Bill C-19
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Canada
Business
Corporations
Act
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(2) The following provisions of the Canada
Business Corporations Act apply, with any
modifications that the circumstances require,
to the Authority and its directors, members,
officers and employees as if the Authority
were a corporation incorporated under that
Act, this Part were its articles of incorporation
and its members were its shareholders:
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Remuneration
of directors
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65. Directors shall be paid a fee for
attendance at meetings of the board of
directors, as fixed by the by-laws of the
Authority.
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Duty of care
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66. (1) The directors and officers of the
Authority in exercising their powers and
performing their duties shall
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Limit of
liability
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(2) Directors and officers are not liable for
a failure to comply with subsection (1) if they
rely in good faith on
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President
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67. (1) The board of directors shall appoint
a President to act as the chief executive officer
of the Authority.
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Other staff
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(2) The President may employ any other
officers and employees that are necessary to
conduct the work of the Authority.
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Annual
general
meeting
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68. The Authority shall hold an annual
general meeting of representatives for the
purpose of
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By-laws
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69. The board of directors may make
by-laws
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Head office
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70. The head office of the Authority shall be
on reserve lands at a location determined by
the board of directors.
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Annual
budget
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71. At the beginning of every year, the
President shall prepare an annual budget of the
Authority and present it to the board of
directors for approval.
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Purposes |
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Mandate
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72. The purposes of the Authority are to
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Functions and Powers |
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Powers of
board of
directors
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73. (1) For the purposes of this Part, the
board of directors may by resolution
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Security
issuance
requirements
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(2) A resolution respecting the issuance of
securities shall set out
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Security
issuance
resolutions
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(3) A resolution respecting the issuance of
securities may provide that
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Amount of
issue
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(4) The Authority may issue securities the
principal amounts of which, after payment of
any discount and the costs of issue and sale,
will realize the net amount authorized by the
board of directors in a resolution made under
paragraph (1)(a).
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Declaration
conclusive
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(5) A declaration in a resolution authorizing
the issuance of securities that it is necessary to
issue securities in the principal amount
authorized in order to realize the net amount
authorized is conclusive evidence of that fact.
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Sale price
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(6) The board of directors may sell
securities at their par value or at other than par
value.
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Delegation
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(7) The board of directors may delegate its
powers under this section to a committee of
directors and officers of the Authority, subject
to such limitations as the board of directors
may impose.
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Application to
become
borrowing
member
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74. (1) A first nation may apply to the
Authority to become a borrowing member.
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Criteria
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(2) The Authority shall accept a first nation
as a borrowing member only if the First
Nations Financial Management Board has
issued to the first nation a certificate under
subsection 48(3) and has not subsequently
revoked it.
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Ceasing to be
a borrowing
member
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75. A first nation may cease to be a
borrowing member only with the consent of
all other borrowing members.
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Priority
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76. (1) The Authority has a priority over all
other creditors of a first nation that is
insolvent, for any moneys that are authorized
to be paid to the Authority under a law made
under paragraph 4(1)(b) or (d).
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Debts to the
Crown
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(2) For greater certainty, subsection (1)
does not apply to Her Majesty.
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Limitations -
infrastructure
loans
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77. The Authority shall not make a
long-term loan to a borrowing member for the
purpose of financing capital infrastructure for
the provision of local services on reserve lands
unless
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Limitations -
other
long-term
loans
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78. The Authority shall not make a
long-term loan to a borrowing member for a
purpose other than financing capital
infrastructure for the provision of local
services on reserve lands unless
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Limitations -
short-term
loans
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79. The Authority shall not make a
short-term loan to a borrowing member for a
purpose described in subparagraph 72(a)(iii)
unless the loan is made in anticipation of local
revenues of the borrowing member set out in
a law made under paragraph 4(1)(b) or other
revenues prescribed by regulation.
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Sinking fund
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80. (1) The Authority shall establish a
sinking fund, or any other system of
repayment prescribed by regulation, to fulfil
its repayment obligations to the holders of
each security issued by the Authority.
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Separate
accounts
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(2) Where a sinking fund is established, a
separate sinking fund account shall be kept for
each borrowing member participating in a
security issued by the Authority.
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Sinking fund
investments
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(3) Funds in a sinking fund may be invested
only in
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