A foot injury has sidelined skipper McCaw for final pool clash - and with New Zealand having already qualified, it has been decided not to risk the flanker.
Carter's injury looks more serious, though, with the fly-half having injured his groin in training.
Victor Vito and Colin Salde come into the side as a result, with Mils Muliaina, Sonny Bill Williams, Jimmy Cowan, Kieran Read, Andrew Hore and Ali Williams all handed starts.
Canada have made two changes for their line-up for the clash - with the Canucks looking to secure the third-placed finish they need to for automatic qualification to the next World Cup.
With full-back James Pritchard having been injured during the thrilling 23-23 draw with Japan, Conor Trainor is promoted to the starting XV.
Trainor will come in on the wing, with Matt Evans dropping back into the No.15 jersey.
Coach Kieran Crowley, a former All Black, has made two further changes on the bench. Nanyak Dala comes into replace Evans, while Andrew Tiedemann comes in for Jeremy Kyne.
New Zealand: 15 Mils Muliaina, 14 Israel Dagg, 13 Conrad Smith, 12 Sonny Bill Williams, 11 Zac Guildford, 10 Colin Slade, 9 Jimmy Cowan, 8 Kieran Read, 7 Victor Vito, 6 Jerome Kaino, 5 Ali Williams, 4 Samuel Whitelock, 3 Owen Franks, 2 Andrew Hore (c), 1 Tony Woodcock.Replacements: 16 Keven Mealamu, 17 Ben Franks, 18 Brad Thorn, 19 Anthony Boric, 20 Piri Weepu, 21 TBC, 22 Isaia Toeava.
Canada: 15 Matt Evans, 14 Conor Trainor, 13 DTH Van Der Merwe, 12 Ryan Smith, 11 Phil Mackenzie, 10 Ander Monro, 9 Ed Fairhurst, 8 Aaron Carpenter, 7 Chauncey O'Toole, 6 Adam Kleeberger, 5 Jamie Cudmore, 4 Jebb Sinclair, 3 Jason Marshall, 2 Pat Riordan (captain), 1 Hubert Buydens. Replacements: 16 Ryan Hamilton, 17 Scott Franklin, 18 Andrew Tiedemann, 19 Tyler Hotson, 20 Nanyak Dala, 21 Sean White, 22 Nathan Hirayama.
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