of the Crown, where

(i)  those services or assets are to be used in all or in part in a business or activity that is the same or similar to the activity previously carried on by the Crown or the agency or corporation of the Crown, and

(ii)  the corporation has received, either directly or indirectly, any financial assistance from any government, municipality or public authority with respect to the acquisition of those services or assets,

(c) as part of a transaction or series of transactions directly or indirectly involving the funding of all or part of the purchase by the corporation of any services or assets at a price that is greater than the fair market value of the services or assets purchased, or

(d) for other prescribed purposes.

Historical Note(s): 1989-24-6.

Tax credit

7.  (1) A corporation shall, on behalf of each of its eligible employees, apply to the administrator for a tax credit certificate entitling each of those eligible employees to a tax credit under section 8.8 of the Income Tax Act, equal to 20% of the amount received by the corporation, in that calendar year or within 60 days immediately following that calendar year, for shares issued to those eligible employees by the corporation under a registered employee share ownership plan less the amount of any tax credit previously allowed with respect to any shares of the corporation disposed of by the employee shareholder within the immediately preceding 2 years.

(2) On receipt of an application under subsection (1), the administrator shall, subject to subsection (3), following the approval of the Minister of Finance and Corporate Relations and in accordance with section 8.8 of the Income Tax Act, issue a tax credit certificate in the amount referred to in subsection (1), unless the administrator considers that the corporation or its directors, officers or shareholders are conducting the business or affairs of the corporation in a manner that is contrary to the spirit and intent of this Act whether or not there has been a contravention of this Act or the regulations.

(3) The administrator shall not issue a tax credit certificate under subsection (2) unless the administrator is satisfied that

(a) the corporation and its eligible employees are complying with a registered employee share ownership plan and any conditions pertaining to it,

(b) the shares have been acquired in accordance with a registered plan,

(c) other than where prescribed, the shares do not constitute a type of security that entitles the holder, in respect of the acquisition of those shares,

(i)  to claim a tax credit under the Income Tax Act or the Income Tax Act (Canada), other than under section 8.8 of the Income Tax Act or section 127.4 of the Income Tax Act (Canada), against tax payable,

(ii)  to claim a deduction from income under the Income Tax Act or the Income Tax Act (Canada), or

(iii)  to receive any other financial assistance from any government, municipality or public authority,

(d) the amount of the entitlement under subsection (1) takes into account any shares of the corporation disposed of by the employee shareholder within the immediately preceding 2 years,

(e) no tax credit has been previously allowed for those shares under the Income Tax Act or the Income Tax Act (Canada),

(f) the sum of the shareholder's aggregate tax credits allowed in respect of all previous years under section 8.8 of the Income Tax Act and the amount of the entitlement in respect of which the tax credit certificate is now being applied for is $10 000 or less,

(g) the sum of the shareholder's aggregate entitlements in respect of all tax credit certificates applied for in the year is $2 000 or less, and

(h) any other prescribed conditions have been complied with.

Historical Note(s): 1989-24-7.

Part 2 — Employee Venture Capital Plans

Registration

8.  (1) A corporation that meets the criteria set out in section 9 may apply for registration under this Part by delivering to the administrator, in a form acceptable to the administrator, an application including

(a) the financial statements of the corporation,

(b) a copy of its constitution,

(c) a copy of the employee venture capital plan, and

(d) other information that the administrator may require in order to determine compliance with this Act and the regulations.

(2) The administrator shall register the corporation, with conditions that the administrator considers appropriate, on being satisfied that

(a) the corporation meets the criteria set out in section 9,

(b) the employee venture capital plan complies with the spirit and intent of this Act and the regulations, and

(c) any other prescribed conditions for the registration are met.

(3) Where the administrator registers a corporation, he or she shall issue a certificate of registration, and the employee venture capital corporation and employee venture capital plan shall be deemed to be registered under this Part on the date of registration contained in the certificate.

(4) Registration of an employee venture capital corporation under this section constitutes approval, as at the date of registration, for the employee venture capital corporation to raise the amount of equity capital referred to in the plan or any other amount that the administrator specifies.

Historical Note(s): 1989-24-8.

Criteria for corporation eligibility

9.  The criteria referred to in section 8 for eligibility of a corporation for registration as an employee venture capital corporation are that the corporation

(a) is incorporated under the laws of British Columbia,

(a.1) is sponsored by an employee organization or an employee group,

(b) has a name that includes "(EVCC)" immediately before the word or abbreviation required by section 16 (1) of the Company Act,

(c) has never previously carried on business other than business related to obtaining registration under this Part,

(d) has, or will have immediately after registration and thereafter, equity capital of at least $25 000,

(e) has authorized capital consisting of shares without par value,

(f) has a constitution that

(i)  restricts the business of the corporation to

(A)  making investments permitted under this Act and providing business expertise, managerial expertise or financial support to eligible businesses in which the employee venture capital corporation has made or proposes to make an eligible investment, and

(B)  providing information to and educating employees as to the role of capital in business, the value of equity investments to an employee and the rights and obligations of corporations and their shareholders,

(ii)  restricts the issue of the shares to eligible investors, and

(iii)  prohibits the corporation from lending money, guaranteeing loans or providing other financial assistance to

(A)  its shareholders, or

(B)  any employee organization, and

(g) meets other prescribed conditions.

Historical Note(s): 1989-24-9; 1992-36-3.

Conditions for plan

10.  (1) Every employee venture capital plan must contain or make provision for at least the following:

(a) the estimated number of eligible investors proposed to be covered by the plan;

(b) the amount of equity capital to be raised under the plan;

(c) if the employee venture capital plan is for a corporation that does not have a restricted constitution, that every eligible investor has an equal right to purchase shares under the plan;

(c.1) if the employee venture capital plan is for a corporation that has a restricted constitution, that every eligible investor who has, for a period set out in the plan of not more than 2 years, been employed by the eligible business referred to in the corporation's constitution or an affiliate of that eligible business, has an equal right, or a pro rata right based on length of service, to purchase shares under the plan;

(d) that the shares to be issued under the plan

(i)  are equity shares,

(ii)  are of only one class and have never previously been issued,

(iii)  will only be issued from the treasury of the corporation on being fully paid for in cash,

(iv)  will, immediately following their issue, be registered in the name of each shareholder that purchases them or in the name of a trustee, if the shares are held by the trustee for the benefit of a shareholder, and

(v)  do not have any rights or restrictions prohibited by regulation;

(e) an investment confirmation, to be issued to each new shareholder within 30 days of share registration, setting out at least the following:

(i)  the number of shares acquired;

(ii)  the price paid per share;

(iii)  the total amount paid;

(iv)  the procedure for obtaining the tax credit certificate under this Act;

(v)  any other prescribed information;

(f) a method of establishing the value for the shares by

(i)  an independent opinion from a qualified person, or

(ii)  a formula referencing financial information of the corporation,

that applies consistently over the life of the plan and is computed on the basis of fair market value without reference to the tax credit provided for under the Income Tax Act or the Income Tax Act (Canada);

(g) that the corporation shall provide to each shareholder at least annually

(i)  the value established under paragraph (f), and the basis on which the value is established, and

(ii)  disclosure with respect to major decisions of the corporation that materially affect that value;

(h) that if a shareholder wishes to sell all or a portion of the shares acquired under the plan and the shares are not listed on a Canadian stock exchange the corporation shall redeem the shares unless

(i)  the shares are bought by a party dealing at arm's length with the shareholder, or

(ii)  the shares are acquired by other eligible investors;

(i) that shares redeemed under paragraph (h) will be at a price at least equal to the value established under paragraph (f);

(j) that share transactions under paragraph (h) may be governed by limits set out in the plan if those limits

(i)  are based on a reasonable test of ability to pay, and

(ii)  give priority to hardship dispositions;

(k) a share offering document;

(l) an investment plan including

(i)  the corporation's investment policy and philosophy, and

(ii)  if known,

(A)  the names of the eligible businesses in which the corporation intends to invest,

(B)  the amount and timing of the intended investment, and

(C)  any special conditions or rights to be associated with the equity shares to be acquired;

(m) the criteria under which persons subscribing for shares will qualify as eligible investors;

(n) such other requirements as may be prescribed.

(2) An employee venture capital plan shall not be altered without the prior approval of the administrator and the consent of a majority of the eligible shareholders.

Historical Note(s): 1989-24-10; 1990-57-10; 1992-36-4.

Place of business

11.  An employee venture capital corporation shall, within 30 days after being registered, establish a place of business in British Columbia and shall afterwards maintain a place of business in British Columbia.

Historical Note(s): 1989-24-11.

Limits on equity capital

12.  (1) The equity capital of an employee venture capital corporation, including the equity capital referred to in section 14, shall not exceed

(a) $5 million if it is not a reporting issuer as defined in the Securities Act, or

(b) $20 million if it is a reporting issuer as so defined.

(2) Where the Lieutenant Governor in Council considers it to be in the public interest, the Lieutenant Governor in Council may by order and with or without conditions, in a particular case, exempt an employee venture capital corporation from the limits of equity capital set out in subsection (1) and specify other limits that shall apply in that particular case.

Historical Note(s): 1989-24-12.

Minimum investment requirements

13.  (1) [Repealed 1990-57-11.]

(2) An employee venture capital corporation must have an amount equal to 80% of any equity capital it has raised during its fiscal year invested in eligible investments no later than the end of the next succeeding fiscal year, and the employee venture capital corporation shall afterwards keep at least that amount invested in eligible investments.

(3) For the purposes of subsection (2), the amount invested in eligible investments shall be determined using the cost, determined in the prescribed manner, of the investment.

(4) [Repealed 1990-57-11.]

Historical Note(s): 1989-24-13; 1990-57-11.

Additional equity capital

14.  (1) Where a corporation proposes to raise equity capital under an employee venture capital plan in addition to the capital approved under section 8 (4) it shall apply to the administrator who shall approve that additional capital, subject to any conditions the administrator considers appropriate if the administrator is satisfied that

(a) the corporation meets the criteria referred to in section 9,

(b) the plan is being implemented in accordance with this Act and the regulations, and

(c) the equity capital approval would not result in the total aggregate of the tax credits exceeding any limits prescribed under section 28.

(2) An approval under subsection (1) shall be deemed to be an approved change to the employee venture capital plan.

Historical Note(s): 1989-24-14.

Investment in eligible businesses

15.  (1) An employee venture capital corporation may make an investment in an eligible business if each of the following requirements is fulfilled:

(a) not less than 50% of the prescribed wages and salaries, calculated in the prescribed manner, of the eligible business are paid to employees who regularly work within British Columbia;

(b) the eligible business together with its affiliates has less than $35 million in total assets calculated in the prescribed manner;

(c) the eligible business is or will be substantially engaged, determined in the prescribed manner, in British Columbia in any one or more of the following activities:

(i)  manufacturing and processing;

(ii)  research and development;

(iii)  tourism;

(iv)  aquaculture;

(v)  any other business activity that is prescribed;

(d) subject to section 35 (5), the investment consists of or will consist of the acquisition of equity shares, issued for the purpose of raising additional equity capital, either

(i)  directly from the eligible business, or

(ii)  in prescribed circumstances from an agent or broker acting as an underwriter for the eligible business;

(e) the investment is not and will not be prohibited under sections 16 to 19;

(f) in the case of an employee venture capital corporation that has a restricted constitution, the investment is in the eligible business or affiliated businesses referred to in the employee venture capital corporation's constitution;

(g) such other requirements as may be prescribed.

(2) Notwithstanding subsection (1) (b), where the administrator is satisfied that the eligible business and its affiliate do not have any agreement, commitment or understanding to conduct any business in concert, then, in calculating the total assets under subsection (1) (b), the administrator shall not, in prescribed circumstances, include the assets of the affiliate of the eligible business.

Historical Note(s): 1989-24-15; 1992-36-5.

Investment for certain purposes prohibited

16.  An employee venture capital corporation shall not use funds raised through the issue of equity shares with respect to which tax credits have been or are entitled to be claimed under section 8.8 of the Income Tax Act to make or hold an investment in an eligible business where the proceeds of that investment are directly or indirectly used or intended to be used, in whole or in part, by the eligible business

(a) for lending,

(b) for acquiring securities other than under a proposal accepted under section 17 (2),

(c) for making any payment with respect to the purchase of goods or services from, the payment of dividends to or the repayment of shareholder debt to a director, officer or shareholder of the employee venture capital corporation or from or to an associate of a director, officer or major shareholder of the employee venture capital corporation,

(d) for purchasing services or assets provided by the Crown or an agency or corporation of the Crown, where

(i)  those services or assets are to be used in all or in part in a business or activity that is the same or similar to the activity previously carried on by the Crown or the agency or corporation of the Crown, and

(ii)  the corporation has received, either directly or indirectly, any financial assistance from any government, municipality or public authority with respect to the acquisition of those services or assets,

(e) as part of a transaction or series of transactions directly or indirectly involving, other than as part of a proposal accepted under section 17 (2),

(i)  the purchase or redemption of previously issued shares of the eligible business or one of its affiliates,

(ii)  the retirement of any part of a liability to a shareholder of the eligible business or one of its affiliates,

(iii)  the payment of dividends, or

(iv)  the funding of all or part of the purchase by the eligible business of all or a substantial portion of the assets of an existing proprietorship, partnership, joint venture, trust or corporation,

(f) for the funding of all or part of the purchase by the eligible business of any services or assets at a price that is greater than the fair market value of the services or assets purchased, or

(g) for other prescribed purposes.

Historical Note(s): 1989-24-16.

Control of eligible business

17.  (1) Subject to subsection (2), an employee venture capital corporation that does not have a restricted constitution shall not make or hold an investment in an eligible business where

(a) 50% of the shares carrying votes for the election of directors of the eligible business are owned, directly or indirectly, by, or

(b) the eligible business is controlled, directly or indirectly, in any manner, by

the employee venture capital corporation or it and any other employee venture capital corporation or venture capital corporation, either alone or in conjunction with one or more of its or their

(c) associates or affiliates,

(d) shareholders or their associates or affiliates,

(e) directors or their associates, or

(f) officers or their associates.

(2) Subsection (1) does not apply to the making or holding of an investment in an eligible business where the administrator is satisfied that

(a) the investment will result in substantial employee participation in the

(i)  start up and operation of a new business, or

(ii)  restructuring of ownership of an existing business to facilitate transfer of control from a person or a group of persons where the restructuring will result in widely dispersed ownership by persons resident in Canada, or

(b) the administrator is satisfied that the eligible business is or will be in financial difficulty.

(3) The administrator may set conditions with respect to the making or holding of an investment under subsection (2).

Historical Note(s): 1989-24-17; 1992-36-6.

Non-arm's length investments prohibited

18.  (1) An employee venture capital corporation shall not make or hold an investment in an eligible business where a major shareholder of the employee venture capital corporation is, or was at any time during the 2 years immediately preceding the investment,

(a) a major shareholder of the eligible business,

(b) an associate of a major shareholder of the eligible business,

(c) a voting trust where the trustee votes shares of the eligible business, or

(d) the eligible business or an associate or affiliate of the eligible business.

(2) An employee venture capital corporation shall not make or hold an investment in an eligible business where the eligible business or an associate, affiliate, director, officer or shareholder of the eligible business provides or has provided, directly or indirectly, as part of any transaction or series of transactions, a loan, guarantee or any other financial assistance to a person who is, or was at any time during the 2 years immediately preceding the investment,

(a) the employee venture capital corporation,

(b) an associate or affiliate of the employee venture capital corporation,

(c) a director, officer or major shareholder of the employee venture capital corporation, or

(d) a member of a group of persons that controls the employee venture capital corporation.

Historical Note(s): 1989-24-18; 1992-36-7.

Aggregate investment

19.  An employee venture capital corporation shall not make or hold an investment in an eligible business where, as a result of that investment, the aggregate of all amounts received directly or indirectly by that eligible business from the employee venture capital corporation, any other employee venture capital corporations and any venture capital corporations registered under the Small Business Venture Capital Act, would exceed $5 million within a 2 year period.

Historical Note(s): 1992-36-8.

Action to be taken where investment becomes prohibited

20.  Where an investment of an employee venture capital corporation becomes prohibited under sections 16 to 19, the employee venture capital corporation shall, within 6 months after the investment became prohibited, dispose of that investment unless, within the 6 month period, the circumstances that caused the investment to become prohibited change so that the investment is no longer prohibited under those sections.

Historical Note(s): 1989-24-20.

Changes in eligibility

21.  Where an eligible business in which an employee venture capital corporation has made an eligible investment and where that eligible business, within 5 years of the date of the last investment by the employee venture capital corporation, no longer conforms to section 15 (1) (a) and (c), the employee venture capital corporation shall, within 6 months, dispose of that investment unless, within the 6 month period, the circumstances change so that the eligible business again conforms to section 15 (1) (a) and (c).

Historical Note(s): 1989-24-21.

Permitted investments and authorized expenses

22.  (1) An employee venture capital corporation shall not make or hold any investments other than investments in

(a) eligible investments,

(b) liquid reserves on deposit in British Columbia at a savings institution or with a loan company that has been approved by the Lieutenant Governor in Council under section 2 (1) (b) of the Trust Company Act,

(c) a security, as defined in the Securities Act, of an eligible business whose shares qualify as an eligible investment, which security is issued or granted directly to the employee venture capital corporation by the eligible business,

(d) the investment protection account under section 23,

(e) securities, as defined by the Trustee Act, that are issued by the government or the government of Canada, or

(f) any other prescribed investment.

(2) The annual expenses of an employee venture capital corporation shall not exceed a prescribed amount, determined in the prescribed manner.

Historical Note(s): 1989-24-22.

Investment protection account

23.  (1) At the time of each receipt of equity capital for which a tax credit certificate will be applied for under this Act or on the disposition of an equity share that is or was an eligible investment, an employee venture capital corporation shall pay or cause to be paid into an investment protection account that meets the criteria and complies with the conditions established by the administrator an amount equal to 40% of the consideration received by the employee venture capital corporation in respect of the equity shares, unless the administrator is satisfied that the employee venture capital corporation will immediately make an eligible investment equal to or greater than the consideration received.

(2) Where an employee venture capital corporation has made or proposes to immediately make an investment and the administrator is satisfied that

(a) the investment qualifies as an eligible investment, and

(b) the eligible business and the employee venture capital corporation and their directors, officers and shareholders are conducting their business and affairs in accordance with the spirit and intent of this Act,

the administrator shall authorize payment out of the investment protection account to the employee venture capital corporation or its nominee, with or without conditions the administrator may require, of an amount equal to the least of the following:

(c) the amount the employee venture capital corporation has requested to be released from the investment protection account;

(d) 50% of the amount paid or to be paid for the eligible investment;

(e) the amount in the account.

(3) Where

(a) the administrator certifies that money is payable to the Crown under section 29 or 30, and

(b) there is money in the investment protection account to pay all or part of the amount payable,

the money shall be paid to the Minister of Finance and Corporate Relations.

(4) Income earned on money in the investment protection account is payable to the employee venture capital corporation.

(5) Notwithstanding subsection (4), where

(a) the registration of an employee venture capital corporation is revoked under section 33, or

(b) an employee venture capital corporation fails to comply with section 13,

the administrator may require the corporation to pay or cause to be paid to the Crown all or part of the income earned in respect of the investment protection account.

(6) Where an employee venture capital corporation acquires shares of its own issue and the administrator is satisfied that no tax credits under section 8.8 of the Income Tax Act or section 127.4 of the Income Tax Act (Canada) have been or will be issued in respect of those shares, the administrator may authorize an amount equal to the lesser of

(a) 40% of the amount for which the shares acquired were originally issued, or

(b) the amount deposited in the investment protection account in respect of the shares acquired

to be paid out of the investment protection account to the employee venture capital corporation or its nominee.

Historical Note(s): 1989-24-23.

Tax credit

24.  (1) An employee venture capital corporation shall, on behalf of each of its eligible investors, apply to the administrator for a tax credit certificate entitling each of those eligible investors to a tax credit under section 8.8 of the Income Tax Act, equal to 20% of the amount received by the corporation, in that calendar year or within 60 days immediately following that calendar year, for shares issued to those eligible investors by the corporation under a registered employee venture capital plan.

(2) On receipt of an application under subsection (1), the administrator shall, subject to subsection (3), following the approval of the Minister of Finance and Corporate Relations and in accordance with section 8.8 of the Income Tax Act, issue a tax credit certificate in the amount referred to in subsection (1), unless the administrator considers that the corporation or its directors, officers or shareholders are conducting the business or affairs of the corporation in a manner that is contrary to the spirit and intent of this Act whether or not there has been a contravention of this Act or the regulations.

(3) The administrator shall not issue a tax credit certificate under subsection (2) unless the administrator is satisfied that

(a) the corporation and its eligible investors are complying with a registered employee venture capital plan and any conditions pertaining to it,

(b) the shares have been acquired in accordance with a registered plan,

(c) other than where prescribed the shares do not constitute a type of security that entitles the holder, in respect of the acquisition of those shares,

(i)  to claim a tax credit under the Income Tax Act or the Income Tax Act (Canada), other than under section 8.8 of the Income Tax Act or section 127.4 of the Income Tax Act (Canada), against tax payable,

(ii)  to claim a deduction from income under the Income Tax Act or the Income Tax Act (Canada), or

(iii)  to receive any other financial assistance from any government, municipality or public authority,

(d) no tax credit has been previously allowed for those shares under the Income Tax Act or the Income Tax Act (Canada),

(e) the sum of the shareholder's aggregate tax credits allowed in respect of all previous years under section 8.8 of the Income Tax Act and the amount of the entitlement in respect of which the tax credit is now being applied for is $10 000 or less,

(f) the sum of the shareholder's aggregate entitlements in respect of all tax credit certificates applied for in the year is $2 000 or less, and

(g) any other prescribed conditions have been complied with.

Historical Note(s): 1989-24-24.

Part 3 — General

Certification of employee group

25.  (1) A group of employees who the administrator considers are or will be eligible investors or eligible employees may apply to the administrator for certification as an employee group for the purposes of this Act.

(2) The administrator may certify, with or without conditions, not more than one employee group with respect to each employee share ownership plan or employee venture capital plan.

Historical Note(s): 1989-24-25.

Cost sharing

26.  (1) A corporation that meets the requirements of section 3 or 15 (1) (a) to (e) and which has not more than 150 employees, calculated in the prescribed manner, and an employee group, may each apply in a form and manner satisfactory to the administrator for reimbursement, in accordance with subsection (2), of their costs relating to the negotiation, evaluation and implementation of an employee share ownership plan or employee venture capital plan.

(2) Where the administrator approves an application under subsection (1), the government shall reimburse the corporation and the employee group for 50% of their respective costs up to a prescribed maximum amount, if the administrator is satisfied that

(a) the corporation and the employee group are complying with the spirit and intent of the Act, and

(b) the costs incurred comply with any prescribed terms and conditions.

(3) Only one application for each corporation and employee group may be approved by the administrator in any 2 year period.

Historical Note(s): 1989-24-26.

The register

27.  (1) The administrator shall maintain a register containing the information required by subsection (2), that shall be open for public inspection during normal business hours at places in British Columbia determined by the administrator.

(2) The register shall contain the following information:

(a) the name and registered office of each corporation that caused a plan to be registered and the place at which all documents, other than documents containing financial information of the corporation, pertaining to the plan may be examined;

(b) the date that the plan was registered;

(c) a contact name and address for any employee group associated with the plan if any;

(d) other information that may be prescribed.

Historical Note(s): 1989-24-27.

Annual maximum tax credit

28.  (1) The Lieutenant Governor in Council may, in respect of any year, prescribe an amount to be known as the annual maximum employee investment tax credit.

(2) The administrator shall register a plan only where he or she is satisfied that the amounts that will be deductible or deducted under section 8.8 of the Income Tax Act during a particular year will not exceed the annual maximum employee investment tax credit for that year.

Historical Note(s): 1989-24-28.

Repayment of tax credit — sale of shares

29.  (1) Where a person receives, directly or indirectly, the benefit of all or part of a tax credit in respect of which the person is not entitled, the amount of the benefit is payable forthwith by that person to the Minister of Finance and Corporate Relations.

(2) Subject to subsection (2.1), a shareholder who disposes of shares in respect of which a tax credit was allowed under section 8.8 of the Income Tax Act, shall repay or cause to be repaid to the Minister of Finance and Corporate Relations an amount equal to the tax credits allowed in respect of those shares under section 8.8 of the Income Tax Act and section 127.4 of the Income Tax Act (Canada) or a lesser amount determined under the regulations in prescribed circumstances

(a) if the shares were issued under an employee share ownership plan and the disposition is made within 3 years after the date of the issue of the shares, or

(b) if the shares were issued under an employee venture capital plan and the disposition is made within 5 years after the date of the issue of the shares.

(2.1) Subsection (2) does not apply where

(a) the disposition is a trust disposition,

(b) the disposition is a hardship disposition,

(c) the shares disposed of were acquired by the shareholder under a hardship disposition, or

(d) a tax credit repayment under subsection (2) had previously been made in respect of the shares disposed of.

(3) A person who acquires the beneficial ownership in the shares pursuant to a disposition referred to in subsection (2) is jointly and severally liable with the persons referred to in subsections (2) and (4) to make the repayment referred to in subsection (2).

(4) Where the person who acquires the shares or the beneficial ownership in the shares pursuant to a disposition referred to in subsection (2) is an associate or an affiliate of the corporation whose shares are being disposed of, that corporation is jointly and severally liable with the persons referred to in subsections (2) and (3) to make the repayment referred to in subsection (2).

Historical Note(s): 1989-24-29; 1992-36-9.

Third party liability

30.  (1) A director or officer of the corporation, a member of a group of persons that controls the corporation or a shareholder who controls the corporation who provides information that

(a) the person knew or ought to have known was false or misleading at the time of providing the information, and

(b) formed in whole or in part the basis for which a tax credit certificate was issued under this Act

is jointly and severally liable with a person from whom the repayment is due under section 29 (1).

(2) A director or officer of the corporation, a member of a group of persons that controls the corporation or a shareholder who controls the corporation who authorizes, permits or acquiesces in a transaction or series of transactions or events that the person knew or ought to have known at the time of authorization, permission or acquiescence would render a corporation incapable of making a payment under section 23 (5) is jointly and severally liable with the corporation for the amount of the repayment.

(3) A director or officer of the corporation, a member of a group of persons that controls the corporation or a shareholder who controls the corporation who authorizes, permits or acquiesces in a transaction or series of transactions or events that result in the acquisition of a person's shares by the corporation or an associate or affiliate of the corporation is jointly and severally liable with the persons referred to in section 29 (3) and (4) for the amount of the repayment owing.

Historical Note(s): 1989-24-30.

Reporting requirements

31.  (1) Within 180 days after the end of each of the corporation's fiscal years commencing after the end of the first fiscal year in which a plan is registered under section 2 or 8, as the case may be, the corporation that applied for registration shall prepare and file with the administrator an annual return setting out the information required by the regulations.

(2) Unless otherwise ordered by the administrator, subsection (1) does not apply

(a) in the case of a corporation that has registered an employee share ownership plan, after 3 years have elapsed since the date of release of all shares held in custody under section 4, or

(b) in the case of an employee venture capital corporation, after the fifth year following the payment of all funds from the investment protection account under section 23.

Historical Note(s): 1989-24-31.

Keeping of records

32.  (1) Each corporation that has had a plan registered and each employee group shall maintain records in such form and containing such information as the administrator considers necessary to determine that this Act and the regulations are being complied with.

(2) The corporation shall keep the records at its records office, or at such other place in British Columbia that is approved by the administrator.

Historical Note(s): 1989-24-32.

Revocation and suspension of plans

33.  (1) The administrator may suspend, for a period not exceeding 3 months, or revoke the registration of a plan or an employee venture capital corporation if

(a) the registration of the plan was obtained through fraud or through giving of false or misleading information by the corporation, employee group or anyone associated with the plan,

(b) the corporation fails to comply with this Act, the regulations or the plan, whether or not the failure constitutes an offence, or

(c) the administrator considers that the corporation or its directors, officers or shareholders are conducting the business or affairs of the corporation in a manner that is contrary to the spirit and intent of this Act and the regulations or the plan, whether or not there has been a contravention of this Act, the regulations or the plan.

(2) The administrator shall not revoke a registration without first notifying by registered mail his or her intent to the corporation that registered the plan and giving it, its representative and other persons that would be affected by the revocation the opportunity of making comment and, if required, being heard.

(3) Where a plan has been suspended under subsection (1), but the administrator, following a review, considers that the plan is being conducted in a manner that is consistent with the spirit and intent of this Act, the regulations and the plan, he or she may remove the suspension, either generally or subject to the conditions that he or she considers appropriate.

(4) Notwithstanding subsection (2), the administrator may revoke the registration of

(a) an employee share ownership plan, if the corporation that registered the plan and a majority of the employee shareholders request the revocation, or

(b) an employee venture capital corporation, if the corporation requests the revocation.

Historical Note(s): 1989-24-33.

Examination of records

34.  (1) The administrator or a person designated by the administrator may, during normal business hours, make an examination of the affairs of

(a) a corporation that has registered a plan, a person who is or was a shareholder of the corporation,

(b) an employee group, or

(c) an eligible business

for the purpose of determining compliance with this Act and the regulations.

(2) The administrator or person making the examination under this section is entitled, for the purposes of determining compliance with this Act and the regulations, to examine the records and securities of a person or other entity referred to in subsection (1), and may make copies of those records and securities.

Historical Note(s): 1989-78-48.

Investigation

34.1  (1) The administrator by order may appoint a person to make whatever investigation the administrator considers appropriate for the administration of this Act and in the order shall determine the scope of the investigation.

(2) On the application of the administrator or the investigator appointed under subsection (1), and on being satisfied by information on oath that it is necessary and in the public interest for any purpose relating to an investigation under subsection (1), the Supreme Court may make an order authorizing the investigator

(a) to enter into the premises or on the land of a person at any reasonable time for the purpose of carrying out an inspection or examination,

(b) to require the production of any records, securities or things and to inspect or examine them, and

(c) on giving a receipt, to remove any records, securities or things inspected or examined under paragraph (b) for the purpose of further inspection or examination.

(3) An application for an order under subsection (2) shall be made in the prescribed manner.

(4) An application for an order under subsection (2) may be

(a) made ex parte, and

(b) heard in camera

unless the Supreme Court otherwise directs.

(5) Inspection or examination under subsection (2) shall be completed as soon as practical and the records, securities or things shall be promptly returned to the person who produced them.

(6) No person shall withhold, destroy, conceal or refuse to give any information or produce any record, security or thing reasonably required under this section by the investigator.

Historical Note(s): 1989-78-48.

Investigator's power at hearing

34.2  (1) An investigator appointed under section 34.1 has the same power

(a) to summon and enforce the attendance of witnesses,

(b) to compel witnesses to give evidence on oath or in any other manner, and

(c) to compel witnesses to produce records, securities and things

as the Supreme Court has for the trial of civil actions, and the failure or refusal of a witness

(d) to attend,

(e) to take an oath,

(f) to answer questions, or

(g) to produce the records, securities and things in the person's custody or possession

makes the witness, on application to the Supreme Court, liable to be committed for contempt as if in breach of an order or judgment of the Supreme Court.

Historical Note(s): 1989-78-48.

Report to administrator

34.3  Every person appointed under section 34.1 shall provide the administrator with a complete report of the investigation made including any transcript of evidence and material in the person's possession relating to the investigation.

Historical Note(s): 1989-78-48.

General provisions

35.  (1) Where the administrator does not register a plan or a corporation, or where the administrator does not approve additional equity capital, issue a tax credit certificate or authorize a payment under this Act, for which application is made, within 45 days after receipt of the application, the administrator shall be deemed to have refused it.

(2) A calculation or determination under this Act or the regulations may be based on projections that the administrator considers to be appropriate.

(3) An amount required to be paid to the Minister of Finance and Corporate Relations under this Act is a debt due to the Crown.

(4) Where a person does not comply with this Act or the regulations but the administrator considers that the person is carrying out his or her business and affairs in a manner consistent with the spirit and intent of this Act and the regulations, the administrator may do all or any of the following:

(a) permit registration of a corporation or plan;

(b) for any time that the administrator considers appropriate, refrain from revoking the registration of the corporation or plan;

(c) issue a tax credit certificate under section 7 or 24 or approve a payment under section 26;

(d) reduce the amount that would otherwise be required to be deposited into the investment protection account referred to in section 23.

(5) Where the administrator is satisfied that an investment will result in substantial employee participation in the restructuring of ownership of an existing business

(a) to facilitate transfer of control from a person or a group of persons where the restructuring will result in widely dispersed ownership by persons resident in Canada, or

(b) where the business is or will be in financial difficulty

the administrator may, with or without conditions, order,

(c) in respect of a particular employee share ownership plan, that section 4 (1) (d) (i) to (iii), or

(d) in respect of a particular employee venture capital plan, that section 15 (1) (d)

does not apply.

(6) [Repealed 1992-36-10.]

Historical Note(s): 1989-24-35; 1992-36-10.

Extension of time

35.1  The administrator may extend, with or without conditions, the time limit for the doing of anything under this Act or the regulations and may grant the extension notwithstanding that the time limit to be extended has expired.

Historical Note(s): 1990-57-12.

Offences

36.  (1) A person commits an offence where the person

(a) makes a statement in any record, report, return, application, form or other document or information filed or furnished under this Act or the regulations to the administrator or to a person conducting an examination, inquiry or investigation under section 34 that, at the time and in the light of the circumstances under which the statement is made, is false or misleading with respect to a material fact or that omits to state a material fact, the omission of which makes that statement false or misleading,

(b) wilfully withholds, destroys or conceals a record or security referred to in section 34 (2),

(c) impedes the investigator from entering premises under section 34.1 (2) (a),

(d) authorizes, permits or acquiesces in respect of a share purchase, transfer or redemption that is contrary to a provision of this Act or the regulations,

(d.1) contravenes section 32 or 34.1 (5), or

(e) fails to comply with section 31.

(2) Where a corporation is convicted of an offence under subsection (1) (a) to (e),

(a) the court may impose a fine of up to $100 000, and

(b) every director or officer of the corporation who authorized, permitted or acquiesced in the offence also commits the offence.

(3) Where an individual is convicted of an offence under subsection (1) (a) to (d.1), that individual is liable to a maximum fine of $50 000 or to imprisonment for not more than one year, or to both the fine and imprisonment.

(4) No person commits an offence under this section in relation to a statement made if the person did not know that the statement was false or misleading and, in the exercise of reasonable diligence, could not have known that the statement was false or misleading.

(5) Section 5 of the Offence Act does not apply to this Act.

Historical Note(s): 1989-24-36; 1989-78-49; 1992-36-11.

Limitation period

37.  No proceedings for an offence under this Act shall be commenced more than 2 years after the facts on which the proceedings are based first come to the knowledge of the administrator.

Historical Note(s): 1989-24-37.

Regulations and orders

38.  (1) The Lieutenant Governor in Council may make regulations, including regulations

(a) governing any matter that may be prescribed under this Act,

(b) that he considers to be necessary or advisable for or ancillary to the purposes of this Act,

(c) defining any word or expression used but not defined in this Act,

(d) requiring any person to supply information or returns respecting any matter required in assessing compliance with this Act, and

(e) establishing periods of time to be taken into account in calculations or determinations under this Act or the regulations, and varying periods set by this Act.

(2) The administrator may, by order, extend the time limit for doing anything under this Act or the regulations, and may grant the extension notwithstanding that the time limit to be extended has expired.

(3) The regulations under subsection (1) may provide differently for corporations with different levels of approved equity capital.

(4) The Lieutenant Governor in Council may, where he or she considers it in the public interest to do so and with or without conditions, order, in respect of a particular employee venture capital plan, that any or all of sections 9 (a) to (c) and f (ii), 10 (1) (d), 11 and 13 do not apply.

Historical Note(s): 1989-24-38; 1990-57-13.

Spent

39-46.  [Consequential amendments. Spent. 1989-24-39 to 46.]

Commencement

47.  This Act comes into force by regulation of the Lieutenant Governor in Council.

Historical Note(s): 1989-24-47.

[Editorial Note(s): Act, except that part of s. 1 (1) which enacts paragraph (a) of the definition "eligible investor", effective September 26, 1989 (B.C. Reg. 282/89). Definition "eligible investor" re-enacted, 1992-36-1(c), effective January 8, 1992.]