Bill C-38

If you have any questions or comments regarding the accessibility of this publication, please contact us at accessible@parl.gc.ca.

First Reading

PDF

Certificate of Superinten- dent or Commissioner	(2) A document appearing to have been issued by the Superintendent or the Commissioner, as the case may be, certifying the day on which the subject-matter of any proceedings became known to the Superintendent or the Commissioner is admissible in evidence without proof of the signature or official character of the person appearing to have signed it and is, in the absence of evidence to the contrary, proof of the matter asserted in it.
Effect of offence on contracts	988. Unless otherwise expressly provided in this Act, a contravention of any provision of this Act or the regulations does not invalidate any contract entered into in contravention of the provision.
Compliance or restraining order - bank	989. (1) If a bank or a bank holding company or any director, officer, employee or agent of one does not comply with any provision of this Act or the regulations other than a consumer provision , or of the incorporating instrument or any by-law of the bank or bank holding company , the Superintendent, any complainant or any creditor of the bank or bank holding company may, in addition to any other right that that person has, apply to a court for an order directing the bank, bank holding company , director, officer, employee or agent to comply with - or restraining the bank, bank holding company , director, officer, employee or agent from acting in breach of - the provision and, on the application, the court may so order and make any further order it thinks fit.
Compliance or restraining order - authorized foreign bank	(2) If an authorized foreign bank or any of its directors, officers, employees or agents does not comply with any provision of this Act or the regulations other than a consumer provision , or of an order made under subsection 524(1), 528(1) or 534(1) in respect of the authorized foreign bank, the Superintendent, any complainant or any creditor of the authorized foreign bank may, in addition to any other right that that person has, apply to a court for an order directing the authorized foreign bank, director, officer, employee or agent to comply with - or restraining the authorized foreign bank, director, officer, employee or agent from acting in breach of - the provision and, on the application, the court may so order and make any further order it thinks fit.
Compliance or restraining order - consumer provisions	(3) If a bank or an authorized foreign bank or any director, officer, employee or agent of one does not comply with any applicable consumer provision, the Commissioner or any complainant may, in addition to any other right that that person has, apply to a court for an order directing the bank, authorized foreign bank, director, officer, employee or agent to comply with - or restraining the bank, authorized foreign bank, director, officer, employee or agent from acting in breach of - the consumer provision and, on the application, the court may so order and make any further order it thinks fit.
Appeals	990. Any decision or order of a court under this Act may be appealed to the court of appeal.
Recovery and application of fines	991. All fines payable under this Act are recoverable and enforceable, with costs, at the suit of Her Majesty in right of Canada, instituted by the Attorney General of Canada, and, when recovered, belong to Her Majesty in right of Canada.
	174. Schedules I and II to the Act are replaced by Schedules I and II set out in Schedule 2 to this Act.
Bill C-23	175. If Bill C-23, introduced in the 2nd session of the 36th Parliament and entitled the Modernization of Benefits and Obligations Act, receives royal assent, then on the later of the coming into force of section 3 of that Act and section 68 of this Act, subparagraph 160.1(c)(iii) of the Bank Act is replaced by the following:
	(iii) the spouse or common-law partner of a person referred to in subparagraph (i) or (ii), and
Bill C-23	176. If Bill C-23, introduced in the 2nd session of the 36th Parliament and entitled the Modernization of Benefits and Obligations Act, receives royal assent, then on the later of the coming into force of section 6 of that Act and subsection 985(3) of the Bank Act, as enacted by section 173 of this Act, subsection 985(3) of the Bank Act is replaced by the following:
Additional fine	(3) If a person has been convicted of an offence under this Act, the court may, if it is satisfied that as a result of the commission of the offence the convicted person acquired any monetary benefits or that monetary benefits accrued to the convicted person or to the spouse, common-law partner or other dependant of the convicted person, order the convicted person to pay, notwithstanding the maximum amount of any fine that may otherwise be imposed under this Act, an additional fine in an amount equal to the court's estimation of the amount of those monetary benefits.
R.S., c. B-2	Bank of Canada Act
	*177. The definition ``notes'' in section 2 of the Bank of Canada Act* is replaced by the following:**
``notes'' « billets »	``notes'' means notes intended for circulation in Canada.
	178. Subsection 5(2) of the English version of the Act is replaced by the following:
Deputy Minister of Finance to be member of Board	(2) In addition to the members of the Board as constituted by subsection (1), the Deputy Minister of Finance or, if he or she is absent or unable to act or the office is vacant, such other officer of the Department of Finance as the Minister may nominate, is a member of the Board but does not have the right to vote.
1997, c. 15, s. 94	179. Paragraph 6(4)(d) of the Act is replaced by the following:
	(d) except as authorized by or under any Act of Parliament, is a director, partner, officer, employee or shareholder of an institution referred to in any of paragraphs 10(2)(d) or (e) or of
	(i) a clearing house or participant, as defined in section 2 of the Payment Clearing and Settlement Act, or
	(ii) a member of the Canadian Payments Association that maintains a deposit with the Bank; or
	180. Subsection 8(3) of the Act is replaced by the following:
Absence, etc., of Governor and Deputy	(3) The Board may authorize one of the directors or one of the persons appointed under section 7 to act as the Governor in the event that the Governor and Deputy Governor are absent or unable to act or the offices are vacant, but no such person has authority to act as Governor for a period exceeding one month without the approval of the Governor in Council.
	181. (1) Subsection 9(1) of the Act is replaced by the following:
Directors	9. (1) The Minister, with the approval of the Governor in Council, shall appoint directors to hold office, during good behaviour, subject to removal by the Governor in Council at any time for cause, to replace the directors whose terms of office have expired. The term of a director begins on the day he or she is appointed and ends immediately before March 1 of the year that is three years after the year in which the term of office of the director's predecessor expired.
Continuation in office	(1.1) If, on the expiry of a director's term of office, no new director is appointed, the director whose term of office expired may continue in office until a director is appointed under subsection (1).
	(2) Subsection 9(2) of the English version of the Act is replaced by the following:
Vacancy	(2) If a person ceases to be a director during the term for which he or she was appointed, the Minister shall, with the approval of the Governor in Council, appoint a qualified person to hold office for the remainder of the term.
1992, c. 1, s. 142(1)(Sch. V, item 5(2)(E)); 1997, c. 15, s. 95; 1999, c. 28, s. 94	182. (1) Subsection 10(2) of the Act is replaced by the following:
Ineligible persons	(2) No person is eligible to be appointed or to continue as a director if the person is a director, a partner, an officer or an employee of any of the following institutions:
	(a) a direct clearer as defined in the by-laws of the Canadian Payments Association;
	(b) a clearing house of a clearing and settlement system designated under subsection 4(1) of the Payment Clearing and Settlement Act;
	(c) a participant in the Large Value Transfer System, or its successor, operated by the Canadian Payments Association;
	(d) an investment dealer that acts as a distributor of new Government of Canada securities; or
	(e) an institution that controls, or is controlled by, an institution referred to in any of paragraphs (a) to (d).
	(2) Subsection 10(5) of the Act is repealed.
	183. The Act is amended by adding the following after section 10:
Disclosure of conflict	10.1 (1) A director shall disclose to the Bank, in writing or by requesting to have it entered in the minutes of a meeting of the Board, the nature and extent of the director's interest if the director
	(a) is a party to a material contract or transaction, or proposed material contract or transaction, with the Bank;
	(b) is a director or an officer of, or has a material interest in, any person who is a party to a material contract or transaction, or proposed material contract or transaction, with the Bank;
	(c) is or is likely to be materially affected by any action taken or proposed to be taken by the Bank or the Governor under the Payment Clearing and Settlement Act; or
	(d) is a director or an officer of, or has a material interest in, any person who is or is likely to be materially affected by any action taken or proposed to be taken by the Bank or the Governor under the Payment Clearing and Settlement Act.
Time of disclosure	(2) The disclosure shall be made as soon as the director becomes aware of the contract, transaction or action.
Restriction on voting	(3) A director who is required to make a disclosure shall not vote on any resolution to approve the contract, transaction or action, unless it relates to directors' fees.
Continuing disclosure	(4) For the purpose of this section, a general notice to the Board by a director, declaring that he or she is a director or officer of or has a material interest in a person, and that he or she is to be regarded as interested in a contract or transaction entered into with that person or an action that affects that person, is a sufficient declaration of interest in relation to a contract or transaction with that person or action that affects that person.
	184. Section 12 of the English version of the Act is replaced by the following:
Chair	12. The Governor is Chair of the Board of Directors.
1997, c. 15, s. 97	185. Section 16 of the Act is replaced by the following:
Oath of directors and staff	16. Before a person starts to act as a director, an officer or an employee of the Bank, he or she shall take an oath, or make a solemn affirmation, of fidelity and secrecy, in the form set out in the schedule, before a commissioner for taking affidavits.
	186. (1) Paragraphs 18(d) and (e) of the Act are replaced by the following:
	(d) buy and sell securities issued or guaranteed by the Government of the United States of America or Japan or the government of a country in the European Union;
1997, c. 15, s. 98(1); 1999, c. 28, s. 95(2)	(2) Paragraphs 18(g.1) to (i) of the Act are replaced by the following:
	(g.1) if the Governor is of the opinion that there is a severe and unusual stress on a financial market or financial system , buy and sell any other securities, treasury bills, obligations, bills of exchange or promissory notes, to the extent determined necessary by the Governor for the purpose of promoting the stability of the Canadian financial system;
	(h) make loans or advances for periods not exceeding six months to members of the Canadian Payments Association on taking security in any property that the institution to which the loan or advance is made is authorized to hold;
	(i) make loans or advances for periods not exceeding six months to the Government of Canada or the government of a province on taking security in readily marketable securities issued or guaranteed by Canada or any province;
Bill S-22	*(3) If Bill S-22, introduced in the 2nd session of the 36th Parliament and entitled the Federal Law - Civil Law Harmonization Act, No. 1, receives royal assent, then*
	(a) if subsection 58(1) of that Act is not in force before subsection (2) of this section, subsection 58(1) of that Act is repealed; and
	*(b) if subsection 58(1) of that Act and subsection (2) of this section come into force on the same day, paragraphs 18(h) and (i) of the Bank of Canada Act* are replaced by the following:**
	(h) make loans or advances for periods not exceeding six months to members of the Canadian Payments Association on taking security in any property that the institution to which the loan or advance is made is authorized to hold;
	(i) make loans or advances for periods not exceeding six months to the Government of Canada or the government of a province on taking security in readily marketable securities issued or guaranteed by Canada or any province;
1997, c. 15, s. 99; 1999, c. 28, s. 96	187. Sections 19 and 20 of the Act are replaced by the following:
Publication	19. If the Bank takes any action under paragraph 18(g.1), the Bank shall cause a notice to be published in the Canada Gazette that the Governor has formed an opinion that there is a severe and unusual stress on a financial market or financial system. The notice is to be published as soon as the Governor is of the opinion that its publication will not materially contribute to the stress to which the notice relates.
Acquisition of collateral securities	20. The Bank may
	(a) acquire from any bank or authorized foreign bank that is not subject to the restrictions and requirements referred to in subsection 524(2) of the Bank Act and hold any property held by the bank or authorized foreign bank or member as security under Part VIII of the Bank Act ; and
	(b) exercise every right and remedy in respect of any security acquired under paragraph (a) that could have been exercised by the bank or authorized foreign bank .
1999, c. 28, s. 97(1)	188. The definition ``federal financial institution'' in subsection 22(5) of the Act is replaced by the following:
``federal financial institution'' « institution financière fédérale »	``federal financial institution'' means a bank, an authorized foreign bank, a company to which the Trust and Loan Companies Act applies or an association to which the Cooperative Credit Associations Act applies ;
	189. Subsection 24(3) of the English version of the Act is replaced by the following:
Canadian Government cheques to be paid or negotiated at par	(3) The Bank shall not make any charge for cashing or negotiating a cheque drawn on the Receiver General or on the account of the Receiver General , or for cashing or negotiating any other instrument issued as authority for the payment of money out of the Consolidated Revenue Fund, or on a cheque drawn in favour of the Government of Canada or any of its departments and tendered for deposit in the Consolidated Revenue Fund.
	190. (1) Subsections 25(1) and (2) of the Act are replaced by the following:
Sole right of note issue	25. (1) The Bank has the sole right to issue notes and those notes shall be a first charge on the assets of the Bank.
Arrangements for issue	(2) It is the duty of the Bank to make adequate arrangements for the issue of its notes in Canada and to supply those notes as required for circulation in Canada.
	(2) Subsection 25(3) of the French version of the Act is replaced by the following:
Coupures	(3) Les coupures des billets de la Banque , de même que leurs modalités d'impression et de validation, sont déterminées par règlement du gouverneur en conseil.
	(3) Subsections 25(4) and (5) of the Act are replaced by the following:
Form and material	(4) The form and material of the notes of the Bank shall be subject to approval by the Minister, but each note shall be printed in both the English and French languages.
Notes previously printed	(5) Notwithstanding anything contained in this section, each note of the Bank printed before June 23, 1936, whether issued before, on or after that date, is a valid and binding obligation of the Bank.
1997, c. 15, s. 104	191. Section 29 of the Act is replaced by the following:
Weekly balance sheet	29. (1) The Bank shall, as soon as practicable after the close of business on Wednesday of each week, make up and transmit to the Minister its balance sheet as at the close of business on that day.
Monthly balance sheet	(2) The Bank shall, as soon as practicable after the last business day of each month, make up and transmit to the Minister its balance sheet as at the close of business on that day. The balance sheet shall set out information regarding the Bank's investments in securities issued or guaranteed by the Government of Canada.
Publication of balance sheets	(3) A copy of each balance sheet shall be published in the issue of the Canada Gazette next following its transmission to the Minister.

Bill C-38

Bank of Canada Act