49-50 ELIZABETH II

CHAPTER 33

An Act to amend the Export Development Act and to make consequential amendments to other Acts

[Assented to 18th December, 2001]

      Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows:

R.S., c. E-20

EXPORT DEVELOPMENT ACT

1993, c. 26, s. 1

1. The long title of the Export Development Act is replaced by the following:

An Act to establish Export Development Canada and to support and develop trade between Canada and other countries and Canada's competitiveness in the international market-place

2. Section 1 of the French version of the Act is replaced by the following:

Titre abrégé

1. Loi sur le développement des exportations.

3. (1) The definitions ``Chairman'' and ``Vice-Chairman'' in section 2 of the English version of the Act are repealed.

(2) The definition ``Corporation'' in section 2 of the Act is replaced by the following:

``Corporation' '
« Société »

``Corporation'' means Export Development Canada, the corporation established by section 3;

(3) Section 2 of the English version of the Act is amended by adding the following in alphabetical order:

``Chairperson' '
Version anglaise seulement

``Chairperson'' means the Chairperson of the Board;

``Vice-chairpe rson''
Version anglaise seulement

``Vice-chairperson'' means the Vice-chairperson of the Board.

4. Section 3 of the Act is replaced by the following:

Corporation established

3. A corporation is hereby established, to be known as Export Development Canada, consisting of a Board of Directors composed of fifteen directors, including a Chairperson and a President.

5. The heading before section 7 of the Act is replaced by the following:

Committees of the Board

6. The Act is amended by adding the following after section 7:

Other committees

7.1 The Board may establish any other committee and that committee may exercise any powers and perform any duties of the Board delegated to it by the Board.

7. Subsection 8(2) of the Act is replaced by the following:

Management of Corporation vested in President

(2) The President is the chief executive officer of the Corporation and has on behalf of the Board the direction and management of the business of the Corporation, with authority to act in the conduct of the business of the Corporation in all matters that are not by this Act or the by-laws of the Corporation specifically reserved to the Board or any committee of the Board.

1993, c. 26, s. 4(2)

8. Subsection 10(3) of the Act is replaced by the following:

Limit of liability

(3) Subject to subsections (3.1) and (4), the contingent liability of the Corporation in respect of the principal amount owing under all outstanding arrangements entered into under paragraph (1.1)(b) shall at no time exceed the greater of

    (a) an amount equal to ten times the authorized capital of the Corporation, and

    (b) seventeen billion, five hundred million dollars.

Appropria-
tion Act

(3.1) The amount referred to in paragraph (3)(b) may be varied in an appropriation Act.

9. The Act is amended by adding the following after section 10:

Environmental Effects

Requirement

10.1 (1) Before entering, in the exercise of its powers under subsection 10(1.1), into a transaction that is related to a project, the Corporation must determine, in accordance with the directive referred to in subsection (2),

    (a) whether the project is likely to have adverse environmental effects despite the implementation of mitigation measures; and

    (b) if such is the case, whether the Corporation is justified in entering into the transaction.

Directive

(2) The Board shall issue a directive respecting the determination referred to in subsection (1), which directive may

    (a) define the words and expressions that the Board considers necessary for the application of that subsection, including the words and expressions ``transaction'', ``project'', ``adverse environmental effects'' and ``mitigation measures'';

    (b) establish the criteria that the Corporation must apply in making the determination; and

    (c) establish exceptions specifically or by any class, as defined by the Board, to the Corporation's obligation to make the determination.

Statutory Instruments Act

(3) The directive is not a statutory instrument for the purposes of the Statutory Instruments Act.

10. (1) Paragraph 16(a) of the Act is replaced by the following:

    (a) for the regulation of its proceedings, including the delegation of any of its powers and duties to any committee of the Board and the fixing of quorums for meetings of the Board and any committee of the Board;

(2) Paragraph 16(d) of the Act is replaced by the following:

    (d) delegating, subject to any terms and conditions specified in the by-laws and despite any delegation of such authority to any committee of the Board, to any one or more officers of the Corporation, jointly or severally, any authority to authorize the Corporation to exercise a power under this Act that is given specifically to the Board by any provision of this Act;

    (d.1) respecting

      (i) the establishment, management and administration of a pension plan for the officers and employees of the Corporation and their dependants,

      (ii) the contributions to be made by the Corporation to the associated pension fund,

      (iii) the provision of benefits under the pension plan,

      (iv) the payment of pensions, and

      (v) the investment of the assets of the fund; and

11. Section 21 of the Act is renumbered as subsection 21(1) and is amended by adding the following:

Report re directive

(2) As auditor of the Corporation, the Auditor General must, at least once every five years, audit the design and the implementation of the directive referred to in subsection 10.1(2) and submit a report on the audit to the Board and to the Minister. The Auditor General must submit the report to each House of Parliament on any of the first thirty days on which it is sitting after the report is completed.

12. The Act is amended by adding the following after section 24:

Canadian Environ-
mental Assessment Act: s. 5(1)

24.1 (1) Subsection 5(1) of the Canadian Environmental Assessment Act does not apply where the Minister or the Minister of Finance exercises a power or performs a duty or function under this Act or any regulation made under it, or exercises a power of authorization or approval with respect to the Corporation under any other Act of Parliament or any regulation made under it.

Subsection 5(2)

(2) Subsection 5(2) of the Canadian Environmental Assessment Act does not apply where the Governor in Council exercises a power of authorization or approval under regulations made under this Act, or where the Governor in Council exercises a power of authorization or approval with respect to the Corporation under any other Act of Parliament or regulations made under it.

Subsection 8(1)

(3) Subsection 8(1) of the Canadian Environmental Assessment Act does not apply to the Corporation.

Use of Corporation's name or initials

24.2 (1) Except with the written consent of the Corporation, no person shall in any prospectus or advertisement, or for any other business purpose, use the following names and initials: ``Export Development Canada'', ``Exportation et développement Canada'', ``Export Development Corporation'', ``Société pour l'expansion des exportations'', ``E.D.C.'', ``EDC'', ``S.E.E.'' and ``SEE''.

Offence

(2) A person who contravenes subsection (1) is guilty of an offence and liable on summary conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding six months, or to both.

Replacing ``Chairman'' and ``Vice-Chairm an'' with ``Chairperson' ' and ``Vice-chairpe rson''

13. The English version of the Act is amended by replacing the words ``Chairman'' and ``Vice-Chairman'' with the words ``Chairperson'' and ``Vice-chairperson'', respectively, wherever they occur in the following provisions:

    (a) section 4;

    (b) section 6;

    (c) subsection 7(1); and

    (d) subsection 9(2).

TRANSITIONAL PROVISIONS

Powers, duties and functions

14. Wherever, under any Act of Parliament, any instrument made under an Act of Parliament or any contract, lease, licence or other document, a power, duty or function is vested in or exercisable by the Export Development Corporation, that power, duty or function is vested in or exercisable by Export Development Canada.

References

15. Every reference to the Export Development Corporation in any deed, contract or other document executed by the Export Development Corporation in its own name shall, unless the context otherwise requires, be read as a reference to Export Development Canada.

Rights and obligations transferred

16. All rights and property of the Export Development Corporation, rights and property held in its name or held in trust for it and all its obligations and liabilities are deemed to be rights, property, obligations and liabilities of Export Development Canada.

Continuation of legal proceedings

17. Any legal proceeding to which the Export Development Corporation is party pending in any court immediately before the day on which this section comes into force may be continued by or against Export Development Canada in the same manner and to the same extent as it could have been continued by or against the Export Development Corporation.

CONSEQUENTIAL AMENDMENTS

R.S., c. B-7; R.S., c. 24 (1st Supp.), s. 3

Bretton Woods and Related Agreements Act

1998, c. 21, s. 130

18. (1) Subsection 8.3(7) of the Bretton Woods and Related Agreements Act is replaced by the following:

Export Development Canada

(7) Export Development Canada may, on the request of the Minister of Finance, act as agent of the Minister of Finance for the purpose of providing financial assistance to any foreign state under this section.

1998, c. 21, s. 130

(2) Paragraph 8.3(8)(b) of the Act is replaced by the following:

    (b) to compensate Export Development Canada for its services as agent of the Minister of Finance under subsection (7) in accordance with any agreement between Export Development Canada and the Minister of Finance.