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Bill C-9

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	Financial Management
Public to get financial statements	37. (1) A port authority shall make available for inspection by the public, at its registered office during normal business hours at least thirty days before the annual meeting, its audited annual financial statements and those of its wholly-owned subsidiaries for the preceding fiscal year.
Contents	(2) The financial statements shall be prepared in accordance with generally accepted accounting principles and consist of at least the following:
	(a) a balance sheet;
	(b) a statement of retained earnings;
	(c) a statement of income and expenses; and
	(d) a statement of changes in financial position.
Remunera- tion	(3) The annual financial statements shall set out the total remuneration paid to each of the following persons in that year by the port authority or its wholly-owned subsidiary, including any fee, allowance or other benefit:
	(a) the directors;
	(b) the chief executive officer; and
	(c) the officers and employees whose remuneration exceeds a prescribed threshold.
Statements to be given to Minister	(4) A port authority shall submit to the Minister its audited annual financial statements, and those of its wholly-owned subsidiaries, at least thirty days before the port authority's annual meeting.
Other information to be given to Minister	(5) A port authority shall provide the Minister with such accounts, budgets, returns, statements, documents, records, books, reports or other information as the Minister may require, including information about any contingent liabilities of the port authority or of its wholly-owned subsidiaries.
Books and systems	38. (1) A port authority shall ensure that, in respect of itself and its wholly-owned subsidiaries,
	(a) books of account and accounting records are kept; and
	(b) financial and management control and information systems and management practices are maintained.
Keeping of books	(2) The books, records, systems and practices shall be kept and maintained in a manner that will provide reasonable assurance that
	(a) the assets of the port authority are safeguarded and controlled;
	(b) the transactions of the port authority are in accordance with this Part and the letters patent and by-laws of the port authority; and
	(c) the financial, human and physical resources of the port authority are managed economically and efficiently and the operations of the port authority are carried out effectively.
Business plan	39. A port authority shall annually submit to the Minister, in respect of itself and each of its wholly-owned subsidiaries, a five-year business plan containing such information as the Minister may require, including any material changes in respect of information provided in the previous business plan.
Manner of presenting information	40. The financial statements and business plan of a port authority shall be prepared in a form that clearly sets out information about each of the activities of the port authority and its wholly-owned subsidiaries, with the information about port activities referred to in paragraph 28(2)(a) set out separately from the information about other activities referred to in paragraph 28(2)(b).
	Special Examinations
Special examinations	41. (1) A port authority shall have a special examination carried out to determine whether the books, records, systems and practices referred to in subsection 38(1) were, in the period under examination, maintained in a manner that provided reasonable assurance that they met the requirements of subsection 38(2).
Time for examination	(2) A special examination shall be carried out at least once every five years and at any additional times that the Minister may require.
Plan	(3) Before beginning a special examination, the examiner shall survey the systems and practices of the port authority and submit a plan for the examination, including a statement of the criteria to be applied, to the audit committee of the port authority, or if there is no audit committee, to the board of directors, and, in the case where the Minister has required the special examination to be carried out, to the Minister.
Disagree- ments	(4) Where the examiner and the audit committee or board of directors disagree about the plan, the Minister may make a final determination with respect to it.
Reliance on internal audit	(5) The examiner shall, to the extent the examiner considers it feasible, rely on an internal audit carried out by the port authority.
Report	42. (1) The examiner shall, on completion of the special examination, submit a report and a summary report of the findings to the Minister and to the board of directors.
Contents	(2) The examiner's report shall include
	(a) a statement as to whether in the examiner's opinion, with respect to the criteria established under subsection 41(3), there is reasonable assurance that there are no significant deficiencies in the systems and practices examined; and
	(b) a statement of the extent to which the examiner relied on internal audits.
Notice of report	(3) A port authority shall, as soon as is practicable after it receives the summary report, have notice of the summary report published in a major newspaper published or distributed in the place where the port is situated.
Report available to public	(4) A port authority shall make the summary report available for inspection by the public at its registered office during normal business hours.
Examiner - auditor	43. (1) Subject to subsection (2), a special examination shall be carried out by the auditor of a port authority.
Examiner - other qualified auditor	(2) Where, in the opinion of the Minister, a person other than the auditor of a port authority should carry out a special examination, the Minister may, after consulting with the board of directors appoint another auditor to do it and may, after again consulting with the board, remove that auditor at any time.
	Property
Federal Real Property Act	44. (1) For the purposes of the Federal Real Property Act, the Minister has the administration of the federal real property of a port in respect of which letters patent have been issued to the port authority, other than federal real property the administration of which is under any other member of the Queen's Privy Council for Canada.
Management	(2) The Minister may, in the letters patent, give to a port authority the management of any federal real property that is administered by
	(a) the Minister under subsection (1); or
	(b) any other member of the Queen's Privy Council for Canada, if the Minister has the consent of that other member.
Acts do not apply	(3) Where the Minister gives the management of federal real property to a port authority, the Federal Real Property Act, other than sections 12 to 14 and paragraphs 16(1)(a), (g) and (i) and (2)(g), does not apply to that property.
Surplus Crown Assets Act	(4) The Surplus Crown Assets Act does not apply to a port authority.
Notice to Minister	(5) Where a port authority is of the opinion that certain real property is no longer required for port purposes, it shall so inform the Minister.
Holding of real property	(6) A port authority may manage, occupy or hold only the real property set out in its letters patent.
Powers and obligations where management given	45. (1) Where the Minister has given the management of federal real property to a port authority, the port authority
	(a) need not pay compensation for the use of that property;
	(b) may retain and use the revenue received in respect of that property for the purpose of operating the port;
	(c) shall undertake and defend any legal proceedings with respect to that property; and
	(d) shall discharge all obligations and liabilities with respect to that property.
Legal proceedings	(2) A civil, criminal or administrative action or proceeding with respect to federal real property that a port authority manages, or any property that it holds, or with respect to any act or omission occurring on the property, shall be taken by or against the port authority and not by or against the Crown.
Leases and licences	(3) A port authority may, for the purpose of operating the port, lease or license any federal real property that it manages, subject to the limits in the port authority's letters patent on its authority to contract as agent for Her Majesty in right of Canada. The term of the lease or licence may not be more than the maximum term that the letters patent set out for such a lease or licence.
Powers	(3.1) The port authority may exercise the powers under subsection (3) to the same extent as Her Majesty could exercise those powers and may, instead of Her Majesty, execute and deliver the documents required for that purpose.
Application of provincial law	(4) A lease or licence of federal real property may be effected by any instrument by which real property may be leased or a licence may be granted by a private person in respect of real property under the laws in force in the province in which the property is situated.
Disposition of federal real property	46. (1) Subject to subsection 45(3), a port authority may not dispose of any federal real property that it manages but it may
	(a) without the issuance of supplementary letters patent, grant road allowances or easements, rights of way or licences for utilities, services or access; and
	(b) to the extent authorized in the letters patent,
	(i) exchange federal real property for other real property of comparable market value subject to the issuance of supplementary letters patent that describe the other real property as federal real property, and
	(ii) dispose of fixtures on federal real property.
Powers	(1.1) The port authority may exercise the powers under paragraph (1)(a) or (b) to the same extent as Her Majesty could exercise those powers and may, instead of Her Majesty, execute and deliver the documents required for that purpose.
Other real property	(2) A port authority may dispose of any real property that it occupies or holds, other than federal real property, subject to the issuance of supplementary letters patent, and, without the issuance of supplementary letters patent, it may grant road allowances or easements, rights of way or licences for utilities, services or access.
Application of provincial law	(3) A grant may be effected by any instrument by which an interest in real property may be granted by a private person under the laws in force in the province in which the federal real property is situated.
Navigable Waters Protection Act	47. The Navigable Waters Protection Act does not apply to a work, within the meaning of that Act, to which regulations made under section 62 of this Act apply.
Land-use plan	48. (1) A port authority shall, within twelve months after the issuance of its letters patent, develop a detailed land-use plan that contains objectives and policies for the physical development of the real property that it manages, holds or occupies and that takes into account relevant social, economic and environmental matters and zoning by-laws that apply to neighbouring lands.
Contents of plan	(2) The land-use plan may
	(a) prohibit the use of some or all of the real property for, or except for, certain purposes;
	(b) prohibit the erecting of structures or works or certain types of structures or works; and
	(c) subject to any regulations made under section 62, regulate the type of structures or works that may be erected.
Existing structures	(3) A land-use plan shall not have the effect of preventing
	(a) the use of any property existing on the day on which the land-use plan comes into force for the purpose for which it was used on that day, so long as it continues to be used for that purpose; or
	(b) the erecting or alteration of a structure or work that was authorized before the day on which the land-use plan comes into force if the erecting or alteration is carried out in accordance with the authorization.
Publication of notice	(4) A port authority shall, at least sixty days before the coming into force of a land-use plan, have notice of the plan published in a major newspaper published or distributed in the place where the port is situated.
Content of notice	(5) The notice shall include information as to where a copy of the plan, including any related documents necessary to understand it, may be obtained and an invitation to any interested person to make representations to the port authority with respect to the proposed plan within those sixty days and to attend a public meeting at a specified time and place.
Adoption of plan	(6) After the port authority considers any representations made by interested persons with respect to a proposed plan, it may adopt the plan.
Notice of adopted plan	(7) The port authority shall have notice of each land-use plan that it adopts, together with notice of the place at which a copy of the plan may be obtained, published in a major newspaper published or distributed in the place where the port is situated.
Exception	(8) A port authority need not comply with subsections (4) to (7) in respect of a proposed land-use plan that
	(a) has previously been published pursuant to subsection (4), whether or not it has been changed as a result of representations made pursuant to subsection (5); or
	(b) makes no substantive change to an existing plan.
Statutory Instruments Act	(9) Land-use plans are not regulations within the meaning of the Statutory Instruments Act.

Bill C-9

Financial Management

Special Examinations

Property