Bill C-72
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2nd Session, 35th Parliament, 45-46 Elizabeth II, 1996-97
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The House of Commons of Canada
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BILL C-72 |
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An Act to amend the Canadian Wheat Board
Act and to make consequential
amendments to other Acts
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| R.S., c. C-24;
R.S., cc. 37,
38 (4th
Supp.); 1988,
c. 65; 1991,
cc. 33, 46, 47;
1993, c. 44;
1994, cc. 39,
47; 1995, c.
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CANADIAN WHEAT BOARD ACT |
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1. (1) The definition ``Board'' in
subsection 2(1) of the English version of the
Canadian Wheat Board Act is repealed.
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(2) The definition ``ordonnance'' in
subsection 2(1) of the French version of the
Act is repealed.
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(3) The definition ``designated area'' in
subsection 2(1) of the Act is replaced by the
following:
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| ``designated
area'' « région désignée »
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``designated area'' means that area comprised
by the Provinces of Manitoba,
Saskatchewan and Alberta, and that part of
the Province of British Columbia known as
the Peace River District, and such other
areas as the Board may designate under
subsection (3);
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(4) The definition ``Commission'' in
subsection 2(1) of the French version of the
Act is replaced by the following:
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| « Commission
» ``Corpora- tion''
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« Commission » La Commission canadienne
du blé prorogée par l'article 3.
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(5) Subsection 2(1) of the Act is amended
by adding the following in alphabetical
order:
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| ``board'' « conseil »
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``board'' means the board of directors of the
Corporation referred to in section 3.1;
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(6) Subsection 2(1) of the English version
of the Act is amended by adding the
following in alphabetical order:
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| ``Corpora- tion'' « Commis- sion »
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``Corporation'' means The Canadian Wheat
Board continued by section 3;
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(7) Subsection 2(1) of the French version
of the Act is amended by adding the
following in alphabetical order:
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| « arrêté » ``order''
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« arrêté » Tout arrêté pris par la Commission
sous le régime de la présente loi; y sont
assimilées les « instructions aux
commerçants » qu'elle publie.
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(8) Subsection 2(3) of the Act is replaced
by the following:
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| Designating
parts included
in designated
area
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(3) The Corporation may, by order,
designate parts of the Province of British
Columbia, other than the Peace River District,
and parts of the Province of Ontario lying in
the Western Division that are included in the
designated area for the purposes of this Act.
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2. The Act is amended by adding the
following after section 2:
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HER MAJESTY |
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| Binding on
Her Majesty
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2.1 This Act is binding on Her Majesty in
right of Canada or a province.
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3. Section 3 of the Act and the heading
``Constitution of the Board'' before it are
replaced by the following:
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Continuation of the Corporation |
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| Corporation
continued
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3. (1) The Canadian Wheat Board is hereby
continued.
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| Headquarters
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(2) The headquarters of the Corporation are
in the city of Winnipeg in the Province of
Manitoba.
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Board of Directors |
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| Board of
directors
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3.1 (1) The board of directors shall direct
and manage the business and affairs of the
Corporation and is for those purposes vested
with all the powers of the Corporation.
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| Composition
of the board
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(2) The board shall consist of 15 directors,
including a chairperson and a president.
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| Directors
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3.2 (1) Subject to sections 3.6 to 3.8, the
directors shall be appointed by the Governor
in Council on the recommendation of the
Minister.
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| Term
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(2) The directors, with the exception of the
president, hold office for a maximum term of
three years, up to a maximum of three terms.
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| Part-time
directors
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(3) Unless the Governor in Council
otherwise directs, the directors, with the
exception of the president, shall perform their
functions on a part-time basis.
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| Remunera- tion
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3.3 (1) The directors shall be paid such
remuneration as is fixed by resolution of the
board .
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| Travel and
living
expenses
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(2) The directors, with the exception of the
president, are entitled to be paid reasonable
travel and living expenses incurred by them in
the course of their duties under this Act while
absent from their ordinary place of residence.
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| Chairperson
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3.4 (1) The chairperson shall be designated
by the Governor in Council from among the
directors, on the recommendation of the
Minister.
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| Duties
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(2) The chairperson shall perform the duties
conferred on the chairperson by the by-laws,
shall call and preside at meetings of the board
and shall determine the agenda at those
meetings.
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| Absence or
incapacity
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(3) Subject to subsection (4), if the
chairperson is absent or unable to act, the
board may designate one of the directors to act
as chairperson.
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| Absence or
incapacity
exceeding ten
days
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(4) If the chairperson is absent or unable to
act for a period exceeding ten days, or the
office of chairperson is vacant, the Minister
may designate an interim chairperson from
among the directors, but an interim
chairperson shall not act for more than 90 days
without the approval of the Governor in
Council.
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| By-laws
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3.5 The board may make by-laws
respecting the administration and
management of the business and affairs of the
Corporation, including
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Election of Directors |
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| Elected
directors
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3.6 (1) Ten directors shall be elected by
producers in accordance with this section and
the regulations.
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| Regulations
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(2) The Governor in Council may, on the
recommendation of the Minister after
consultation with the board - including
consultation with respect to geographical
representation on the board and to the
staggering of the terms of office of
directors - make regulations respecting the
election of directors.
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| Effect of
designation
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(3) For greater certainty, the elected
directors have the same powers, duties and
functions as directors appointed under
subsection 3.2(1).
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| Administra- tion of election
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3.7 Subject to the regulations, the
Corporation shall take such measures as the
Minister may determine for the proper
conduct and supervision of an election of
directors, including
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| Publication
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3.8 The Minister shall determine the date on
which the first director elected pursuant to
sections 3.6 and 3.7 shall assume office and,
at least 30 days before that date, the Minister
shall publish that date in the Canada Gazette.
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President |
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| President
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3.9 (1) The president shall be appointed by
the Governor in Council, on the
recommendation of the Minister after
consultation with the board.
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| Term of office
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(2) The president holds office during
pleasure for such term as the Governor in
Council may determine.
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| Remunera- tion
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3.91 (1) The president shall be paid such
remuneration as is fixed by resolution of the
board .
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| Travel and
living
expenses
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(2) The president is entitled to be paid
reasonable travel and living expenses incurred
during the course of the president's duties
under this Act while absent from the
president's ordinary place of work.
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| Duties
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3.92 (1) The president is the chief executive
officer of the Corporation and has, on behalf
of the board, responsibility for the direction
and management of the business and
day-to-day operations of the Corporation with
authority to act, subject to resolution of the
board, in all matters that are not by this Act or
the by-laws specifically reserved to be done
by the board or the chairperson.
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| Absence or
incapacity
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(2) If the president is absent or unable to act
or the office of president is vacant, the
Minister may appoint an interim president, but
an interim president shall not act for more than
90 days without the approval of the Governor
in Council.
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Directors, Officers and Employees |
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| Duty of care
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3.93 (1) The directors, officers and
employees of the Corporation in exercising
their powers and performing their duties shall
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| Duty to
comply
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(2) The directors, officers and employees of
the Corporation shall comply with this Act,
the regulations, the by-laws of the
Corporation and any directions given to the
Corporation pursuant to this Act.
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| Limit of
liability
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(3) Directors, officers and employees are
not liable for a breach of duty under subsection
(1) or (2) if they rely in good faith on
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| Indemnity
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3.94 The Corporation shall indemnify a
present or former director, officer or employee
of the Corporation or a person who acts or
acted at the request of the Corporation, and
their heirs and legal representatives, against
all costs, charges and expenses, including an
amount paid to settle an action or satisfy a
judgment, that are reasonably incurred by
them in respect of any civil, criminal or
administrative action or proceeding to which
they are a party by reason of being or having
been such a director, officer, employee or
person if they
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