Bill C-20

Auditor

129. (1) The board of an airport authority shall appoint an individual or a firm of accountants as auditor for the authority to hold office for a renewable term of one year.

(2) The board shall without delay fill a vacancy in the office of auditor.

130. (1) An auditor who is an individual shall

(a) be a member in good standing of an institute or association of accountants incorporated under provincial law;

(b) be a participant in the Canadian Public Accountability Board oversight program, or a similar program of any successor organization;

(c) have at least five years’ experience at a senior level in conducting audits;

(d) not be subject to any influence, interest or relationship that may impair, or be perceived to impair, the auditor’s independence or objectivity in conducting the audit; and

(e) meet the standards for independence established by the Canadian Institute of Chartered Accountants for auditors who perform audits of corporations whose securities are publicly traded.

(2) An auditor that is a firm of accountants shall

(a) meet the requirements of paragraphs (1)(b), (d) and (e);

(b) designate an individual who meets the requirements of paragraphs (1)(a) and (c) to (e) to conduct the audit; and

(c) disclose, before becoming the auditor, the name of any partner, associate or employee of the firm who provides similar services and who does not meet the requirements of paragraph (1)(d) or (e).

131. (1) An individual may not exercise the functions of auditor for more than five consecutive years. A firm of accountants may not exercise the functions of auditor for more than 10 consecutive years, and an individual designated to conduct an audit under paragraph 130(2)(b) may not exercise their functions as the designated individual for more than five consecutive years.

(2) An individual may only be reappointed as auditor three or more years after the day on which the individual ceases to exercise their functions as auditor. A firm of accountants may only be reappointed as auditor five or more years after the day on which the firm ceases to exercise its functions as auditor, and an individual designated to conduct an audit under paragraph 130(2)(b) may only be re-designated three or more years after the day on which the individual ceases to exercise their functions as the designated individual.

Conflict of Interest

132. Directors and officers of an airport authority may not allow any interests that they have, or any interests that, to the best of their knowledge after having made reasonable inquiries, a related person has, to conflict with or give rise to the appearance of a conflict with the authority’s interests.

133. (1) Directors and officers of an airport authority shall, without delay, disclose in writing to the authority the nature and extent of any interest that they have, or any interests that, to the best of their knowledge after having made reasonable inquiries, a related person has, in a transaction that is proposed, on-going or completed with the authority. If disclosure is made at a meeting of the board, it shall be entered in the minutes of that meeting and if disclosure is not made at a meeting, it shall be entered into the minutes of the next meeting.

(2) Directors appointed by the Minister shall disclose to the Minister the nature and extent of any interest that they are required to disclose to the airport authority under subsection (1).

134. (1) The conflict of interest rules contained in an airport authority’s by-laws shall establish procedures for the disclosure, by directors and officers, of interests that they, or related persons, have that conflict with or may give rise to the appearance of a conflict with the authority’s interests, including the time and manner of disclosure and the consequences of disclosure or non-disclosure. The rules shall also prohibit a director from participating in discussions related to any matter, or from voting on any matter, in relation to which they have or, to the best of their knowledge after having made reasonable inquiries, a related person has, an interest that gives rise to a conflict or the appearance of a conflict with the authority’s interests.

(2) The conflict of interest rules shall establish procedures for directors and officers to report to the board any gifts that they, or related persons, have received or have been offered which may give rise to the appearance of a conflict, including gifts of goods, services, benefits, hospitality and promises of a favour.

135. Every director and officer of an airport authority shall, before they take office as a director or officer and then at each of the following times, provide a written declaration to the board acknowledging that they have read the conflict of interest rules contained in the authority’s by-laws and that, to the best of their knowledge after having made reasonable inquiries, they are in compliance with them:

(a) within 30 days after the authority files its first by-laws with the Minister;

(b) within 30 days after any amendment to the rules; and

(c) within 30 days after the beginning of each calendar year.

Fees

Imposition of Fees

136. Only an airport authority may impose fees in respect of a principal airport.

137. An airport authority shall make available to anyone on request, and post on its website, if it has one, the following information:

(a) the amount of each fee;

(b) the conditions under which persons become subject to each fee;

(c) the method used to collect each fee; and

(d) the use of revenues generated by each passenger fee.

138. (1) If an airport authority proposes to establish or increase a fee in respect of a principal airport that does not meet a passenger threshold of two million or in respect of any airport set out in column 3 of the schedule opposite its name that meets a passenger threshold of 300,000, the authority shall

(a) ensure that any differences in the fee among users of particular facilities and services are based on objective criteria that are applied in the same manner to all users;

(b) ensure that the fee does not differentiate among users on the basis of their nationality;

(c) if it is an aeronautical fee, ensure that it is structured in such a way that an aircraft operator would not, for the purpose of avoiding the fee, be encouraged to engage in practices that would adversely affect aviation safety or security;

(d) inform aircraft operators and the public in the region served by the airport of the proposal and explain how the fee has been determined, including its relationship to the authority’s financial requirements;

(e) provide opportunities for aircraft operators and the public in the region served by the airport to obtain additional information about the proposal and to express their views on it;

(f) consider the views that have been expressed; and

(g) inform aircraft operators, and the public in the region served by the airport, of its decision in respect of the proposal.

(2) The airport authority shall inform aircraft operators and the public in the region served by the airport of any reduction in or elimination of a fee.

Application

139. Sections 140 to 173 apply to an airport authority in respect of a principal airport operated by the authority that meets a passenger threshold of two million.

Charging Principles

140. (1) Every airport authority shall observe the following charging principles when establishing or revising fees:

(a) fees shall be consistent with the authority’s methodology for determining fees, once one is established under section 141;

(b) any differences in fees among users of particular facilities and services shall be based on objective criteria that are applied in the same manner to all users;

(c) fees shall not differentiate among users on the basis of their nationality;

(d) aeronautical fees shall not be set at a level that, based on reasonable and prudent projections of revenues and financial requirements, would generate revenues exceeding the portion of the financial requirements that is to be met from those fees; and

(e) aeronautical fees shall be structured in such a way that an aircraft operator would not, for the purpose of avoiding a fee, be encouraged to engage in practices that would adversely affect aviation safety or security.

(2) A change in the unit of measurement of a fee is deemed to be an increase in a fee.

Methodology for Determining Fees

141. An airport authority shall establish a methodology for determining fees before the first anniversary of the day on which this section becomes applicable to it. The authority may revise the methodology at any time.

142. (1) The methodology shall explain how the airport authority will determine

(a) its financial requirements; and

(b) the portion of the financial requirements that is to be met from aeronautical fees and the portion that is to be met from passenger fees.

(2) In the case of aeronautical fees, the methodology shall

(a) list each fee;

(b) describe the unit of measurement to be used for each fee and the rationale for the use of that unit;

(c) explain how each fee is to be set, including how it will relate, individually or in combination with other aeronautical fees, to the whole or any part of the portion of the financial requirements that is to be met from aeronautical fees; and

(d) describe the rationale for the use of different fees, or for any differences in a fee, in respect of particular facilities and services.

(3) In the case of passenger fees, the methodology shall explain how the fee relates to the funding of expenditures for purposes referred to in section 157 and provide the rationale for any differences in a fee.

143. An airport authority shall also explain how it determines any charges, other than fees, that it imposes on air carriers.

Notice of Proposals

144. An airport authority shall give notice of any proposal to establish or revise its methodology for determining fees or to establish or increase a fee.

145. A proposal to establish or increase a fee may provide for the fee’s adjustment once within six months after it is established or increased, by the application of a mathematical formula that is set out in the notice. For the purposes of this Act, the adjustment is considered to be part of the establishment of, or increase in, the fee.

146. (1) The notice shall include

(a) a summary of the proposal and a justification in relation to each of the charging principles;

(b) the date, time and place of meetings on the proposal; and

(c) an explanation of how representations on the proposal may be made and the deadline for receiving them.

(2) A notice to establish or increase a passenger fee shall also include

(a) a description of the purposes for which revenues from the fee are to be used, including a forecast of the amount of money required for those purposes during the 10-year period following the establishment or increase;

(b) a forecast of the revenues from the fee during the period; and

(c) an estimate of the period for which the fee will be required for the purposes referred to in paragraph (a).

147. (1) The airport authority shall send a copy of the notice to

(a) air carriers operating at the principal airport and organizations representing them; and

(b) every person who has, at least 10 days before the notice is sent, notified the authority of their desire to receive notices or announcements respecting fees.

(2) The airport authority shall post the notice on its website.

(3) In the case of a passenger fee, the airport authority shall also post, in prominent places in every air terminal building at the principal airport, statements indicating that a copy of the notice is posted on the authority’s website and is also available from the authority on request.

(4) The airport authority shall, after meeting the requirements set out in subsections (1) to (3), publicize through local media — including each daily newspaper published and circulated in the principal municipality served by the authority’s principal airport — the information that the notice is available from the authority on request and is also posted on the authority’s website.

Consultations and Representations

148. An airport authority shall provide to anyone, on request, any information that it is reasonable to believe would assist them in understanding a proposal to establish or revise the authority’s methodology for determining fees, or to establish or increase a fee, and in making representations on the proposal.

149. (1) An airport authority shall invite, in writing, the air carriers operating at the principal airport to a meeting, to be held at least 30 days before the deadline for receiving representations on the proposal, to explain the proposal, answer questions and obtain the air carriers’ views on it.

(2) If the proposal is to establish or increase a passenger fee, the airport authority shall also hold a public meeting, at least 30 days before the deadline for receiving representations, to explain the proposal, answer questions and obtain the views of persons who are present at the meeting.

150. Representations on proposals shall be made in writing. The deadline for the receipt of representations — as set out in the notice of the proposal — shall be at least the following number of days after the authority meets its obligation under subsection 147(4) to publicize in daily newspapers the information relating to the notice:

(a) in the case of a proposal to establish or revise a methodology for determining fees, 90 days; and

(b) in the case of a proposal to establish or increase a fee, 60 days.

Announcements

151. An airport authority shall, after considering any representations received before the applicable deadline, announce its methodology for determining fees or announce the fee being established or increased, as the case may be.

152. The announcement of the methodology for determining fees shall include

(a) a statement of the methodology;

(b) a justification of the methodology that demonstrates its conformity with each of the charging principles; and

(c) a justification of any substantial differences between any representations received and the methodology.

153. The announcement of a fee shall include

(a) the date that the fee is to take effect, if it is known;

(b) a justification of the fee in relation to each of the charging principles;

(c) a justification of any substantial differences between the representations received and the fee;

(d) in the case of a passenger fee, the information referred to in subsection 146(2); and

(e) the manner in which the fee may be appealed to the Agency.

154. (1) The airport authority shall send a copy of the announcement to

(a) air carriers operating at the principal airport and organizations representing them;

(b) every person who has, at least 10 days before the announcement is sent, notified the authority of their desire to receive notices or announcements respecting fees; and

(c) anyone who has made representations in respect of the proposal to which the announcement relates.

(2) The airport authority shall post the announcement on its website.

(3) In the case of a passenger fee, the airport authority shall also post, in prominent places in every air terminal building at the principal airport, statements indicating that a copy of the announcement is posted on the authority’s website and is also available from the authority on request.

(4) The airport authority shall, after satisfying the requirements set out in subsections (1) to (3), publicize through local media — including each daily newspaper published and circulated in the principal municipality served by the authority’s principal airport — the information that the announcement is available from the authority on request and is also posted on the authority’s website.

155. An airport authority shall inform aircraft operators and the public in the region served by the principal airport of any reduction in or elimination of a fee.

Effective Date of Fees

156. (1) An airport authority may only establish or increase an aeronautical fee 10 or more days after the day on which the authority meets its obligation under subsection 154(4) to publicize in daily newspapers the information relating to the announcement.

(2) An airport authority shall not establish or increase a passenger fee before the appeal period referred to in subsection 163(1) expires or, in the case of an appeal, before the day on which it is dismissed by the Agency.

(3) An airport authority may only establish or increase a fee after informing the persons and organizations referred to in subsection 154(1) of the date on which the fee or increase in the fee, as the case may be, takes effect.

Additional Provisions — Passenger Fees

157. (1) An airport authority may only use the revenues from a passenger fee for the following purposes:

(a) the construction, replacement or improvement, on the principal airport, of

(i) facilities for the landing, taking off, movement or parking of aircraft,

(ii) facilities for the refuelling and de-icing of aircraft,

(iii) an air terminal building and the facilities that support its operation,

(iv) a road network, or a public transportation system, serving that airport,

(v) facilities for airport security and emergency services,

(vi) garages for airport maintenance vehicles, or

(vii) facilities for the parking of motor vehicles;

(b) the alteration, removal or rebuilding of any facility in order to construct, replace or improve a facility referred to in paragraph (a);

(c) environmental protection or remediation in respect of a facility referred to in paragraph (a);

(d) the acquisition of any vehicle or information technology system necessary for the operation, on the principal airport, of an air terminal building or facilities for the landing, taking off, movement or parking of aircraft;

(e) the acquisition of an interest in land or, in Quebec, of a right relating to an immovable, if the acquisition is necessary for the operation or development, on the principal airport, of an air terminal building, parking facilities abutting an air terminal building or facilities for the landing, taking off, movement or parking of aircraft; and

(f) the collection of the passenger fee.

(2) An airport authority may, with the Minister’s approval, also use the revenues from a passenger fee for the following purposes:

(a) the acquisition of an interest in land or, in Quebec, of a right relating to an immovable, if the acquisition is necessary for the development of a road network whose sole purpose is to serve the principal airport;

(b) the construction, replacement or improvement of facilities for the landing, taking off, movement or parking of aircraft at an airport set out in column 3 of the schedule opposite the authority’s name, if the construction, replacement or improvement will benefit users of the principal airport; and

(c) the development of an airport other than one that is set out in the schedule opposite the authority’s name.

(3) The use of revenues from a passenger fee to pay interest on debt incurred for a purpose referred to in this section is considered to be use of the revenues for that purpose.

158. In respect of a passenger fee that is in existence on the day on which this section becomes applicable to an airport authority, the authority shall, within one year after that day, provide the following information to air carriers, to the organizations representing them and to the public in the region served by the principal airport:

(a) a description of the purposes for which revenues from the fee are to be used, including a forecast of the amount of money required for those purposes during the 10-year period following the day on which this section becomes applicable to the authority;

(b) a forecast of the revenues from the fee during the period; and

(c) an estimate of the period for which the fee will be required for the purposes referred to in paragraph (a).

159. An airport authority shall eliminate a passenger fee when the fee is no longer required for the purposes referred to in paragraph 146(2)(a) or 158(a), as the case may be.

Appeals

160. (1) The establishment of, or increase in, a fee may be appealed to the Agency on the ground that an airport authority, in establishing or increasing the fee, did not have a methodology for determining fees or did not comply with a charging principle or a requirement under any of sections 144 to 156.

(2) Any person may appeal in respect of a passenger fee, but only an aircraft operator who is subject to an aeronautical fee may appeal in respect of that fee on a ground referred to in subsection (1).

(3) An appeal on the ground that an airport authority did not have a methodology or did not comply with a charging principle may be made only if

(a) the appellant has made a representation to the authority to that effect;

(b) the fee announced by the authority is higher than the fee described in the notice for the fee, or is based on a different unit of measurement; or

(c) the airport authority does not meet the requirements set out in section 147.

161. (1) An aircraft operator may appeal the establishment of, or increase in, an aeronautical fee, regardless of whether the aircraft operator is subject to the fee, on the ground that any aeronautical fee that took effect before the earlier of the date of the announcement of the methodology for determining fees and the expiry of the period for establishing the methodology does not comply with a charging principle.

(2) An appeal may be made on the ground referred to in subsection (1) only if

(a) the appellant has made a representation to the authority in respect of that ground; or

(b) the airport authority does not meet the requirements set out in section 147.

(3) An appeal may be made on the ground referred to in subsection (1) until either

(a) the authority establishes or increases an aeronautical fee after the earlier of the date of the announcement of its methodology and the expiry of the period for establishing a methodology, and that establishment or increase has not been appealed on that ground; or

(b) all appeals filed on that ground in respect of one of the authority’s aeronautical fees are dismissed by the Agency.

162. No appeal may be brought in respect of the establishment of, or increase in, a fee on a ground referred to in subsection 160(1) or 161(1) if the fee or increase in the fee, as the case may be, takes effect before the earlier of the date of the announcement of the methodology and the expiry of the period for establishing the methodology.

163. (1) The appeal may be filed no later than 30 days after the day on which the airport authority meets its obligation under subsection 154(4) to publicize in daily newspapers the information relating to the announcement.

(2) The appeal shall be in writing and set out the grounds for appeal. The appellant shall file the appeal with the Agency and, on the same day, send a copy to the airport authority.

164. The Agency may require an airport authority to file, with respect to the fee being appealed,

(a) a copy of any notice, announcement or statement;

(b) a list of the persons and organizations to whom the notices or announcements were sent;

(c) a certificate signed by the chief executive officer that the authority has met the requirements for notices, announcements and statements; and

(d) evidence that the authority has fulfilled its obligations under subsections 147(4) and 154(4) to publicize in local media.

165. The Agency may join two or more appeals.

166. In deciding an appeal, the Agency shall accept the airport authority’s methodology for determining fees and shall accept the authority’s projections of reserves that are necessary for future expenditures as being reasonable and prudent.

167. The Agency may not make an order that prevents an aeronautical fee from taking effect, or that suspends one, pending its decision on the appeal.

168. (1) If the Agency decides that an airport authority does not have a methodology for determining fees or has not complied with a charging principle, the Agency shall

(a) in the case of the establishment of an aeronautical fee, if the fee has already taken effect, order the authority to cancel the fee and to refund to aircraft operators the amounts paid by them;

(b) in the case of an increase in an aeronautical fee, if the increase has already taken effect, order the authority to re-establish the previous fee and to refund any excess amount paid by aircraft operators; and

(c) in the case of the establishment of or an increase in a fee, if the fee or the increase in the fee has not already taken effect, order the authority to refrain from establishing or increasing the fee, as the case may be.

(2) If the Agency finds in respect of an appeal made under subsection 161(1) that a fee that took effect before the earlier of the date of the announcement of its methodology for determining fees and the expiry of the period for establishing a methodology does not comply with a charging principle, the Agency shall make an order under one of paragraphs (1)(a), (b) and (c) in respect of the fee being established or increased.

(3) If the Agency finds that an airport authority has not complied with a requirement set out in any of sections 144 to 156 in respect of the establishment of, or increase in, a fee, the Agency may make any order that it considers appropriate in the circumstances, including an order that the authority cancel and refund the fee.

169. (1) If an airport authority is ordered to refund an amount, it may do so by way of credit or payment to the aircraft operator.

(2) Payment of the amount, including the amount of any unused credit, shall be made within 90 days after the date of the order.

170. The Agency shall decide an appeal without delay, but no later than 60 days after the expiry of the appeal period, unless the Agency is of the opinion that there are special circumstances, in which case the Agency has a maximum of 30 more days to decide the appeal.

171. The Agency shall without delay notify the airport authority and the appellant of its decision and provide written reasons for it.

172. Despite subsection 41(1) of the Canada Transportation Act, a decision of the Agency on an appeal is final and may not be appealed to or reviewed by any court.

173. (1) Sections 24, 25.1 to 29, 32, 34 and 37 of the Canada Transportation Act do not apply to the Agency in respect of the powers, duties and functions assigned to it under this Act.

(2) The powers of the Governor in Council under sections 40 and 43 of the Canada Transportation Act do not apply in respect of the powers, duties and functions of the Agency under this Act.

Disclosure

Business Plan

174. (1) Every airport authority shall, before the beginning of each calendar year, adopt a business plan for the following five calendar years that states the authority’s strategic objectives for that period, and, for each of those calendar years, states its business objectives and financial projections and describes its major initiatives.

(2) An airport authority shall make available to anyone on request and post on the authority’s website, if it has one, a summary of the business plan. The authority may exclude any information the disclosure of which would be harmful to the authority’s commercial interests.

Financial Statements

175. (1) Every airport authority shall prepare annual financial statements in accordance with generally accepted accounting principles.

(2) An airport authority that has a subsidiary shall prepare annual consolidated and unconsol-idated statements.

(3) The annual financial statements of an airport authority shall disclose separately the major categories of revenues and expenses and the total amount for each category.

(4) The notes to the annual financial statements shall include

(a) a statement of the revenues derived from each fee;

(b) a statement of grants, contributions and subsidies received by the airport authority and the purpose for which they were given;

(c) a description of transactions between the authority and each corporation in which it has an ownership interest;

(d) the financial exposure of the authority, as determined under section 79, in each corporation in which it has an ownership interest; and

(e) in the case of an authority that operates more than one airport, the disclosure referred to in subsection (3) set out separately for each airport.

(5) An airport authority that imposes a passenger fee at a principal airport that meets a passenger threshold of two million shall also disclose in its annual financial statements or in the notes to those statements, for the calendar year and on a cumulative basis from the year in which the fee was established,

(a) gross revenues from the passenger fee, without any deduction of the cost of collecting the fee;

(b) gross revenues from any other source that are used to fund expenditures for purposes referred to in paragraph 146(2)(a) or 158(a), as the case may be;

(c) the amount of any grant, contribution or subsidy that is used to fund those expenditures; and

(d) the amount expended for purposes referred to in paragraph 146(2)(a) or 158(a), as the case may be.

(6) The Governor in Council may make regulations respecting the annual financial statements and notes to those statements, including specifying additional information to be contained in those statements or notes.

(7) The chief executive officer and the chief financial officer of the airport authority shall certify that, to the best of their knowledge, the annual financial statements fairly present in all material respects the financial position of the authority, disclose all the material facts and do not contain any untrue statements. The chief executive officer shall give to the auditor of the authority a certified copy of the statements. If any material errors are subsequently detected in those statements, the chief executive officer shall give to the auditor of the authority, without delay, certified revised annual financial statements.

176. (1) An airport authority shall have its annual financial statements audited.

(2) The auditor shall conduct the audit in accordance with generally accepted auditing standards for the audit of financial statements of corporations whose securities are publicly-traded.

177. (1) The present and former directors, officers, employees, agents and mandataries of an airport authority shall, to the extent reasonably possible, provide to the auditor, on request, any information and explanations, and access to any records, documents, books, accounts and vouchers of the authority or any of its subsidiaries, that the auditor considers necessary to enable the auditor to exercise their powers and carry out their duties and functions.

(2) At the request of the auditor, the directors of the airport authority shall request from the present or former directors, officers, employees, agents or mandataries of any of the authority’s subsidiaries the information and explanations that they are reasonably able to provide and that the auditor considers necessary to enable the auditor to exercise their powers and carry out their duties and functions, and those persons shall provide the requested information and explanations. The directors shall provide the auditor with the information and explanations so obtained.

178. An airport authority may not publish or circulate copies of its annual financial statements unless those statements are approved by its board and accompanied by the auditor’s report.

179. (1) An airport authority shall ensure that its subsidiaries prepare annual financial statements in accordance with generally accepted accounting principles.

(2) An airport authority shall ensure that any subsidiary in which the authority holds shares, which itself has a subsidiary, prepares annual consolidated and unconsolidated financial statements.

(3) If a subsidiary in which an airport authority holds shares is a corporation whose assets are composed primarily of shares of other corporations, the airport authority shall ensure that any subsidiary of that corporation in which that corporation holds shares, if that subsidiary itself has a subsidiary, also prepares annual consolidated and unconsolidated financial statements.

(4) An airport authority shall ensure that each of its subsidiaries includes in the notes to its annual financial statements its policy for the payment of dividends.

(5) If a subsidiary of an airport authority pays a dividend that is not consistent with its policy, or does not pay a dividend when its policy indicates that it should do so, the authority shall ensure that the notes to the subsidiary’s annual financial statements explain why.

180. The Minister may direct an airport authority to send to the Minister the financial statements of any corporation in which the authority has an ownership interest. The Minister may also direct the authority to make those financial statements available to the public if the Minister believes that doing so is in the public interest.

181. The Minister may direct an airport authority to cause an audit of the annual financial statements of any of its subsidiaries to be conducted and to send to the Minister a copy of the auditor’s report and of any related documents that may be requested by the Minister. The Minister may also direct the authority to make the auditor’s report available to the public if the Minister believes that doing so is in the public interest.

Performance Indicators

182. (1) An airport authority that operates a principal airport that meets a passenger threshold of two million shall use performance indicators to measure the authority’s perform-ance in relation to the objectives set out in paragraphs 8(a) to (h).

(2) The Governor in Council may make regulations respecting performance indicators, including the establishment of those indicators.

Annual Report

183. Every airport authority shall prepare an annual report for each calendar year.

184. (1) The annual report shall contain a general summary of the airport authority’s business and affairs during the calendar year, including the following information:

(a) the extent to which the business objectives in the authority’s business plan have been met or undertaken;

(b) a narrative and statistical summary of aircraft, passenger and cargo traffic at the authority’s principal airport;

(c) a report on the authority’s corporate governance, including the activities of the board and the committees of the board;

(d) a report on the compliance of directors and officers with the conflict of interest rules contained in the by-laws, including a description of any agreement or arrangement to which the authority is a party under which a director, an officer or a person related to one of them derives a benefit of a financial nature;

(e) audited annual financial statements and the corresponding auditor’s report;

(f) a summary of capital expenditures and the related capital projects;

(g) for each of its directors, the amount of remuneration, including any bonuses, a description and estimated value of any taxable benefits and the amount of severance, if any;

(h) the amount of remuneration, including any bonuses, paid to its lowest paid officer and the amount paid to its highest paid officer and, for each of its officers, a description and estimated value of any taxable benefits and the amount of severance, if any;

(i) the amount or estimated value of any gift, donation, grant or contribution made by the authority, the name of the recipient and any conditions imposed;

(j) a report on the consultations undertaken under this Act;

(k) a report on environmental issues;

(l) the information required to be disclosed under subsection 199(1);

(m) a summary of the findings and recommendations arising from a performance review referred to in section 192 or 193;

(n) a summary of all fines and penalties assessed against the authority or its directors or officers under this Act; and

(o) a description of the types of documents that are available under subsections 191(1) and (2) and how the public may obtain copies of the documents or have access to them.

(2) In the case of an airport authority that operates a principal airport that meets a passenger threshold of two million, the annual report shall also contain

(a) a comparison of the revenues from aeronautical fees — itemized either individually or in any combination as set out in the authority’s methodology for determining fees — with the financial requirements that according to the methodology are to be met from the individual fee or combination of fees; and

(b) a measurement of its performance in accordance with subsection 182(1) and any regulations made under subsection 182(2).

(3) In the case of any other airport authority, the annual report shall also contain a statement of the revenues from aeronautical fees, the revenues from passenger fees and the revenues from other sources, and a comparison of the aggregate of those revenues with the authority’s financial requirements.

(4) If an airport authority has an ownership interest in any corporation, the annual report shall also contain

(a) for each such corporation, a narrative summary of that interest, the amount invested, the percentage of each class and series of shares held by the authority and a description of the corporation’s corporate structure and activities;

(b) for each director and officer of the authority, a statement of the amount of any remuneration, including any bonuses, paid by each such corporation, and a description and estimated value of any taxable benefits and the amount of severance, if any, provided by the corporation; and

(c) a list of directors of each subsidiary of the authority.

Annual Meeting

185. (1) Every airport authority shall, within 150 days after the end of each calendar year, hold an annual meeting that is open to the public to report on its business and affairs during that calendar year, including the authority’s investments in any corporations.

(2) An airport authority shall, at least 30 days before the annual meeting, send to the Minister and the nominating bodies a notice of the date, time and place of the annual meeting and, at least seven days before the meeting, shall also send to them a copy of the annual report.

(3) An airport authority shall, at least 21 days before the annual meeting, inform the public in the region served by the principal airport of the date, time and place of the annual meeting and of the fact that the annual report will be available on request at least seven days before the meeting

(a) by publicizing that information in the local media, including in each daily newspaper published and circulated in the principal municipality served by the authority’s principal airport;

(b) by posting notices in prominent places in every air terminal building on the principal airport; and

(c) by posting a notice on its website, if it has one.

(4) An airport authority shall ensure that the chief executive officer and at least two thirds of the directors, including the chairperson, attend the annual meeting in person.

(5) The Minister and each nominating body shall ensure that they are represented at the annual meeting.

(6) At the annual meeting, the airport authority shall present its audited annual financial statements and the corresponding auditor’s report and a summary of its most recent business plan. It shall also make available copies of the annual report.

(7) An airport authority shall ensure that members of the public are able to ask questions and express their views at the annual meeting.

Consultations

186. (1) Every airport authority shall invite, in writing, the Minister and the nominating bodies to meet collectively at least once a year with its board. The authority shall ensure that the chief executive officer and at least two thirds of the directors, including the chairperson, attend in person.

(2) The Minister and each nominating body shall ensure that they are represented at the meeting.

187. (1) At the request of four nominating bodies, or the Minister and three nominating bodies, if in either case at least one of the nominating bodies is a regional authority or municipality and at least one of them is a non-governmental organization or the national association of domestic air carriers, the board shall, without delay, hold a special meeting to discuss the issues described in the request and invite the Minister and all nominating bodies to send representatives to that meeting.

(2) The airport authority shall ensure that at least two thirds of the directors, including the chairperson, attend in person.

188. (1) Every airport authority shall invite, in writing, each air carrier operating at the authority’s principal airport to meet collectively with the authority once a year. The authority shall be represented by its chief executive officer, one other officer and one director.

(2) The meeting is a forum for the airport authority and the air carriers to discuss strategic issues related to the airport.

189. The by-laws of an airport authority shall provide a mechanism for the authority to consult with the public in the region served by the authority’s principal airport.

190. The mechanism under section 189 shall include a discussion forum at which, at least two times a year, the public in the region served by the principal airport may receive information and discuss matters related to that airport with the chief executive officer and one other officer of the airport authority.

Public Access to Documents

191. (1) Every airport authority shall make available at the office referred to in section 53 the following documents:

(a) all airport transfer agreements relating to the authority’s principal airport and the lease of the principal airport granted by Her Majesty, and any amendments to these agreements and the lease;

(b) the records of its business and affairs referred to in paragraphs 54(1)(a) to (c), (f) and (g);

(c) all financial statements and reports that are required under this Act;

(d) all land use plans, master plans, environmental management plans and summaries of business plans;

(e) all contracts relating to borrowing or lending by the authority;

(f) all notices and announcements respecting fees that are required to be given or made under this Act;

(g) all reports referred to in section 196 and all responses referred to in section 197; and

(h) all press releases that are issued by the authority.

(2) An airport authority that operates a principal airport that meets a passenger threshold of two million shall also make available at that office a statement of its methodology for determining fees.

(3) Despite subsections (1) and (2), an airport authority is not required to make available documents that relate only to airports other than its principal airport.

(4) An airport authority shall make available to anyone on request

(a) the financial statements of any corporation in which the authority holds shares;

(b) if the authority holds shares in a corporation whose assets are composed primarily of shares of other corporations, the financial statements of those other corporations; and

(c) the financial statements of any other corporation in which the authority has an ownership interest, if the Minister has directed the authority to make them available to the public.

(5) An airport authority shall, on payment of a reasonable fee, provide anyone with a copy of any of the documents referred to in subsections (1), (2) or (4).

(6) An airport authority that operates a principal airport that meets a passenger threshold of two million shall have a website that includes

(a) the authority’s annual reports for the previous five calendar years; and

(b) a description of the types of documents that are available to the public and how they may be obtained.

Performance Reviews

192. An airport authority that operates a principal airport that meets a passenger threshold of two million shall cause a review of the authority’s operation, management and financial performance to be undertaken in respect of each successive five-year period after the transfer date, beginning with the five-year period that ends after the coming into force of this section.

193. (1) Every airport authority other than one described in section 192 shall cause a review of its operation, management and financial performance to be undertaken

(a) if no similar review has been undertaken before the coming into force of this subsection, for the five-year period beginning on the transfer date; or

(b) in any other case, for the 10-year period following the period covered by the most recent similar review undertaken before the coming into force of this subsection.

(2) The airport authority shall cause a review to be undertaken in respect of every 10-year period following the period covered by the most recent review, whether that review was undertaken under this subsection or subsection (1) or (3).

(3) On or after the fifth anniversary of the end of the period covered by the most recent review, four nominating bodies, or the Minister and three nominating bodies, if in either case at least one of the nominating bodies is a regional authority or municipality and at least one of them is a non-governmental organization, may request that a review be undertaken earlier than required under paragraph (1)(b) or subsection (2). In that case, the airport authority shall cause a review to be undertaken in respect of the period beginning at the end of the period covered by the most recent review.

194. (1) An airport authority shall choose an individual or a firm to conduct its review through a competitive bidding process.

(2) The reviewer shall be a qualified individual or firm who is not subject to any influence, interest or relationship that may impair, or be perceived to impair, the independence or objectivity of the reviewer in carrying out the review.

(3) The reviewer may not be

(a) an individual or firm who is, at the time of the review, or was, during the period covered by the review, the auditor of the airport authority; or

(b) an individual who participates in an audit of the authority at the time of the review, or participated in such an audit during the period covered by the review.

(4) A reviewer that is a firm may not designate an individual to carry out the review if the individual participates in an audit of the authority at the time of the review, or participated in such an audit during the period covered by the review.

195. (1) The reviewer’s report shall include the reviewer’s assessment, with reasons, of the extent to which the airport authority

(a) meets the objects of an airport authority;

(b) operates its principal airport in a manner that is consistent with the Canadian airport policy set out in paragraphs 8(a) to (h);

(c) operates its principal airport in accord-ance with the lease of that airport granted by Her Majesty to the airport authority and with any applicable legislation;

(d) manages its financial, human and physical resources effectively and efficiently;

(e) has adequate governance and accountability mechanisms for the management of public property; and

(f) takes appropriate measures to manage risks and has financial and management controls, systems and practices in place to safeguard property of Her Majesty in right of Canada that is on the principal airport and property of the authority.

(2) The reviewer’s report shall also include

(a) a review of any matter raised by the board, a director, the Minister or any nominating body;

(b) a description of any matter that in the reviewer’s opinion should be brought to the attention of the board;

(c) in the case of an airport authority that operates a principal airport that meets a passenger threshold of two million, an analysis of the authority’s performance as measured by the performance indicators; and

(d) any recommendations that, in the opinion of the reviewer, are appropriate.

(3) In the case of an airport authority that has an ownership interest in a corporation, the reviewer’s report shall also assess the benefits and risks related to the interest and the adequacy of measures taken to manage those risks.

196. The reviewer’s report shall be sent to the board within six months after the end of the period covered by the review. The board shall, within 30 days after the report is received by the board, send a copy of the report to the Minister and each nominating body and make the report available to the public.

197. An airport authority shall send a copy of its response to the reviewer’s report to the Minister and each nominating body and the reviewer within 120 days after the expiry of the six-month period referred to in section 196. The authority shall also make a copy of the response available to the public within that period.

198. The airport authority shall publicize through its website, if it has one, and the local media — including each daily newspaper published and circulated in the principal municipality served by the authority’s principal airport — the information that the reviewer’s report and the authority’s response are available from the authority on request.

Contracts Without Competitive Bidding

199. (1) An airport authority shall disclose any contracts involving expenditures in excess of $100,000 that were not awarded under a competitive bidding process, including the name of the contracting party, the purpose and value of the contract and the reasons why a competitive bidding process was not used.

(2) An airport authority may not engage in contract splitting to avoid the application of subsection (1).

Other Obligations

Name of Principal Airport

200. No airport authority may change the name of its principal airport without the written consent of the Minister.

Land Use Plan and Master Plan

201. (1) Every airport authority shall have a land use plan in respect of its principal airport that has been approved by the Minister.

(2) An airport authority shall ensure that all activities carried out at its principal airport are in accordance with the land use plan.

202. (1) Every airport authority shall have a master plan setting out its strategy for the long-term operation and development of its principal airport. The master plan shall be consistent with the land use plan.

(2) The Minister may direct an airport authority to change its master plan for the purpose of eliminating any inconsistencies that in the Minister’s opinion exist between the master plan and the land use plan.

Environment

203. Every airport authority shall have an environmental management plan for its principal airport.

204. (1) Every airport authority shall, without delay, give written notice to the Minister of a spill or release, at the principal airport, of a substance into the environment, in a quantity or concentration or under conditions that

(a) have or may have an immediate or long-term harmful effect on the environment or its biological diversity;

(b) constitute or may constitute a danger to an environment on which life depends; or

(c) constitute or may constitute a danger to human life or health.

(2) For the purposes of subsection (1), the normal operation of aircraft or motor vehicles at an airport does not, in itself, constitute the release of a substance referred to in that subsection.

(3) The airport authority shall keep the Minister informed of the measures it is taking to stop the spill or release of the substance and to mitigate or remediate any damage to the environment.

(4) The airport authority shall keep a record of the spill or release, the clean-up, any mitigation or remedial measures and any follow-up or monitoring undertaken. A copy of the record shall be sent to the Minister on request.

Acquiring Land

205. (1) If an airport authority acquires an interest in land or, in Quebec, a right relating to an immovable, to be used for the operation, management, maintenance or development of its principal airport, the authority shall acquire it in its own name or, with the Minister’s approval, in the name of Her Majesty in right of Canada.

(2) If the airport authority acquires the interest or right in its own name, it may not transfer that interest or right without the approval of the Minister.

206. If the airport authority acquires the interest or right in its own name, the authority shall, at the request of the Minister, transfer that interest or right to Her Majesty in right of Canada, on any terms and conditions that the Minister may specify, free of all charges or security, including mortgages or hypothecs, liens or other encumbrances, priorities, rights of retention, claims or other restrictions.

207. If an airport authority acquires the interest or right in the name of Her Majesty in right of Canada or transfers an interest or right to Her Majesty,

(a) no compensation is payable by Her Majesty in respect of the acquisition nor in respect of the transfer;

(b) the airport authority shall reimburse Her Majesty for any costs incurred in acquiring the interest or right or effecting the transfer; and

(c) Her Majesty shall be indemnified by the airport authority in respect of all claims resulting from the acquisition or transfer or from the fact that Her Majesty owns the interest or right.

208. If an airport authority acquires an interest in land or, in Quebec, a right relating to an immovable, in the name of Her Majesty in right of Canada, or if an airport authority transfers an interest or right to Her Majesty in right of Canada, or if an interest or right is expropriated under section 210, the land or immovable that is the subject of the interest or right is deemed to be part of the premises leased to the airport authority by Her Majesty in right of Canada for the principal airport, and is subject to the terms and conditions set out in the lease.

209. (1) An airport authority shall not acquire an interest or right referred to in subsection 205(1) unless it has had an environmental assessment of the land and any improvements carried out by an independent, qualified person.

(2) The airport authority shall send a copy of the assessment to the Minister before the authority acquires the interest or right.

(3) If the airport authority acquires the interest or right, it shall undertake and pay for any remedial work identified in the assessment.

(4) The airport authority shall indemnify Her Majesty in right of Canada for any remedial work that Her Majesty undertakes on the land and improvements, whether or not the work was identified in the assessment.

210. (1) The Minister may, at the request of an airport authority, request the appropriate minister in relation to Part I of the Expropriation Act to expropriate an interest in land or, in Quebec, a right relating to an immovable, if

(a) the authority, after making reasonable efforts, has not been able to acquire the interest or right; and

(b) in the Minister’s opinion, an expropriation is required for the operation or development, on the principal airport, of an air terminal building, parking facilities abutting an air terminal building, a road network or facilities for the landing, taking off, movement or parking of an aircraft.

(2) For the purposes of the Expropriation Act, if the appropriate minister referred to in subsection (1) is of the opinion that the interest in land or the right relating to the immovable is required for a purpose referred to in paragraph (1)(b),

(a) the interest or right is deemed to be required for a public work or other public purpose; and

(b) the airport authority is liable to pay any amounts required to be paid under that Act in respect of the land or the right relating to the immovable.

(3) Compensation, interest and costs resulting from the expropriation and the costs incurred in carrying out any function of the Attorney General of Canada under the Expropriation Act in relation to any interest in land or right relating to an immovable referred to in subsection (2) constitute a debt due to Her Majesty in right of Canada payable by the airport authority and recoverable in a court of competent jurisdiction.

(4) The Minister may require the airport authority to provide security, in an amount determined by the Minister and subject to any terms and conditions that the Minister may specify, for the payment of

(a) any amount that is or may become payable as a result of the expropriation; and

(b) the costs incurred in the carrying out of any function of the Attorney General of Canada in respect of the expropriation.

(5) The airport authority shall indemnify Her Majesty in right of Canada in respect of all claims and costs resulting from the expropriation or from the fact that Her Majesty owns the interest or right.

Leases in respect of a Principal Airport

211. No compensation and no damages are payable by Her Majesty in right of Canada in respect of any change that is made under this Act to a right or obligation under a lease of the principal airport granted by Her Majesty to an airport authority.

212. (1) The Governor in Council may, by order, take any of the following measures that, in the opinion of the Governor in Council, are necessary on the termination, resiliation or expiry of the lease of the principal airport granted by Her Majesty to an airport authority:

(a) measures for the continued operation, management, maintenance or development of the principal airport; and

(b) measures for the transfer of any property of the authority that is used for the operation, management, maintenance or development of that airport.

(2) No compensation is payable by Her Majesty in right of Canada in respect of the measures taken or the property transferred.

Dissolution

213. (1) The Governor in Council may, by order, dissolve an airport authority by deleting its name from Part 1 of the schedule

(a) before the termination, resiliation or expiry of the lease of the principal airport granted by Her Majesty to the airport authority, if the authority requests it and the Governor in Council is satisfied that the authority has adequately provided for the payment or discharge of all of its obligations; or

(b) after the termination, resiliation or expiry of that lease.

(2) The order may provide for any measures that, in the opinion of the Governor in Council, are necessary for the continued operation, management, maintenance or development of the principal airport.

(3) In the event of dissolution of an airport authority, all of the authority’s property shall be transferred to the Minister, in the name of Her Majesty in right of Canada, except to the extent that the Governor in Council, by order, provides that it is to be transferred to a particular entity.

(4) No compensation is payable by Her Majesty in right of Canada in respect of the dissolution of the airport authority, any measures taken or the property transferred.

Statutory Instruments Act

214. The Statutory Instruments Act does not apply to a by-law adopted by an airport authority or to any other instrument issued, made or established by an airport authority under this Part.

PART 4

COMPLIANCE AND ENFORCEMENT

Inspection

215. (1) The Minister may designate as an inspector for the administration of this Act any person or class of persons that the Minister considers qualified. The Minister shall give each inspector a designation document specifying the terms and conditions of the designation.

(2) When exercising any powers under this Act, an inspector shall, on request, show their designation document.

216. (1) For the purpose of administering this Act, an inspector may

(a) enter and inspect any place, other than a dwelling-place, where the inspector has reasonable grounds to believe that there is any thing, or any record, book of account or other document or data, relevant to the administration of this Act;

(b) require any person to present anything referred to in paragraph (a) for inspection in the manner and under any conditions that the inspector considers necessary to carry out the inspection;

(c) examine anything referred to in paragraph (a) that the inspector has reasonable grounds to believe is relevant to the administration of this Act and make copies of the document or data, using the equipment available at the place being inspected; and

(d) take samples of the air, soil, ground water and surface water and conduct tests and analyses of those samples.

(2) In exercising any of the powers referred to in subsection (1), an inspector may

(a) use or cause to be used any computer or data processing system in order to examine any data contained in or available to the computer or system; and

(b) reproduce the data, in the form of a print-out or other intelligible output, and remove the print-out or other output for examination.

217. The owner or person in charge of a place that is entered by an inspector and every person found there shall give the inspector all reasonable assistance to enable the inspector to exercise their powers and carry out their duties and provide the inspector with anything referred to in paragraph 216(1)(a), or any information, that the inspector requires for the purposes of this Act.

Offences and Punishment

218. No individual or entity shall knowingly make any false or misleading statement or knowingly provide false or misleading information to the Minister, to any individual or entity acting on behalf of the Minister in connection with any matter under this Act, to an inspector or to a slot coordinator.

219. No individual or entity shall wilfully obstruct or hinder the Minister, any individual or entity acting on behalf of the Minister in connection with any matter under this Act or an inspector, while they are carrying out their duties under this Act.

220. No individual or entity shall make or assist another individual or entity in making a document that is required to be made, or made public, under this Act knowing that the document

(a) contains an untrue statement of a material fact; or

(b) omits to state a material fact that is necessary to prevent a statement contained in the document from being misleading, in the light of the circumstances in which the statement was made.

221. An individual or entity commits an offence if the individual or entity contravenes an order of the Governor in Council under subsection 16(1) and that individual or entity is liable on summary conviction

(a) in the case of an individual, to a fine of not more than $20,000; and

(b) in the case of an entity, to a fine of not more than $100,000.

222. (1) An individual or entity commits an offence if the individual or entity contravenes

(a) an order of the Governor in Council under this Act, other than an order under subsection 16(1);

(b) a direction, order or approval of the Minister under this Act;

(c) any provision of this Act, other than sections 74 to 76, 79, 80, 140, 144 to 156 and 179;

(d) any provision of the regulations; or

(e) an order of the Agency under section 168.

(2) If an individual or entity commits an offence referred to in subsection (1), the individual or entity is liable on summary conviction

(a) in the case of an individual, to a fine of not more than $5,000; and

(b) in the case of an entity, to a fine of not more than $25,000.

223. An offence under section 221 or subsection 222(1) that is continued on more than one day constitutes a separate offence in respect of each day during which the offence is continued.

224. No individual or entity shall be found guilty of an offence under this Act, other than an offence for the contravention of any of sections 218 to 220, if the individual or entity establishes that they exercised due diligence to prevent the commission of the offence.

225. If a corporation commits an offence under this Act, other than an offence for the contravention of any of sections 218 to 220, every person who at the time of the commission of the offence was a director or officer of the corporation is guilty of the same offence unless the act or omission constituting the offence took place without the person’s knowledge or consent or the person exercised due diligence to prevent the commission of the offence.

226. In a prosecution for an offence under this Act, other than an offence for the contravention of any of sections 218 to 220, it is sufficient proof of the offence to establish that it was committed by the accused’s employee acting within the scope of their employment, or the accused’s agent or mandatary acting within the scope of their authority, whether or not the employee, agent or mandatary is identified or prosecuted for the offence, unless the accused establishes that the offence was committed without the knowledge or consent of the accused.

Administrative Monetary Penalties

227. Every individual or entity who contravenes a provision, order, direction or approval designated under paragraph 228(a) commits a violation and is liable to an administrative monetary penalty not exceeding the maximum established by regulation.

228. The Governor in Council may make regulations

(a) designating any of the following as a provision, order, direction or approval whose contravention may be proceeded with as a violation, namely,

(i) an order of the Governor in Council under this Act, other than an order under subsection 16(1),

(ii) a direction, order or approval of the Minister under this Act,

(iii) any provision of this Act, other than sections 74 to 76, 79, 80, 140, 144 to 156, 179 and 218 to 220,

(iv) any provision of the regulations, or

(v) an order of the Agency under section 168;

(b) establishing the maximum administrative monetary penalty for a particular violation, which may not exceed $5,000 in the case of an individual and $25,000 in the case of an entity;

(c) establishing criteria to be taken into account in determining the penalty;

(d) designating provisions, orders, directions or approvals the contravention of which, if continued on more than one day, constitutes a separate violation in respect of each day during which the violation is continued;

(e) respecting the service of documents that are required or authorized to be served under subsection 230(1) or 233(2), including the manner and proof of service and the circumstances under which those documents are deemed to be served; and

(f) generally, for carrying out the purposes and provisions of this section and sections 229 to 242.

229. The administrative monetary penalty imposed is, in each case, to be determined taking into account

(a) the purpose of the penalty, which is to promote compliance with this Act and not to punish;

(b) the seriousness of the violation;

(c) the history of the individual or entity who has been served with the notice of violation with respect to any prior violation or conviction under this Act within the five-year period immediately before the violation; and

(d) any other criteria established by regulation.

230. (1) If an inspector believes on reasonable grounds that an individual or entity has committed a violation, the inspector may issue, and shall cause to be served on the individual or entity, a notice of violation.

(2) The Minister may establish the form and content of notices of violation, but each notice of violation shall

(a) name the individual or entity believed to have committed the violation;

(b) identify the violation;

(c) set out the administrative monetary penalty that the individual or entity is liable to pay;

(d) set out the particulars concerning the time for and manner of paying the penalty and the time for and manner of requesting a review of the facts of the alleged violation or of the amount of the penalty; and

(e) inform the individual or entity that, if they do not pay the penalty or request a review in accordance with the particulars set out in the notice, they will be deemed to have committed the violation and the penalty set out in the notice will be imposed.

231. An individual or entity who has been served with a notice of violation shall either pay the penalty set out in the notice or file with the Tribunal a written request for a review of the facts of the alleged violation or of the amount of the penalty.

232. If the individual or entity pays the penalty in accordance with the particulars set out in the notice of violation, the individual or entity is deemed to have committed the violation and proceedings in respect of the violation are ended.

233. (1) A request for a review shall be filed with the Tribunal at the address set out in the notice of violation on or before the date specified in the notice or within any further time that the Tribunal on application may allow.

(2) An individual or entity who files a request with the Tribunal shall without delay serve a copy of the request on the Minister.

(3) On receipt of the request, the Tribunal shall appoint a time and place for the review and shall notify, in writing, the Minister and the individual or entity who filed the request of the time and place.

(4) The member of the Tribunal who is assigned to conduct the review shall provide the Minister and the individual or entity who filed the request with an opportunity that is consistent with procedural fairness and natural justice to present evidence and make representations.

(5) The burden of establishing that an individual or entity has committed the violation identified in the notice is on the Minister.

(6) An individual or entity who is alleged to have committed a violation is not required, and may not be compelled, to give any evidence or testimony in the matter.

234. An individual or entity who neither pays the penalty nor files a request for a review in accordance with the particulars set out in the notice of violation is deemed to have committed the violation.

235. (1) At the conclusion of a review under section 233, the member of the Tribunal who conducts the review shall without delay inform the individual or entity and the Minister of the member’s determination on the review.

(2) If the member determines that the individual or entity has not committed the alleged violation, then, subject to section 236, no further proceedings may be taken against the individual or entity in respect of the alleged violation.

(3) If the member determines that the individual or entity has committed the alleged violation, then the member shall also inform the individual or entity and the Minister of the administrative monetary penalty determined by the member to be payable by the individual or entity in respect of the violation.

236. (1) The Minister or an individual or entity affected by a determination made under section 235 may, within 30 days after the determination, appeal it to the Tribunal.

(2) A party that does not appear at a review hearing is not entitled to appeal a determination, unless they establish that there was sufficient reason to justify their absence.

(3) The appeal panel of the Tribunal that is assigned to hear the appeal may dispose of the appeal by dismissing it or allowing it and, in allowing the appeal, the panel may substitute its decision for the determination appealed against.

(4) If the appeal panel finds that an individual or entity has committed the alleged violation, the panel shall without delay inform the individual or entity of the finding and of the administrative monetary penalty determined by the panel to be payable by the individual or entity in respect of the violation.

237. The following amounts constitute debts due to Her Majesty in right of Canada that may be recovered in a court of competent jurisdiction:

(a) unless a review of the facts of the alleged violation or the amount of the penalty is requested in accordance with the particulars set out in the notice of violation, the amount of a penalty set out in the notice, beginning on the day on which the notice was served;

(b) the amount of a penalty determined by a member of the Tribunal under section 235 or decided by the appeal panel of the Tribunal under section 236, beginning on the day on which the respective determination or decision was made; and

(c) the amount of any reasonable expenses incurred in attempting to recover an amount referred to in paragraph (a) or (b).

238. (1) All or part of a debt referred to in section 237 in respect of which there is a default of payment may be certified by the Minister or the Tribunal, as the case may be.

(2) On production in any superior court, a certificate made under subsection (1) is to be registered in that court and, when registered, has the same force and effect, and all proceedings may be taken on it, as if it were a judgment obtained in that court for a debt of the amount specified in it and all reasonable costs and charges attendant in its registration.

239. If a corporation commits a violation under this Act, every person who at the time of the commission of the violation was a director or officer of the corporation is a party to and liable for the violation unless the act or omission constituting the violation took place without the person’s knowledge or consent or the person exercised due diligence to prevent the commission of the violation.

240. An individual or entity is liable for a violation that is committed by the individual’s or entity’s employee acting within the scope of their employment or the individual’s or entity’s agent or mandatary acting within the scope of their authority, whether or not the employee, agent or mandatary who actually committed the violation is identified or proceeded against, unless the individual or entity establishes that the violation was committed without the individual’s or entity’s knowledge or consent.

241. For greater certainty, a violation is not an offence. Accordingly, section 126 of the Criminal Code does not apply in respect of a violation.

242. Due diligence is a defence in a proceeding in respect of a violation.