Bill C-4 (Historical)

Canada Not-for-profit Corporations Act

An Act respecting not-for-profit corporations and certain other corporations

This enactment establishes a framework for the governance of not-for-profit corporations and other corporations without share capital, mainly based on the Canada Business Corporations Act.
The enactment replaces the “letters patent” system of incorporation by an “as of right” system of incorporation. The current requirement for ministerial review of letters patent and by-laws prior to incorporation is replaced by the granting of incorporation upon the sending of required information and payment of a fee.
The enactment provides for modern corporate governance standards, including the rights, powers, duties and liabilities of directors and officers, along with related defences, and financial accountability and disclosure requirements.
The enactment sets out the capacity and powers of a corporation as a natural person, including its right to buy and sell property, make investments, borrow funds and issue debt obligations.
The enactment sets out the rights of members, including the right to vote at a meeting of members, call a special meeting of members, advance proposals for consideration at meetings of members and access corporate records.
The enactment provides requirements for financial review by a public accountant and financial disclosure based on whether a corporation has solicited funds and its level of annual revenue.
The enactment gives the Director powers of administration, including the power to make inquiries related to compliance and to access key corporate documents such as financial statements and membership lists.
The enactment includes remedies for members and other interested persons to address the conduct of a corporation that is oppressive or unfairly prejudicial to or unfairly disregards the interests of any creditor, director, officer or member.
The enactment provides procedures for the amalgamation, continuance, liquidation and dissolution of a corporation and other fundamental corporate changes. The continuance provisions govern the continuance of bodies incorporated under other Acts and provide a power for the Governor in Council to require a federal body corporate without share capital to apply for continuance under the enactment or be dissolved.
The enactment modernizes the legal regime that applies to corporations without share capital created by special Acts of Parliament by providing that those corporations are natural persons, requiring the holding of an annual meeting and the sending of an annual return, and regulating a change of a corporation’s name and its dissolution.
The enactment gives corporations with share capital created by special Acts of Parliament and subject to Part IV of the Canada Corporations Act six months to apply for continuance under the Canada Business Corporations Act or be dissolved.
The enactment makes a number of consequential amendments to other federal Acts. It provides for a phased repeal of the Canada Corporations Act as corporations cease being subject to the Parts of that Act.

Canada Not-for-profit Corporations Act

[Serge Cardin, Bloc, Sherbrooke, QC]

Mr. Speaker, I have the honour to speak on Bill C-4. I will begin by saying that the Bloc Québécois is in favour of this bill in principle—until there is evidence to the contrary, let me assure you.

The Canada Not-for-profit Corporations Act, as it stood before, was what you might call a bit behind the times. The time had come to modernize it. Introduction of this bill is a step in the right direction.

The new legislation will, of course, take into consideration the financial means and the size of the organization with respect to the implementation of its administrative mechanisms. The intent is to provide the organization with a more flexible framework for presentation of its financial statements, and also for setting up its bylaws. The intent also is to considerably improve the efficiency and transparency of the process of incorporation of not-for-profit corporations.

The system of letters patent will be replaced by an as-of-right system of incorporation, thus greatly facilitating the process. As well, the credibility of not-for-profit corporations in the public eye will be enhanced.

This bill will be referred to a committee. It will, however, perhaps become necessary to hold broader consultations, above and beyond the simple parliamentary committee framework with experts attending. We may also have to involve community organizations.

Let us examine the context per se of the creation of the Canada Not-for-profit Corporations Act. The present act comes under the Canada Corporations Act. The types of corporations governed by part II of the Canada Corporations Act include—as we know—corporations that are not-for-profit, but religious, charitable, political or mutualist in character, as well as others.

In recent years, many people have voiced concerns about the obsolete nature of the Canada Corporations Act, and the fact that its provisions no longer meet the requirements of the not-for-profit sector, the not-for-profit sector of today. A number of stakeholders therefore called for the act to be reformed and improvements made to the framework that regulates that sector.

Around July 2000, Industry Canada produced a consultation paper entitled “Reform of the Canada Corporations Act: The Federal Not-for-Profit Framework Law”. This led to the introduction of a bill that was first known as Bill C-21, which was introduced on November 14, 2004, by the Liberal government, but never made it past second reading.

On June 13, 2008, during the 39th Parliament, it was the Conservative government that introduced Bill C-62, but as we all know, an election was called, an election that I would describe as not only hasty, but even premature. When Parliament resumed on December 3, 2008, a similar bill was introduced by the Minister of State (Small Business and Tourism). Once again, because the House was prorogued, it was put off indefinitely.

Finally, in January 2009, Bill C-4 was introduced.

This bill has very clear objectives. It proposes a new Canada not-for-profit corporations act that would establish a more modern and transparent framework for such organizations. The operational framework for not-for-profit corporations would be much more similar to corporate governance under the Canada Business Corporations Act.

In more concrete terms, this bill will simplify the incorporation of not-for-profit corporations. It will also clarify the rights and responsibilities of boards and establish defences for officers and directors in the event of liability. It will also provide members with increased rights to participate in the governance of their corporation. Furthermore, it will establish a better mechanism for oversight of the corporation's accounts.

This bill seems to be relatively complex for some. It is divided into 20 parts in order to establish a new framework for not-for-profit organizations. The first thing, of course, is to identify the purpose of the bill, which is to incorporate corporations without share capital so that they may exercise their activities.

There is a definition of soliciting corporation. This term, of course, means any corporation that solicits public funding as well as any corporation that receives public donations or government grants.

The second part points out that the current letters patent system is being replaced with an as-of-right system.The director, after receiving and reviewing the required documents, can immediately issue a certificate of incorporation.

It also sets out the capacity of a corporation as a natural person. This section will have to be further developed because surely the related legal aspects and responsibilities are implied. Madam Speaker, we are both responsible for our actions. And so an organization will obviously be responsible for its actions, which will simultaneously protect the director, the board, the president and directors.

Of course, this would require that organizations keep accounting ledgers as well as a list of members and directors and make these documents available to members while still protecting privacy.

Allow me to digress for a moment. I am not going to go into detail about each of the 20 parts of this bill, but I must tell you that I was an accountant in another life. If I was not auditing, I was examining accounting ledgers, and if I was not doing that, I was preparing financial statements.

Unfortunately, I often found that certain organizations were led and controlled and that basically only one person participated in the organization. One person could solicit funds, collect them, use them and, unfortunately, sometimes use them for activities other than those that appeared in the charter at the time.

That needs to be mentioned.

We have to modernize the act so that similar situations do not arise again. Naturally, it gives them permission to borrow, to issue debt obligations and to invest as they wish. There are several technical aspects with respect to issuing debt obligations and the use of trust indentures. It outlines the role of the trustee if an organization were to be placed in receivership.

This bill also requires organizations to have at least one director or at least three in the case of a corporation that solicits funds. I am wondering about the element of responsibility. Sometimes I wonder how the act can state that there will be at least one director. That means that some organizations will have only one director. Does that also mean that there will be only one member? As I was explaining earlier, I am familiar with such cases. At least with this bill, if soliciting is involved, there must be three directors. Thus, public money donated by individuals has at least a chance of being used appropriately.

There is also a set of bylaws. The members must fulfill certain conditions. Thus, the bylaws set out the type of voting and the related voting rights. The voting procedure, the bylaws governing how members are to hold meetings, the calling of a meeting and quorum are all set out in the bill.

Another part talks about financial statements. It states that the organization must make available to its members the financial statements and any report submitted by its public accountant. It requires soliciting corporations to file a copy of their financial statements and public accountant's report with the director, who in turn makes them available to the public.

A multitude of non-profit organizations never submitted their financial statements, not even to members. With this bill, at least, the financial statements prepared by the public accountants will be forwarded to the corporation's director, who in turn will make them available to the public. That is a very important element.

The level of financial review required will be determined by the organization's revenues. For low-revenue organizations, a public accountant will conduct a review and submit a report. For medium-revenue organizations, if the board of directors so authorizes, the public accountant will review and report once again. For high-revenue organizations, the financial statements will have to be accompanied by an audit report. Here again, the reports will have to be submitted to the director of corporations, as I said earlier, and made available to the public.

The bill also refers to fundamental changes to what I will not call the charter, because that will no longer exist, but the organization of the not-for-profit corporation.

The bill includes provisions pertaining to proceedings to liquidate or dissolve a corporation. It also lists the powers a court can confer on an inspector who investigates a complaint filed by an interested person.

The bill contains provisions on offences. It also brings things up to date by allowing not-for-profit organizations to communicate with their members electronically. This bill therefore modernizes the legislation and allows for electronic equipment. That is something I wanted to mention.

Of course, there will be a three-year transition period for organizations to which part II of the Canada Corporations Act applies, which will now be recognized as corporations under the new legislation. There are some very important issues concerning this new bill, such as the fact that there is no classification system for NPOs in the Canada Corporations Act. Bill C-4 also does not include a classification system.

In the government's view, the new act does not need a classification system because the framework is permissive and flexible. Permissive can sometimes have a negative connotation. Nevertheless, this is a situation that exists within the new legislation because it is permissive and flexible and of course allows organizations to choose how to implement the relevant provisions. The accent is instead on the adoption of a set of rules intended to guide them in the conduct of their business, rather than imposing a system of rules they would be required to adhere to.

The fundamental concept underlying a classification system is that the corporations would be treated differently. Some would find themselves with more rules imposed on them by the State than others. As proposed here, most corporations would be treated in the same way and could enact various levels of regulation according to their requirements and the specific wishes of their members.

However, the opposite is true, according to the national charities and not-for-profit law section of the Canadian Bar Association. They feel that not including a general classification system is a major flaw in this bill. There is indeed a considerable difference between, for example, a charitable or benevolent organization and a mutualist one, which I will explain.

I am being told that I have two minutes left, so I will move along rapidly. Let us take the mutualist organizations. The resources of these organizations are directed toward the membership, whereas the resources of charitable organizations are directed toward an object, which may be very specific individuals other than the members. The act has provision for this. In these organizations, the money is not supposed to be used for the membership, but in some it may be, depending on the characteristics of the members and the object and vocation of the organization.

I am getting the sign that my time is very nearly up, but I would like to caution my colleagues with respect to one important aspect of this bill.

As far as respecting the jurisdiction of Quebec is concerned, at the present time section 154 of the Canada Corporations Act stipulates that the federal minister may grant a charter to a corporation if it carries on objects of a national, patriotic, religious, philanthropic, charitable, scientific, artistic, social, professional or sporting character, or the like.

It would appear, however, that clause 4 of the proposed legislation would not oblige the not-for-profit corporations to stipulate in their by-laws the object they intend to pursue.

It could happen that the objects chosen and determined by the corporation encroach on Quebec's areas of jurisdiction. There therefore needs to be provision for that situation in the act so that federal corporations do not encroach upon provincial areas of jurisdiction.

Let us therefore return this bill to the committee and carry out a thorough study of all the—

The House resumed consideration of the motion that Bill C-4, An Act respecting not-for-profit corporations and certain other corporations, be read the second time and referred to a committee.

Business of the House

[Jay Hill, Conservative, Leader of the Government in the House of Commons]

Mr. Speaker, I welcome those questions from the opposition House leader.

In a few moments we will be voting on the second reading stage of Bill C-10, the budget implementation act. Also, the House will approve supplementary estimates (B).

I would like to take this time to thank all members for their cooperation in accelerating the consideration and approval of supplementary estimates (B) including and especially my cabinet colleagues who responded with little notice to invitations from the various committees to study these estimates.

After the votes, we will continue with the debate on Bill C-4, not-for-profit legislation; followed by Bill C-9, transportation of dangerous goods; Bill C-5, Indian oil and gas; Bill C-11, an act to promote safety and security with respect to human pathogens and toxins; and Bill C-3, Arctic waters. All these bills are at second reading.

Next week is a constituency week when the House will be adjourned.

As the House is also aware President Barack Obama will be visiting Canada next week. Since the House will not be sitting, I would like to take this opportunity, on behalf of all members of the House, to welcome the President to Canada. We hope he has a productive and enjoyable visit here in our nation's capital.

When the House returns from the break, we will continue with the list of business I mentioned earlier and in addition to these bills Tuesday, February 24 and Thursday, February 26 will be designated as opposition days.

Canada Not-for-profit Corporations Act

[Brian Masse, NDP, Windsor West, ON]

Madam Speaker, it is a pleasure to speak to Bill C-4. It is an important bill for a couple of reasons, but it really shows how the government has missed the mark, especially for the not-for-profit and charitable sector.

At a time when charitable donations have gone down, the government has reduced what people get back in terms of giving. It has not adjusted the formula properly. Over the last number of years a lower tax rate has been applied and it has reduced the charitable money we get back from the government. In not having fixed that, it has taken money away from charities and from individuals who give to charities. The government has decided to bring forward a bill that is basically a legalization of Robert's Rules of Order at a time when charities are struggling to get by. I am not going to accept that. I am not going to accept the bill in its current form. The government needs to be told to clean up its act and do something for charities that are struggling.

Right now there is an economic meltdown. Many groups and organizations are suffering and trying hard to get by but some are actually closing their doors. The government is going to pass on incredible legal costs and also the costs of a whole process to those organizations. It is important to recognize that this started back in 2000. I remember going to the voluntary sector initiative outreach that was done in 2000. That was eight years ago.

My background is in the not-for-profit sector. I worked as a job developer at Community Living Mississauga. I worked at the Association For Persons With Physical Disabilities. I worked at the Multicultural Council of Windsor and Essex County. I have been a board director for the AIDS committee and board director for the Canadian National Institute for the Blind. I have been at the table and I know how complicated it is and how we need to improve some of the processes.

Accountability is important and some elements in the bill do that to some degree, but it is not the only thing that is in the bill.

We were asking quite clearly for new regulations with regard to charitable giving. We asked that volunteers be rewarded for their time. This is done in the United States where there is a tax writeoff for volunteering of time. We asked for the ability to give money back to people, as the Victorian Order of Nurses does in that it gives receipts for gas and volunteer hours.

What do we get from the government? We get a process that is going to further cause pain and suffering in those organizations which have to deal with it right now. There is no plan or assistance. That is the problem. That is why I am saying now is not the time to do this. The government should be told to go back to the drawing board and come back with something that has balance, bring back something that is going to provide the charities and the not-for-profit organizations the capabilities to fulfill the requirements of the bill without having to draw from their programs. That is what will happen, because they will have to retrain board members and staff to implement new administrative processes.

The technological age that has come about has made things even more complicated, through emails and a whole series of other initiatives which are also going to have some rules around them. All of that will have a cost to the organizations through their management systems, their computer systems and their processes. Where is the money going to come from for that?

Is the government going to come down hard on those organizations that will not be able to do that right away? Is it going to go through an audit and target different organizations that do not have the same capability as the large ones? That is important to recognize because not all organizations operate in the same way. I can understand the impetus and support the principles of trying to bring some accountability forward, which is important, but the Lions Clubs, the legions and many others are going to be pretty shocked and wonder if they are going to have to follow the same process as the Toronto Port Authority. That is not right and should not be done without providing any type of supports.

The government has had alternatives in the House. I had a private member's bill that would review the whole way charitable donations are treated. What I proposed is similar to a political donation; when money is given, there is a generous return. I have asked for the same thing, and for the charities to be capped at a certain level so it does not cost an exponential amount of money. People could get their return and the charities could move forward. When people give to a political party in this country, for example, $400, they get 75% of that back. If they give to the United Way, Scouts Canada, or the Victorian Order of Nurses they get a mere pittance back. I propose that we invert that so that those charities can have another revenue stream and ensure that the fiscal stimulus that happens in local communities goes to social organizations that are combatting the issues they are facing right now.

Some of the great organizations available to the public in my riding, such as the United Way, have to spend money from their reserves to support their current programs. They are going to be dealing with the consequences of a government that has put its head in the sand with regard to the economy for so many years and had this thrust upon them. The government has no plan. People are losing their homes. They have more social problems. They are experiencing greater stress in their lives. They will be turning to those organizations to get support. They will be turning to credit counselling. They will be turning to the Alzheimer's association to get assistance for their loved ones. They will be turning to all those groups to get the support they need.

Those groups will have to learn 170 pages of legislation and implement it at the time of greatest need in Canada. That is the wrong approach. The government should be told to go back to the drawing board and bring back some tools that would enable those agencies to deal with this change, put some money toward it and deal with the other issues that the voluntary sector initiative raised. Those elements were to strengthen those core organizations so that they would have the capability to plan for the future and expand their mandates in Canada in order to deal with new cases and problems in a fair way.

There are some elements in Bill C-4 that I do support. There are some good things, but they cannot be done alone. Once again, there were consultations in 2000, eight years ago. There were some talks and discussions by some groups back in 2002 and 2005. They were a more modest approach than the 2000 consultations which took place across Canada. However, those are years in the past and those consultations were done in a time that is totally different from today.

The government needs to start thinking about the organizations that are supporting the social economy. The social economy is significant in this country. Eight per cent of our GDP is tied to those groups and organizations that are helping people get by. They provide the services and programs that governments often turn their backs on because they do not want to fund them. People in our civil society decide that they are not going to put up with that and they form collective organizations to make a real social change, to make a difference. They fight back by creating an organization, choosing a board of directors and becoming incorporated. They start doing the charitable work that is so necessary for the people of their community, and in fact their country, because those organizations work together across many regions and provinces.

These organizations are going to have thrust upon them another cost, expense, process and procedure that is going to divert them from their necessary work. I think of some of the things that have happened just recently in my area. The Alzheimer Society just opened up a new facility in Windsor and Essex county. Sally Bennett Politidis is the chief executive officer. It is a great organization and has been able to open its doors and provide more respite care to assist a number of people who are not getting support from government programs. People are behind it. Lots of money has been donated.

The Alzheimer Society had a good campaign and has opened a beautiful new building that it is sustaining. Now, that organization is going to have to spend its time looking at a bill and deciding how it is going to change its operations to cope with this new set of rules when what it really needs is support from the government to sustain its operations. That is what should be happening.

There is absolutely nothing in the budget; the economic action plan, as it is referred to, did absolutely nothing for not-for-profit entities, not a single thing. Not only did it not support the traditional programs, such as child care, that we have been fighting for in Parliament, the government turned its back on every not-for-profit and charitable organization.

It has known about its actions and about clawing money back from Canadian taxpayers for the last number of years. The last number of budgets have reduced the bottom income for taxation. That is coupled with the rate of return one gets for charitable giving and that has shrunk over the years. It has gone in the reverse direction. I will concede that it is only a few dollars per person, but it is a symbolic gesture of a government that will not even address a simple issue and it turns its back on charities and other organizations. That is unacceptable.

Once again, I submitted a private member's bill. There have been other submissions, but my bill is about treating charitable donations similar to the way political donations are handled. I asked for unanimous consent for the bill to bill to pass and it was denied. It would have been an important one that could have been effective.

When I put the bill forward last year, parliamentary research came back and said that it would cost around $800 million to do it. I said we could phase it in over time, but at the time the government said that it was just too much money, that it could not afford $800 million of taxpayer money.

Ironically, that money would have gone to local communities because it would have gone toward donations of individuals. It would have been a tax return for people, a tax investment back to the social programs that we support in our community. Those charities and organizations would be able to track new donors. The number of donors is dwindling in Canada because people cannot afford it as much any more.

The government said that it was too much money at that time. Look at what it is doing right now with the billions of dollars going out to the banks and so forth. They seem to get their share, but there is no money for individuals who give to charities. There is no money to reward people who give to Scouts Canada or to hospitals and universities. They count as well. There is no money for people to decide how they want to help advance civil society.

Instead the Conservatives have come back to Parliament with an old retread bill that has been tabled a couple of times in the House of Commons, a bill that was widely consulted on eight years ago. Society was much different eight years ago than it is now. Now the government is going to ram it down our throats.

This is what the government is going to do for the not-for-profit sector this year. It has not included them in the economic stimulus package. It will reduce the amount that individuals can get back at tax time. It is also going to give them new Robert's Rules of Order so boards of directors, staff and all administrative components will need to be reviewed and evaluated. In addition, the organizations will probably require some legal advice on that, for which the government will not provide assistance.

That is not right. These organizations, such as the Big Brothers Big Sisters in my riding, need to be concentrating on ensuring people can continue to volunteer and support them.

They have two fronts with which to deal. They have a front where people do not have enough money right now to donate, and donations are slipping. They also have to deal with the fact that volunteers are drying up as well, and that is important to recognize. The volunteer initiative needs focus. The not-for-profit organizations said at the time that they wanted to stimulate their volunteers and reward them.

There are all kinds of things we could do. The United States gives a tax credit for that. There are all kinds of opportunities to do something for those individuals. Let us face it. A lot of Canadians now need one or two jobs, or they go back to school, even if they work right now. They have less time to give to those organizations.

This needs to be adjusted. We need to focus on some type of legislation that will facilitate that type of encouragement. I cannot believe the government would come forward with this bill without including some of those other initiatives. It has denied the other requests that were made and has brought in a new set of Robert's Rules of Order for the not-for-profit organizations. They are on their own.

Enough is enough. If this makes it to committee and we end up spending time on this, we will have to bring all the not-for-profit organizations to the table. We need to hear from them. We need to know what is happening in their industry. We will need to know how they are getting by right now. We need to know how they will implement the legislation, while not affecting a single penny of the revenues going to their programs.

It would be a shame if the Conservatives, supported by whomever here, would implement a bill at a time when these charities need our support. If passed as is, the bill will take money out of programming, because not-for-profit organizations will have to do more administrative procedures. This needs to be addressed. There needs to be a plan behind it. I have not heard that plan. I have listened to the government on this and I have not heard anything from the comments of the Conservatives to deal with that situation.

I do not think anybody in the House wants to go back to their communities right now and see money taken away that could go to programs right now or to updating facilities to deal with the financial and other implications and the stresses with our current economy.

My area has had 10% unemployment for the last number of years. We just finished our United Way campaign and it had to pull from the reserves. That traditionally is not the situation. With the downturn in the automotive sector and a number of different manufacturing sector losses over the years, we have lost great generosity from members, men and women, often in the CAW. Also our salaried employees give the most per capita in Canada.

However, we are having a problem now. The loss of those jobs has eliminated the donations, not only from the companies that used to donate, and some of which made large donations to the United Way, but also those individuals who used to be employed by them. That has dried up as well. The ones left are stuck with having to pull things together.

I congratulate the men and women of CAW Local 1973. Despite having their transmission plant close in 2010, they upped their donations and led the United Way. The men and women of the CAW came forward and gave more money than ever before, knowing they would lose their jobs.

They are not giving up on the charitable sector. Those individuals are saying that we have to more. What does the government do? Yes, it does more. It gives them a Robert's Rule of Order that will take away from those groups, and that is unacceptable. It could have put something in the budget. It could have attached something to the bill. Even if it did not want to put out cash or some type of stimulus for the agencies, it could have rewarded Canadians who give to charities. The government decided not to do that.

The government decided as well to not even reward the volunteer effort of Canadians, the thousands of hours that people give to charities, whether it be for the environment, for children, for seniors or for educational institutions, on all of those things it could have given some type of reward for individuals to show them that needed to get engaged in their communities and if they did, the government would reward them. It could have shown people that it recognized the fact that they needed to get more active in their communities.

That is what is happening in other parts of the world. There is a recognition that people need to come together stronger than before. The government could do some type of small initiative for that or at least throw a crumb, just do something. People are willing to continue to do these things, but they are under much greater stress. Once again, they are either working one or two jobs, or going back to school and retraining. All those things are happening right now.

I say no to Bill C-4. I want the government to go back to the drawing board and bring forward something that will be progressive and balanced for the charities and ensure that it will not cost any money for them. If the government is going to bring in something, it should at least acknowledge there is going to be a cost.

This side of the House recognizes that there is a responsibility on the government side to reward those Canadians who are giving their time or their money. Both are values that are important to recognize and they are values that strengthen our civil society. They help eliminate poverty, reduce crime, improve literacy and help people who are sick get better, whether one sits on the board of directors at a hospital, or on a board at a university or college or whether one is the person working the bingos at night. This is another industry that has been crushed because of the border issues. We have seen revenues dry up from that. People would go out and give their time, with late hours, just to ensure that a few dollars would come into the organizations.

We recognize there needs to be a partnership and the government needs to be there for them. Implementing a Robert's Rules of Order that will cost their administration time, money is irresponsible. They are also probably going to have to deal with some of the computers and other systems they run and to do so without any support. We want to see something brought forward that will meet the needs of Canadians, not-for-profits organizations and their charities, not attack them at this time.

[Robert Bouchard, Bloc, Chicoutimi—Le Fjord, QC]

Madam Speaker, in a former life, I also worked with not-for-profit organizations, because for several years I was recreation director for the City of Chicoutimi. I can say that I saw many organizations where, as the member mentioned, one member had control over a corporation.

Bill C-4 is designed to modernize the legislation. The current legislation is out of date, and I believe there is a need for transparency in the operation of an organization and with regard to its membership. Organizations must also be accountable to the people when they solicit funds from them. There is also a need for transparency with regard to the people. I believe that Bill C-4 will be an improvement.

[Robert Bouchard, Bloc, Chicoutimi—Le Fjord, QC]

Madam Speaker, my colleague from Sherbrooke is absolutely correct. We feel that the issue of classification is a flaw in Bill C-4. And so we need to clarify this aspect of the bill. As my colleague mentioned, the Canadian Bar Association has raised this issue and sees it as a flaw.

The Bloc Québécois wants to debate the issue of classification and improve this part of the bill.

[Robert Bouchard, Bloc, Chicoutimi—Le Fjord, QC]

Madam Speaker, for several years, a number of representatives of not-for-profit corporations have been pressing to have the Canada Corporations Act modernized. In the past decade, numerous people have taken part in consultations, while others have made written submissions to Industry Canada calling for amendments to the Canada Corporations Act.

Since 2002, both Liberal and Conservative governments have tried introducing various bills, but they all died on the order paper. In spite of everything, it is quite clear that there is a common desire on both sides of the House to modernize the Canada Corporations Act, especially since the bills introduced by previous governments have all been very similar.

To briefly summarize Bill C-4, its primary aim is to propose new legislation on not-for-profit corporations that would establish a more modern and transparent framework for such organizations. The operational framework for not-for-profit corporations would be similar to corporate governance under the Canada Business Corporations Act. The new act would gradually repeal the Canada Corporations Act and would replace parts II, III and IV of that act. Although the bill is complex, the new framework that will govern not-for-profit corporations should considerably simplify and clarify the role of these corporations in our society, both for their members and directors and for the general public.

It is exceedingly clear that extensive changes must be made to the Canada Corporations Act. For that reason, the Bloc Québécois is in favour of the principle underlying the bill. However, it is evident that some aspects of the bill must be examined in committee.

The Bloc Québécois supports this bill for a number of reasons. First of all, the process for establishing a not-for-profit will be considerably streamlined and much more transparent. The act currently requires not-for-profit corporations to keep detailed accounts of their activities but does not require disclosure of these accounts. Bill C-4 requires not-for-profits to make their financial records available to their members, directors and officers, as well as to the Director.

This will permit directors and officers to better manage and supervise the corporation, and allow members to monitor the financial situation of the organization between annual meetings and ensure that funds are used only in the pursuit of the stated goals and objectives.

With regard to efficiency, replacing the letters patent system, involving a sort of order signed by the minister, with an as of right system of incorporation makes it much easier to set up not-for-profit organizations. First, the discretionary approval process would disappear and the incorporation process would be simplified, giving corporations greater flexibility. This process would also be more efficient and less expensive, both for corporations and for the government.

Second, eliminating the obligation to have by-laws approved gives corporations the flexibility to create by-laws to meet their particular needs. It is high time the minister's discretionary authority in this area was abolished. This will increase not only the credibility of not-for-profit organizations, but public confidence in them.

I would also like to take this opportunity to point out the main issues the Bloc Québécois and many representatives of not-for-profit organizations have with Bill C-4. Currently, the Canada Corporations Act does not have a classification system for NPOs. Bill C-4 does not contain a mechanism to change that.

In the government's view, the new act does not need a classification system because the framework is permissive and flexible, allowing organizations to choose how to apply many provisions.

However, according to the national charities and not-for-profit law section of the Canadian Bar Association, not including a general classification system is a major flaw in this bill. It then becomes important to specify if the not-for-profit organization is charitable, mutualist, political or even religious, because they would be different. I am only trying to highlight various distinctions, but we believe that the committee should tackle this issue.

As well, section 154 of the Canada Corporations Act currently stipulates that the federal minister may grant a charter of incorporation if the corporation thereby created pursues objects “to which the legislative authority of the Parliament of Canada extends, of a national, patriotic, religious, philanthropic, charitable, scientific, artistic, social, professional or sporting character, or the like objects.”

It seems that clause 4 of the new legislation would not require a not-for-profit organization to include in its statutes the objects it intends to pursue, thus sidestepping the whole notion of specifying what action an organization can take in accordance with its goals. Since we know that the federal Parliament has jurisdiction only over organizations that do not have provincial goals, this raises the following question: Why does the bill not include some provision to oversee what falls under federal jurisdiction? The Bloc Québécois feels that this question should be studied in committee as well.

These are legitimate issues that the Bloc Québécois is trying to defend. Under section 92 of the Constitution, managing the social economy, volunteering and community activities falls within provincial jurisdiction. As set out in that section, all matters of a “merely local or private nature” fall under Quebec's exclusive jurisdiction.

It is important to note that the federal Parliament has jurisdiction only over those organizations not pursuing provincial objects. Subsection 92(11) of the Constitution Act, 1867, grants the “incorporation of companies with provincial objects” specifically to the provinces.

Accordingly, there seems to be a serious flaw in the bill and it must be carefully examined to avoid any potential conflict between the provinces and the federal government.

At the beginning of my speech, I said that, for some time now, representatives of not-for-profit corporations have been calling for amendments to bring the Canada Corporations Act up to date. For reasons of transparency, efficiency and fairness, the Bloc Québécois believes that these amendments are legitimate and essential. However, certain points need to be clarified in committee. Whether on matters of classification or the jurisdictions of each level of government, we believe that the committee must provide clear answers.

The House resumed from February 6, 2009 consideration of the motion that Bill C-4, An Act respecting not-for-profit corporations and certain other corporations, be read the second time and referred to a committee.

CANADA NOT-FOR-PROFIT CORPORATIONS ACT

[Judy Wasylycia-Leis, NDP, Winnipeg North, MB]

Madam Speaker, I am very happy to have a few minutes to speak to the bill, because it has such a bearing, as members have heard, on all the communities we represent.

As members of Parliament, we work every day with the non-profit community and with the voluntary sector. We know how important volunteers are to the provision of services in our communities, and we know just how important it is to have a strong working relationship between the non-profit sector and government and parliamentary representation.

Many colleagues have heard how vital the non-profit sector is in our ridings, and my riding is no different. In fact, without the non-profit sector, very many vital services and commitments would not be fulfilled, because government is just not doing its job in some very key areas.

The contribution made to the economy by thousands and thousands of volunteers in this country has been mentioned over and over again. It has been estimated that the voluntary sector accounts for about 8% of GDP. We could imagine that the House should be gripped with the very notion of supporting the non-profit sector, and perhaps Bill C-4 is one way of doing it.

However, I would question the priority of the government in proceeding with Bill C-4 without looking at the very important relationship between the Government of Canada and the non-profit sector.

Where is the relationship? What is the relationship? Where is the minister responsible? Where is the money set aside for building that relationship? Whatever happened to the 2001 accord, an accord between the Government of Canada and the voluntary sector? It was an accord that set out very clear requirements for government and the voluntary sector to build a relationship, to build a common approach to supporting the voluntary non-profit sector to nourish the values of cooperation, collaboration and transparency.

Perhaps some parts of Bill C-4 are very much in line with what the voluntary sector has requested, but I do not believe they expected this to be done in the absence of real support for the non-profit sector. I do not believe they thought they would be doing it on their own.

We are in a time of economic crisis. All our communities are struggling at a time when the non-profit community is in deep trouble because people do not have the resources, the time or the energy to contribute to the non-profit and voluntary sector as they have in the past.

We are at a critical moment. More than ever, we need the Government of Canada to work hand in hand with the voluntary sector, with the volunteers who slug it out, day in and day out, in their communities right across this country. They do not need rhetorical statements about support. They need real, substantive action.

At one time there was the beginning of a relationship between the non-profit sector and the Government of Canada. At one point, not too many years ago, a sum of $150 million was set aside for building that relationship, for ensuring that there was collaboration between all government departments and the non-profit sector, and my Liberal colleagues should remember it because they were part of the government at the time.

There was in fact the beginning of a system through which each department and each minister would have some capacity for reaching out and nurturing, nourishing and building the non-profit community. Where is that? Have we heard? Where is the money? Where is the commitment? Who is the minister responsible? Is there a minister responsible who believes in this? Is there a minister who actually gets it, in terms of the notions of cooperation and collaboration with the non-profit sector? Is there someone working there to ensure that we build capacity, that we support volunteer groups, that we encourage volunteerism in our society without leaving them high and dry?

I think the opposite is happening. At the very time that our charitable sector is under pressure because people just do not have the same kind of money to make donations, the government is cutting back in all areas of the volunteer and non-profit sector, areas where they have made a huge difference in terms of helping people through the worst of times and the best of times.

All I need to do is look at the budget and know the impact of the government's direction on the non-profit voluntary sector. In the Department of Health alone, we are looking at departmental cutbacks of $42.7 million in this fiscal year, $52.9 million in the next year and $72.2 million after that. Where do we think that will come from? What will that mean in terms of support for the non-profit sector? What will that mean for services no longer provided by either the government or the non-profit sector?

We have been through this before many times. We have seen the government attempt to slash, hack and burn the literacy program. With much pressure and support from community groups, the Conservatives put back some of that, but we have seen the pattern and we know what is likely to come unless we are vigilant.

We have seen it with the HIV-AIDS community and all of the prevention program cuts. We know that valued women's health programs are possibly on the chopping block and many other programs that work with communities in terms of providing vital services, linking up with government to ensure that government programs are delivered in the most effective way and in fact building capacity so that people become less and less reliant upon government in some instances.

I fear that this approach is tantamount to telling the non-profit sector that it is on its own, without the support of government. There is no real relationship between the government and the voluntary sector.

Perhaps a member of the government could tell us where the 2001 accord is, which was the result of months and months of consultation between the government and the voluntary sector. We ended up with an accord that enunciated the vision of the voluntary sector and made a commitment between the two parties, the government and the non-profit sector, to work together to develop the framework for an ongoing partnership, a permanent relationship, and to put in place proper processes.

We are left with these questions. Where is the accord? Where is the money that helps build the relationship? Where is the minister responsible? Where is there a focus in every department for doing just this? How can we believe that Bill C-4 will enhance and support the non-profit sector if we do not have any kind of indication from the government that it is prepared to put some money where its mouth is, especially at a time when it appears to be reaching deep into departmental spending lines and cutting where it hurts the most in terms of our voluntary, non-profit sector?

We have seen time and time again examples of that. Every day that we deal with constituents, we know that groups are hamstrung by the fact that they are either being cut back or are trying to get charitable status but cannot because the government has some notion that the very notion of advocacy is political, that it is bad and that if we advocate for and work with our constituents to help them help themselves to build capacity, that is bad, wrong and no good.

In fact, that is one of the issues in the bill that needs to be addressed. How is it that even with the 10% rule in terms of advocacy, the government still continues to question groups that meet that 10% bar but are still accused of not doing strictly charitable work because it borders too much on helping people to speak up, advocating for others and working with communities so they cooperate on big projects in order to overcome some very deep-rooted systemic issues, whether we are talking about economic or social issues, or we are talking about the ability of a community to practise its traditions according to its heritage and with all the cultural celebration that is part of it.

I have yet to hear in this debate any commitment from the government to the non-profit sector. Before we go any further with the bill, I would like to see the government come forward with a plan that tells us exactly what happened to the 2001 accord. Is it just gathering dust somewhere? Is there some plan to bring it forward, to rekindle the relationship between government and the non-profit sector, to restore some sense of confidence that in fact the government believes in people who have spent hours donating their time and their money but are faced with a government and a political climate where there is just not that faith or belief in the non-profit voluntary sector?

What is key is the sense from government that what volunteers do matters, that it matters when people use their free time, money and other resources to contribute to the life of a community, whether it is economic, social, cultural, educational or spiritual. We can address every one of those topics in the context of Bill C-4 and yet we have not heard one word from the government on how it intends to instill the feeling in our communities that what they do matters, that they are part of the economy; 8% of the GDP. Can members imagine?

At a time of economic crisis, when we want to stimulate and kick-start the economy, is it not important for community groups to have the necessary resources to provide the voluntary services that they are so good at, that saves government money in the long run, that has enormous spinoffs in terms of the creation of jobs and economic activity, in terms of purchase power and in terms of the feeling of confidence and self-worth where one can go out into the community and play a solid role and give back one's talents?

I think it is awfully strange that, in this time of economic crisis, we do not have a government with a vision on this front. We need that vision. We do not just need a bill that says that we will put in place some rules to ensure there is tough transparency and regulation and to ensure everything is above board and there are no problems.

Ironically, we are talking about getting tough with the non-profit voluntary sector while the government sits back and does nothing about the excesses of the for-profit sector. Why is there no initiative on the part of the government like President Obama is doing in the United States to crack down on corporations and corporate CEOs' salaries and perks? Why are we not doing something that actually makes a difference in terms of sending a message to Canadians? Why are the profits of bank managers and CEOs so high at a time when they are refusing to pass on the savings to consumers that the government gives them through reduced interest rates? Why are we not starting to look at what is really fair in society today? What is fair is, in fact, to support the non-profit sector while cracking down on the excesses of the for-profit community.

[Megan Leslie, NDP, Halifax, NS]

Madam Speaker, I wish to thank the member for Mississauga South for shedding some light on some of the issues to which we should be alert, regarding the reform of legislation governing not-for-profits.

I am happy to also join the debate today on Bill C-4, an act respecting not-for-profit corporations and certain other corporations. As others have pointed out, this bill is very similar to a bill introduced in 2004 that sought to streamline and reform the regulatory framework of federally incorporated not-for-profits. It seems to me that many of the concerns at that time remain and for that reason I think this bill needs some careful examination.

With job losses growing on a daily basis and our social support networks struggling, the work of non-profit organizations is needed now more than ever. Non-profits in my riding of Halifax provide front line services, advocate for those in need, research new ideas, and protect and promote local culture. It is worth noting that smaller provinces like Nova Scotia actually have higher numbers of non-profits relative to their populations.

I would like to take a moment to highlight some of the work that these organizations are doing to make this point really clear. Canada's non-profit and voluntary sector is the second largest in the world after the Netherlands. There are an estimated 161,000 non-profits and charities in Canada, and half of these are run entirely by volunteers. About 19,000 of those not-for-profits are incorporated under federal law. Two million people in Canada are employed by not-for-profits, making this sector one of the largest employers in Canada. The non-profit sector represents 7.8% of our GDP, which is larger than the auto and manufacturing sectors.

Legislative measures that seek to make it easier for these organizations to work are welcome. However, when looking at the proposals in Bill C-4, we have to ensure that any reforms help rather than hinder this vital sector. I have worked with a lot of non-profits in the past and when they have encountered problems with their governance structures, it hurts these organizations and can hurt them for years to come, but it can also devastate the local communities relying on those organizations.

Canadians can be proud about our place internationally. We have literally thousands of volunteers and workers running services in this country that we have all come to know well. The minister herself put it best when she was introducing this bill earlier in the week. She said:

There is widespread recognition of the importance of strengthening Canada's not-for-profit sector, including the social purpose enterprises that form its backbone. These organizations are an important pillar of the economy as a whole. There are approximately 160,000 not-for-profit organizations operating in Canada. When universities, colleges and hospitals are included, the 2003 revenues of the sector were over $136 billion, up from $86 billion in 1997, a decade ago.

I applaud the minister for pointing this out.

However, when we take this bill to committee, we need to ensure that we consider this legislation with an eye to the diversity of non-profits across Canada. I applaud any attempt to respond to this sector's request to reform legislation, but let us ensure that we consider the impacts that any changes will have on any federally incorporated non-profit.

While we all share an appreciation of the work of these organizations, we would do well to remember that non-profit organizations are constantly faced with funding shortages. I hope that while we debate this bill, and this sector gains some attention in the House, that we keep funding top of mind. The bill, as presented, seeks to apply blunt regulatory reforms on all federally regulated non-profits. What is not present in the bill is accommodation for the diversity in both size and scope of the organizations in question.

While from a law-making standpoint a one-size-fits-all approach might seem a lot easier, it is not always in the best interests of the sectors affected. In consultations, representatives from the sector have outlined a number of regulatory concerns. This bill only deals with a narrow band of those issues. At the top of that list was securing long-term, stable financing, something that is not dealt with by Bill C-4.

Many parliamentarians have been members of boards and non-profits, whether federally or provincially incorporated. Therefore, I am sure the need for stability is clear to them.

When non-profits can see that they will be funded consistently over a set number of years, their program can be more comprehensive and their financial planning can be less ad hoc and more accountable. This accountability is exactly what members of government have been pointing out as the major intention of Bill C-4. I am hopeful that this aspect will be considered appropriately.

It is worth pointing out that, whether it is an arts organization or a front line anti-poverty service provider, when funding is unpredictable or regulations are too complicated, they can put the work done in jeopardy. That in turn has a serious impact on the communities that are clients of the organization. In places like Halifax we cannot afford to have the work of these organizations hindered.

I would like to take the opportunity to pay tribute to some of these non-profit organizations that are doing great work in my riding and highlight the need for continued sustainable funding. The Ecology Action Centre has acted as a voice for Nova Scotia's environment for 35 years. In 1971 the EAC began working to build a healthier, more sustainable Nova Scotia. Today it has over a thousand members, 250 volunteers and staff, and 7 active teams and committees. Some of the amazing successes it has had included the launching of the first recycling program in Nova Scotia. Now Nova Scotia has a waste diversion rate higher than any industrialized nation.

The EAC has also successfully advocated for the protection of 25,000 acres of wilderness since 2004. It initiated and now delivers the HRM by-law restrictions on the cosmetic use of pesticides, reducing restrictive pesticide permits by 80% since 2004.

It has also created Nova Scotia's first working demonstration of a green office renovation and it recycled more than 125 pre-1995 cars through the steer clean program, thus helping to reduce air pollution by removing high polluting vehicles from the roads in Nova Scotia.

From the environment we move on to the issue of poverty. We have many amazing not-for-profit poverty organizations in the riding like Adsum for Women & Children, a non-profit community based organization that has been active since 1983 in the entire Halifax region. Currently, there are three facilities run by Adsum. It operates Adsum House, which is an emergency shelter for women and children, and it has serviced about 12,000 women and their children since 1983.

It also has Adsum Court which is a 24-unit apartment complex located in Dartmouth which is actually across the harbour from the Halifax riding. Adsum Court is a way to respond to the lack of safe and affordable housing in the community.

Finally, there is also Adsum Centre which is stage two supportive housing for women who are looking to achieve their personal independent living goals. I have done quite a bit of work with Adsum, with both the staff and the women at Adsum House and Adsum Centre. I have seen firsthand their amazing work which represents their values, that dignity, worth and potential of everyone is important.

We also have quite a few organizations working on the issue of housing, like the Metro Non-Profit Housing Association. Metro Non-Profit Housing Association assists single adults who have been homeless or are at risk of homelessness. It helps these adults create and maintain their homes. It does not just consider these homes a place to live. It wants it to be a place to call home so it strives to create housing units that are safe, secure and comfortable, a place where its tenants can feel at ease and feel at home. It actually supports the Shining Lights Choir, which is an amazing choir in Halifax made up of people who are homeless or who have experienced homelessness. It sings at quite a few different events and it is just an outstanding choir in the community.

Metro Non-Profit Housing Association actually talks about how some of its tenants have moved on to become entrepreneurs and some have even graduated from university. Another form of achievement, on move-in, about 65% of its tenants relied on social assistance but now only 25% because so many of its tenants have actually moved into the workforce once they achieved affordable, stable housing.

We are also very strong in arts in Halifax. I will raise the non-profit Halifax Dance as an example. It is firmly dedicated to the development of dance and movement through arts, education, performance and community development in an environment that values the diversity and potential of all individuals. Halifax Dance is amazing. It logs its volunteer hours. It actually calculated that last year its volunteers logged in over 2,000 volunteer hours. This year is its 35th anniversary and it is very excited because on February 21 it is having a black tie event with a very special guest, Karen Kain.

If you have ever been to Halifax, Madam Speaker, and you have driven past our Citadel, you may have been stopped by a line of horses crossing the street right in downtown Halifax, and if you looked to your right you would have actually seen a set of stables. This the Halifax Junior Bengal Lancers and it was founded as a non-profit in 1936. It brought life and character to central Halifax through its stables and horseback riding arenas on Bell Road.

This area has been designated a heritage site recently. While the facilities are home to 30 horses and about 100 children and adults who take part in the horseback riding programs, they are also an integral part to Halifax's prime tourist area which includes the public gardens and Citadel Hill. We are proud of the fact that we actually have horses coming along the streets in downtown Halifax. It is really something.

Every fall in Halifax we also anxiously await the printing of one particular catalogue. This is a catalogue of movies featured in the upcoming Atlantic Film Festival. The festival is organized by the Atlantic Film Festival Association which is a not-for-profit organization. Members are committed to promoting and building a strong film industry in Atlantic Canada and presenting the best films from the region and from around the world to our local community.

Under the umbrella of the non-profit association there are four main entities: the Atlantic Film Festival itself; Strategic Partners co-production conference; Viewfinders, which is an international film festival for youth and it is outstanding, if I do say so myself; and alFresco Film Festival, which is an outdoor film festival where movies are projected onto a large building at the waterfront. It is an extraordinary experience to sit by Halifax Harbour and watch movies outside under the light of the moon.

Some of the work that I have done in Nova Scotia with our non-profits has included work with NSRAP, the Nova Scotia Rainbow Action Project. This non-profit society was formed in 2000, and it strives to provide a coherent voice for gay, lesbian, bisexual, two-spirited, transsexual and transgender people, a group that it refers to as the rainbow community, throughout Nova Scotia. It is pan-Nova Scotian, but its main office is located in Halifax.

NSRAP, and its early iterations, has been working since 1995 throughout Nova Scotia as a voice for the rainbow community and its work is varied. It does political lobbying and legal work, and it does community building and research. It also tries to play a role as the public voice for the rainbow community in the media. I have had the opportunity to do quite a bit of work with its transgender committee, fighting for the rights of transgendered individuals in Nova Scotia and across Canada.

We are also the proud home of a strong and proud Black Nova Scotian community in Halifax and many communities around Nova Scotia. Many non-profits have formed over time to support and promote African-Nova Scotian issues, history and culture. One such organization is the Black Educators Association which was founded in 1969 to assist African-Nova Scotian communities develop strategies toward an equitable education system.

Demonstrating a strong commitment as a grassroots organization, the BEA also coordinates its efforts with government departments, community groups, parent associations, school boards and other educational bodies. It has been involved in establishing many different projects and programs which include a bursary fund, regional educators program, advocates for black teachers, adult education and cultural academic enrichment programs.

Some of our non-profit work in Halifax also focuses on theatre and great literary works like the non-profit organization Shakespeare by the Sea. It is actually like a dream that has become a reality. It provides accessible, informative, spicy, edgy, thought-provoking productions of the works of William Shakespeare. It was started in 1994 when a group of artists were invited to perform in Point Pleasant Park on a volunteer basis and with no publicity, just word of mouth, these performances attracted an audience of over 2,500 in just one weekend. So with resounding support from the community and excellent critical notices the Shakespeare by the Sea Theatre Society was incorporated in 1994.

Many of these performances are held in Point Pleasant Park, right on the banks of the harbour, but are also held on barges that float in the harbour. It has been really innovative in its performances.

It has pioneered a walk-about theatre on the east coast, with landmark productions in the Martello Tower. It has done Martello Tower Hamlet and Martello Tower MacBeth. It did at Sandford Fleming Tower and Henry V and King Lear at the Halifax Citadel. It has been able to work with national landmarks in Halifax to showcase its performances. I have had the opportunity to see several of the performances over the years, and I applaud the work it does.

The riding of Halifax is not just the city of Halifax. It includes many other communities, like Sambro or Ketch Harbour. It also includes a very large community called Spryfield, which is home to several non-profit organizations that do great work, like the Boys and Girls Club of Spryfield, which was started because of a need for more programs for children and youth in the Spryfield community. It is a non-profit community based organization. It provides social recreational and educational programming for children and youth. The programs are identified and brought forward by community.

Also in Spryfield is the Urban Farm Museum Society. This society works to celebrate and promote the agricultural heritage of the community, which is now like a suburb of Halifax. It promotes rural traditions in urban places. The society has established a working farm in Spryfield, right in urban Halifax. It continues the agricultural tradition of this area.

The farm operates on three acres of old Kidston family fields. Through a variety of interpretative programs, hands-on workshops, demonstrations and school programs, the society produces food, offers a teaching venue and promotes local foods that are in season. It also does things like clearing pastures, rejuvenating the orchard and reconstructing old farm buildings. It is quite a feat considering this farm is in downtown Halifax.

What do all of these organizations have in common? They all need funding. They work hand to mouth. Sometimes they get funding from the federal government, sometimes from the provincial government. They rely on donations. They are going from season to season to see if they can manage to cobble together some programs to meet the needs of the communities they are trying to serve.

The lack of commitment to stable funding for non-profit organizations applies whether these organizations are provincially or federally incorporated. Bill C-4 does not address the issue of funding, but it is important to always have this in mind when we speak in the House and it is important to raise a discussion about sustainable funding for these organizations.

With regard to Bill C-4, the one-size-fits-all nature of the federal regulatory reforms could pose a significant problem for federally regulated non-profit organizations. Smaller organizations simply do not have the resources to comply with some of the reforms outlined. It is obvious that a smaller federally regulated organization cannot maintain membership lists in the same way a major organization like the United Way can.

I would like to express my agreement that regulatory changes are needed for this sector. However, any discussion of changes must consider the lack of stable funding with which these groups are faced. I trust the bill will be thoroughly examined at committee and that we can pass a bill that will be in the best interest of this truly Canadian sector.

[Paul Szabo, Liberal, Mississauga South, ON]

Madam Speaker, certainly there are examples in our legislative framework and some of the programs, and even the taxation models that we have, that take into account that one size does not fit all. I think that applies to the not-for-profit sector. There are some organizations that are very large, some that are very powerful, in terms of their influence not only on their own community but on the country as a whole. There are other organizations, however, that are very small and, as I indicated, they do not have the resources to do things. When I think of something like the GST, there are different methods to file a GST return which take into account the size or the volume of the business.

With regard to Bill C-4, I do not know whether there can be provisos. I think we should ask about it. There could be some exemptions. They may have to fall under the act. However, with regard to the reporting requirements, maybe there could be a quick method or maybe the smaller not-for-profit organizations could have some way of mitigating the increased costs that organizations inevitably would face.

[Mario Silva, Liberal, Davenport, ON]

Madam Speaker, I want to congratulate my hon. colleague on his fine remarks. He outlined quite well some of the issues of concern with Bill C-4, An Act respecting not-for-profit corporations and certain other corporations.

All of us have not-for-profit organizations within our own ridings. In my riding of Davenport there are excellent organizations such as the Working Women Community Centre, the Abrigo Centre and the Working Skills Centre. These not-for-profit agencies deal mainly with immigrants and refugees, and help the vulnerable and those in need in our city. I congratulate them on all their fine work. I am sure the hon. member has many organizations in his own riding that he can also comment upon and thank.

Not-for-profit organizations are essential in our communities. They are the ones that deliver the real services. They are doing a tremendous amount of work for very low pay. They have difficulty raising money and it is not always easy to get funding from different levels of government, but they are doing incredible work. Certainly cities like Toronto would not be liveable and we would not have a country like we do have at the moment if it were not for these agencies.We have to do everything possible to help them out.

I share the comments of my colleague about whether this legislation is going to add to the burden of the not-for-profit agencies, whether it is going to add more red tape in terms of not streamlining the processes.

Maybe my hon. colleague could comment further on his concerns, which I share and are valid, about not burdening the not-for-profit organizations because they are doing tremendous work for Canada.

[Paul Szabo, Liberal, Mississauga South, ON]

Madam Speaker, I have a few comments with regard to Bill C-4.

Prior to becoming a member of Parliament, I, as a chartered accountant, had the opportunity to have a number of not-for-profit organizations as clients. As well, in my work in one of the corporate employs that I had in my early career, I was actually involved in the work which introduced the Canada Business Corporations Act and moved it from the Canada Corporations Act and all the continuance provisions.

I am sure all members will look at the bill and wonder how they will put their minds around the document. I took the opportunity to look at the details. I suspect that if I were to cross out everything that was boilerplate, mirroring the rules, the provisions and the features of the bill that are required under the Canada Business Corporations Act for for-profit corporations, the bill would be about quarter of the size that it is.

The bill also contains a number of interesting provisions, and one in which I will take specific interest and hope to be involved in at committee stage is with regard to regulations. I will comment on that in a brief moment.

For the record, I would like to indicate that I will be supporting the bill, as I would most bills in the nature of building on an existing foundation of corporate governance, whether it be share capital or non-share capital, profit or not-for-profit.

This is a very important bill that we move forward to committee. I very much doubt that the members themselves at this point will be able to speak in very much detail to the risks, the rewards, the benefits or the pitfalls that may exist in the bill without hearing from the experts and the stakeholders in all sectors across the governance model.

However, it is at second reading where all hon. members get an opportunity to raise specific issues or maybe to recommend to the committee that these are areas of interest or of concern. I hope the committee will bring forward the appropriate witnesses so that the questions or the issues can be elaborated on, not only by the government and by departmental officials, but also have the higher level interventions of experts and representatives across the governance spectre to ensure t there are no hidden or unintended consequences.

That is always the problem when we get bills which are substantively omnibus bills to the extend that they do have consequential amendments to a large number of other existing legislation in Canada.

If we were to take all of the bills that this particular bill touches, we would probably have a very large pile of reading to do, because some of the changes that occur in here cannot be understood in terms of the amendment being proposed in the bill to another bill. That amendment needs to be read in the context of the bill which it is amending. We need to know, if this is plugged in to some other piece legislation, whether it make sense.

These are the kinds of things we rely on: the departmental officials to give us the assurance. We have the responsibility for the legislation but we second that responsibility to a great extent in bills like this to the departmental officials and to the experts. We also seek the input of other witnesses, which helps us to discharge that responsibility for the legislation without being the experts ourselves.

We cannot be experts in all things but we can ask reasonable, fair questions so it can be explained to us. In some cases I like to ask the experts in committee to explain it to me so that my grandmother would understand. I want the explanation in plain and simple language because, if our legislation is not in plain and simple language, when people involved in a broad range of not-for-profit organizations see this, their first reaction will be to wonder whether they will be swamped with more paperwork from government requirements. They will want to know whether it will be cost-effective, whether they will need to hire lawyers to help guide them through the pitfalls in which they may find themselves, whether their organization will be put at risk if they have to come under the rules, whether it will affect the way they do business, and whether they will be subject to other exposures to risk from other stakeholders without knowing who they are.

All hon. members have a wealth of opportunity to maybe find a little nugget within legislation such as this to consult with not-for-profit organizations in their own community, to ask whether they are even aware of this or if they have an advocacy group on behalf of all the groups across the country in the same or similar businesses that will be there, and to encourage them to come out to the committee or to have representation at the committee, and to let them know that it will not be at no cost to them. For us to do a good job and for us to have them there, we pay the cost to bring them here to ensure they have an opportunity to express the views, concerns or even the questions of these various groups and organizations.

My intervention is maybe an invitation to all hon. members to not be reluctant to open this document and to determine whether there is a nugget in which they can champion or encourage groups and organizations with which they are familiar or with which they have had some undertakings.

One of the areas I will be looking is the responsibilities of directors and officers. This is an important aspect of governance life in Canada. The corporate sector at large has had a lot of difficulty with conflicts of interest, fraud, embezzlement and the benefits to people as a consequence of their role in an organization.

Bill C-4 also addresses the whole area of directors and officers. I think all hon. members would agree that the accountability, the transparency and the openness are important aspects. Part 9 of the bill outlines the duty for directors and officers to manage and supervise management . It addresses the number of directors needed. Sometimes there are closed shops and sometimes there are too many and the work does not get done. The qualifications are extremely important, and members may want to look at that.

For directors in the not-for-profits, there are guidelines and things for notice to directors ceasing to hold office, removal of directors, statements of directors, how to fill a vacancy, changing the number, et cetera. The list is very long. The bill addresses those kinds of issues. It would give organizations the opportunity to realize the extent to which they have a responsibility. Each organization under this governance model would provide, if they follow and comply with the legislation, a comfort level to all Canadians from the standpoint of being able to understand that the organization has rules to follow, that they can trust the organization to follow the rules and that there is a compliance mechanism in place to ensure that happens.

The other aspect is bylaws and members. In my role as a member and currently the chair of the Standing Committee on Access to Information, Privacy and Ethics, it does cover the bylaws and members. It basically deals with information about who the members are, what their involvement is and a variety of other things. This is a very important aspect. I am very interested in this from the standpoint of potential privacy issues, potential cyber crime, identity theft, et cetera.

Finally, I simply want to make a comment with regard to the regulations. There is a section in the bill on regulations which has to do with the coming into force of the legislation. It comes after the very last part of the bill.

Members probably know that a bill will either say it comes into force upon receiving royal assent or it will say that it comes into force on the date designated by order in council. Usually when a bill requires regulations it will state on a date specified by order in council.

After we have dealt with a bill in the House of Commons at second reading, it goes to committee where committee members hear from experts and witnesses and departmental officials. The bill may be amended there. After the bill is voted on in committee, it comes back to the House for report stage where more amendments may be proposed by members who were not involved in the process at the committee stage. A vote is then held at that stage. A debate is held at third reading and another vote takes place. The bill will go to the Senate where it will go through virtually the same process.

One thing that is not done in the entire process of reviewing a piece of legislation like this bill is that we do not see the regulations. We do not see the regulations when we have to vote to make the bill law. The regulations are the details necessary to supplement or amplify the intent of the bill. Every regulation must be enabled, authorized, in the bill itself.

Members will find that in this legislation there are a substantial number of regulations required which may take six months or a year to be implemented. I know of a bill where three years after its passage, the regulations still have not been fully implemented. The bill as we passed it in this place is not fully functional.

In the past I was chair of the joint Senate and Commons committee on the scrutiny of regulations, but I continue to be a member of that committee in this current Parliament.

I want to follow this particular bill. Even though the bill provides a whole section on definitions to guide the understanding of the bill, one of the requirements is that the governor in council define terms used in the bill which have not been defined in the bill. If something is in the bill and it might require a definition, I do not understand why the definition would not be put in the bill and then the regulation would not be needed.

I want to particularly follow that one because it is the first time I have ever seen it. I want to understand why it is that someone thinks something has to be defined in the regulations so that the bill is clear. When we already anticipate today that it may be a problem, why not just put it in the bill? I look through some of these things as a member of Parliament.

As I indicated, I will be supporting the bill. However, I need more answers as a legislator before I can enthusiastically endorse every aspect of it. Quite frankly, it is going to take some time before I become fully conversant in all of the nuances of the bill because there are many other pieces of legislation that I would have to ask the Library of Parliament to get for me so that I could look at this in context.

This is a situation which I would characterize as a mission impossible for members of Parliament by themselves and even by their caucuses. They need the experts and the officials. We need to make sure that they know that we are interested in having these matters explained to us, the raison d'être as it were, so that we can do a good job as parliamentarians.

[Mario Laframboise, Bloc, Argenteuil—Papineau—Mirabel, QC]

Madam Speaker, it is my pleasure to speak to Bill C-4, An Act respecting not-for-profit corporations and certain other corporations.

I am surprised. Earlier, I was listening to the Liberal member answer a question from the Conservative member. Each was accusing the other. The Liberal member said that the Conservatives move at a slow, glacial pace. The Conservatives said that, in their day, the Liberals moved even more slowly, more glacially. Now that they are in bed together, I can only speculate as to whether things are still slow and glacial, but it always makes me smile.

People have been asking for new not-for-profit corporation legislation since 1999. I will go into detail later on. We will support the bill. Nevertheless, we want our House of Commons colleagues to respect provincial areas of jurisdiction. Under section 92 of the Constitution, the provinces are responsible for management of the social economy, volunteering and community activities. All matters of a “merely local or private nature” fall under the exclusive purview of Quebec and the provinces.

As proud defenders of the Quebec nation, we must ensure that this bill does not encroach on Quebec's areas of jurisdiction. Not-for-profit organizations operating exclusively in Quebec are already governed by Part III of Quebec's Companies Act. We just want to make sure that this bill will not prevent not-for-profit organizations from operating.

It is important to note that the federal Parliament has jurisdiction only over organizations that do not have provincial objects. Subsection 11 of section 92 of the Constitution Act, 1867, specifically gives the provinces jurisdiction over “the incorporation of companies with provincial objects”. Currently, section 154 of the Canada Corporations Act states that the federal minister may grant an organization the right to incorporate if it is carrying on “objects, to which the legislative authority of the Parliament of Canada extends, of a national, patriotic, religious, philanthropic, charitable, scientific, artistic, social, professional or sporting character, or the like objects”.

This is important, because not-for-profit organizations are currently governed by the Canada Corporations Act, which is why we are amending that act. This section pertains to organizations that come under the legislative authority of Parliament. It appears that clause 4 of the new bill would not require a not-for-profit organization to state its purpose in its articles of incorporation. Clearly, it could be confusing if the organization's purpose is not stated. Inevitably, the result could be interference in the provinces' exclusive jurisdictions.

It will therefore come as no surprise that, even though we support this bill, we would like to see it go to committee so that our colleagues understand the situation and we make sure that the bill as introduced does not conflict with section 92 of the Constitution Act, 1867. We believe that the bill should be amended to limit its scope to not-for-profit organizations that operate or have offices in more than one province or whose purpose comes under federal jurisdiction, in order to respect the spirit of part II of the current Canada Corporations Act, which pertains to not-for-profit organizations.

That is our goal, as worthy representatives of the Quebec nation, in order to protect the interests of Quebeckers and especially not-for-profit organizations operating in Quebec.

Earlier, someone mentioned the slow movement of legislation. If we look back at the history of this bill, we can see how we have come to this point in 2009. The Canada Business Corporations Act creates the frame of reference, as I said earlier. In recent years, stakeholders have expressed concern that this act is out of date and no longer meets the needs of today's not-for-profit sector.

The stakeholders publicly asked for reforms to the legislation and in 1999, the task force on the voluntary sector, created by the federal government, asked that improvements be made to the regulatory framework governing the sector. Industry Canada's proposal aimed at updating the Canada Business Corporations Act is part of the task force's plan.

As far back as July 2000, Industry Canada produced a document entitled Reform of the Canada Corporations Act: The Federal Not-for-Profit Framework Law. After that document was published, the department organized a series of round table discussions in various cities across the country in order to examine the ideas presented in the document. Following the round tables, the government thought it would be a good idea to make concrete proposals. Thus, we can see that some questioning began in 1999 and discussions began in 2000. On November 15, 2004, the Liberal government introduced Bill C-21. Of course, since the Liberal government's reign was so short lived, the legislation was never passed.

On June 13, 2008, during the second session of the 39th Parliament, the Conservatives took essentially the same bill and reinstated it as Bill C-62. In the end, the bill did not pass because the Conservatives, who had promised fixed election dates, decided to force an election. Unfortunately for all those waiting for this act to be modernized, the bill lapsed. On December 3, a similar bill was introduced at first reading by the Minister of State (Small Business and Tourism), a Conservative minister. Then the government decided to prorogue the House and the bill died. Finally, on January 28, Bill C-4 was introduced and will be studied against that backdrop.

I can understand that the Liberals and Conservatives accuse one another of moving at a slow, glacial pace. However, for all those waiting for changes to this law, I hope we will act as quickly as possible and move forward. The Bloc's only request is that the Constitution be respected so that not-for-profit organizations falling under Quebec jurisdiction can truly be viable and not be jeopardized by this bill.

That is what we will do and we will be pleased to participate in all the debates.

[Keith Martin, Liberal, Esquimalt—Juan de Fuca, BC]

Madam Speaker, I want to correct the hon. member. I was in the Liberal government for a year and a half, which was after I had been on his side for 10 years, but he might not have been around at that time.

On the issue of Bill C-4, we compliment the government on bringing forward changes to the Canada Corporations Act. That act went back to 1917. However, we want to make sure that the legislation contains changes that will liberate the NGOs and enable them to do the wonderful work that they do, and that it is not a Gordian knot that introduces numerous other administrative hurdles and obstacles that costs them a lot of money. We will move this legislation forward but we want to make sure that it contains the effective solutions to liberate the not-for-profit sector, not administrative requirements that would hamper their ability to do their job, which would cause them to move at a glacial pace.

On the issue of first nations, it has been extremely frustrating for first nations communities to see many of the actions of the government. The Conservatives have done some good things and I give them credit for that, but the government has not done anything on some of the fundamental issues of investing in things that enable first nations communities to take care of themselves.

There was an example in the long list of solutions I was trying to give to the government in my speech. The 2% cap on first nations funding must be lifted. With inflation and with the population growth rate which is much higher than 2%, it is actually eroding the funding capabilities of first nations to help themselves.

I would ask my hon. colleague and his government to implement those solutions and the others in my speech.