Bill C-9
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Continuance of Harbour Commissions |
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Continuance
of harbour
commissions
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10. (1) Subject to subsection (2), if the
Minister is satisfied that the criteria set out in
subsection 8(1) are met, the Minister may
issue in respect of one or more harbour
commissions established pursuant to the Har
bour Commissions Act, The Hamilton Har
bour Commissioners' Act or The Toronto
Harbour Commissioners' Act, 1911, letters
patent of continuance as a port authority that
set out the information required by subsection
8(2).
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Exception -
additional
requirement
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(2) The Minister may not issue letters patent
of continuance in respect of The Hamilton
Harbour Commissioners constituted pursuant
to The Hamilton Harbour Commissioners' Act
before that harbour commission applies for
the issuance of those letters patent.
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Effect of
letters patent
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(3) On the date on which the letters patent
of continuance are issued,
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Rights and
obligations
preserved -
harbour
commissions
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(4) The rights and obligations of a port
authority that was one or more harbour
commissions immediately before letters pat
ent of continuance were issued are as follows:
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Consequences
for
commission- ers
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11. The commissioners of a harbour com
mission continued under subsection 10(1)
cease to hold office on the day referred to in
section 18 and have no right to claim or
receive any compensation, damages, indem
nity or other form of relief from Her Majesty
in right of Canada or from any servant or agent
of Her Majesty for ceasing to hold office by
virtue of this Part.
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Initial Port Authorities |
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Continued or
deemed
incorporated
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12. (1) The port authorities set out in the
schedule on the day on which this section
comes into force are automatically continued
or deemed to be incorporated on that day
under section 8 and the Minister shall issue to
them letters patent that set out the information
required by subsection 8(2).
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Rights and
obligations
preserved -
harbour
commissions
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(2) The rights and obligations of a port
authority referred to in subsection (1) that was
one or more harbour commissions immediate
ly before the coming into force of this
subsection are governed by subsection 10(3).
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Rights and
obligations
preserved -
local port
corporations
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(3) The rights and obligations of a port
authority referred to in subsection (1) that was,
immediately before the coming into force of
this subsection, a local port corporation estab
lished under the Canada Ports Corporation
Act are as follows:
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Rights and
obligations
preserved -
non- corporate ports
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(4) The rights and obligations of a port
authority referred to in subsection (1) that was,
immediately before the coming into force of
this subsection, a non-corporate port within
the meaning of the Canada Ports Corporation
Act are as follows:
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Fixing limits
of port
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(5) For the purposes of subsection (4), the
Minister may fix the limits of a non-corporate
port that is to be managed by a port authority
and settle any question that arises in respect of
the property, rights or obligations of the port
authority.
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Consequences
for former
directors and
commission- ers
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13. (1) The directors or commissioners of
the bodies that become port authorities under
section 12 cease to hold office on the day
referred to in section 18 and have no right to
claim or receive any compensation, damages,
indemnity or other form of relief from Her
Majesty in right of Canada or from any servant
or agent of Her Majesty for ceasing to hold
office by virtue of this Part.
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Consequences
for officers
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(2) Neither the port authority nor Her
Majesty in right of Canada is bound by any
severance agreement entered into between a
predecessor of the port authority and any of its
officers after December 1, 1995.
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Directors |
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Appointment
of directors
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14. (1) The directors of a port authority shall
be appointed as follows:
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Tenure of
office
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(2) The directors are appointed to hold
office for such term of not more than three
years as will ensure as far as possible the
expiration in any one year of the terms of
office of not more than one half of the
directors, the terms being renewable once
only.
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Not eligible
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(3) No person is eligible to be appointed as
a director within twelve months after the
expiration of their term or renewed term.
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Part-time
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(4) The directors are appointed to serve
part-time.
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Remunera- tion
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(5) The board of directors shall fix the
remuneration of the directors, the chairperson
and the chief executive officer.
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Quorum
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(6) Subject to the letters patent or by-laws,
a majority of the number of directors required
by the letters patent constitutes a quorum at
any meeting of directors, and, notwithstand
ing any vacancy among the directors, a
quorum of directors may exercise all the
powers of the directors.
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Knowledge or
experience
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15. Directors of a port authority shall have
generally acknowledged and accepted stature
within the transportation industry or the
business community and relevant knowledge
and extensive experience related to the man
agement of a business, to the operation of a
port or to maritime trade.
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Persons
excluded
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16. The following individuals may not be
directors of a port authority:
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Election of
chairperson
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17. The board of directors shall elect a
chairperson from among their number for a
term not exceeding two years, the term being
renewable.
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Term of office
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18. Subject to subsection 19(1), where a
port authority is continued under section 10 or
12, the directors or commissioners of the
former local port corporation or harbour
commission, respectively, continue to hold
office as provisional directors of the port
authority until the earlier of the day on which
they are replaced or removed and ninety days
after the date of the continuance.
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Ceasing to
hold office
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19. (1) A director of a port authority ceases
to hold office when the director
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Effective date
of resignation
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(2) The resignation of a director becomes
effective on the day on which a written
resignation is received by the port authority or
on the day specified in the resignation,
whichever is later.
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Power to
manage
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20. The board of directors is responsible for
the management of the activities of a port
authority.
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Appointment
of officers
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21. (1) The board of directors of a port
authority shall appoint a chief executive
officer and may appoint other officers that
they consider appropriate.
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Chief
executive
officer
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(2) The chief executive officer is not a
member of the board of directors.
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Personnel
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(3) A port authority may appoint the
personnel that it considers necessary for the
operation of the port.
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Duty of care
of directors
and officers
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22. (1) Every director and officer of a port
authority shall, in exercising powers and
discharging duties,
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Duty to
comply
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(2) Every director and officer of a port
authority shall comply with this Part, the
regulations made under subsection 27(2) and
the letters patent and by-laws of the port
authority.
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No
exculpation
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(3) No provision in a contract or resolution
relieves a director or officer from the duty to
act in accordance with this Part, the regula
tions made under subsection 27(2), the letters
patent or the by-laws or relieves them from
liability for a breach of any of them.
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