Bill C-25 (Historical)

An Act to amend the Canada Business Corporations Act, the Canada Cooperatives Act, the Canada Not-for-profit Corporations Act, and the Competition Act

Part 1 amends the Canada Business Corporations Act, the Canada Cooperatives Act and the Canada Not-for-profit Corporations Act to, among other things,
(a) reform some aspects of the process for electing directors of certain corporations and cooperatives;
(b) modernize communications between corporations or cooperatives and their shareholders or members;
(c) clarify that corporations and cooperatives are prohibited from issuing share certificates and warrants, in bearer form; and
(d) require certain corporations to place before the shareholders, at every annual meeting, information respecting diversity among directors and the members of senior management.
Part 2 amends the Competition Act to expand the concept of affiliation to a broader range of business organizations.

Canada Business Corporations Act

[Marilyn Gladu, Conservative, Sarnia—Lambton, ON]

Mr. Speaker, that was an excellent speech, and I, in my collegial way, will ask my question.

I am very passionate, as well, about increasing the number of women in corporate positions and on boards, though my party is not in favour of quotas. Having worked in affirmative action in the U.S. when there were quotas, that is not really the right way to put women in those positions. It is more important to make sure that competency is part of that, and to have aggressive targets moving forward.

I wonder if the member could expand on how he would like to see us take that initiative forward to get more women on corporate boards.

[François Choquette, NDP, Drummond, QC]

Mr. Speaker, I thank my hon. colleague for her comment. Indeed, it is very important to work in a collegial fashion, and sometimes to put partisanship aside.

To that end, first of all, our Prime Minister, self-proclaimed feminist, needs to face up to his responsibilities. It is good that he should call himself a feminist, as should all men. They all have a responsibility to help bring about gender equality. However, when the time comes to enforce pay equity legislation, the Prime Minister shirks his responsibilities. That is why I say he should start by facing up to his responsibilities.

There is probably a way to make very reasonable amendments to this pay equity legislation, and I hope that we find a way to work together to that end in committee.

[Gabriel Ste-Marie, Bloc, Joliette, QC]

Mr. Speaker, I congratulate my colleague from Drummond on his very fine speech.

He spoke of inequalities and of the tax system that favours the wealthy. He spoke of the completely legal use of tax havens by companies, as well as of the compensation of CEOs via stock options.

In the member’s opinion, why is nothing being done to resolve this persistent problem? Why are the elected members of the government party not working to change this situation? In his view, is it because the citizens of their ridings are in favour of the status quo?

[François Choquette, NDP, Drummond, QC]

Mr. Speaker, I want to thank my hon. colleague. I know he works very hard on the issue of the injustice that results from tax havens.

Legislation to put an end to tax havens has been introduced in the House in the past. My constituents have signed hundreds of petitions calling on the government to do whatever it takes to limit the use of tax havens as much as possible, rather than facilitate it.

We saw who voted in the House in favour of a bill to reduce the number of tax havens. Unfortunately, the Liberals are the ones who want this to continue. It is really disappointing. We need to close the stock option loophole. I hope we can amend this bill to do just that.

[Robert Aubin, NDP, Trois-Rivières, QC]

Mr. Speaker, I thank my colleague from Drummond for his speech.

I want to come back to the issue of gender equality. Clearly, we could never disagree with that as a fundamentally good principle. In this case, however, it is time to move beyond the principle and actually do something about it.

When the Liberals were elected in October 2015, after we accepted defeat, I still remained hopeful. The Liberals promised a gender-balanced cabinet, and they kept that promise. However, if you look a little closer, all the major portfolios were given to men. That was an early example of their doublespeak.

One of our NDP colleagues introduced a private member's bill in the House meant to encourage the participation of women in politics and increase the number of women elected to the House of Commons. That bill was rejected.

We talked about tax fairness, but that was pushed back to 2018. Now the Liberals are talking about women's participation in corporate boards. A few years ago, I read a study that showed beyond any doubt that the more women a corporation had on its board, the more successful it was likely to be. There was a direct correlation.

This bill seems to be a step in the right direction, but it offers no guarantee that the government will finally stop talking about all the great things it is going to do and actually do those things. I would hope there is no room for partisanship on this issue, but is it not the opposition parties' role to propose amendments to make sure the Liberals walk the talk?

[François Choquette, NDP, Drummond, QC]

Mr. Speaker, I thank my hon. colleague from Trois-Rivières for his question and his valuable comments.

This bill is a first attempt and a good start. It has some good stuff in it. We need to talk about gender equality. As I said earlier, feminism is not just for women. It is for everyone. There is no point calling oneself a feminist if one does not act accordingly.

I often joke with my wife about how I am a feminist. When she replies that I have a lot of room for improvement, I tell her, “My darling, you are right. I do need to become a better person”. The point is that there must be action, not just talk. As my colleague from Trois-Rivières said, pay equity is a good example of that. Why wait until 2018? There is no excuse, just a reason: lack of will.

This bill has room for improvement, and the NDP will be first in line to propose the amendments it needs.

[Marjolaine Boutin-Sweet, NDP, Hochelaga, QC]

Mr. Speaker, I would like to come back to the topic of pay equity. I was working on this file a few years ago before I came to the House of Commons. Quebec has had pay equity legislation for a very long time, and it is enforcing it more and more, even though it took time to get to that point. However, there is no federal legislation in this regard. A committee examined the issue of pay equity and decided to once again postpone dealing with this issue.

I would like my colleague to elaborate on what impact this will have on Canada's working women. What message does this send about the Liberal government's position on Canada's working women?

[François Choquette, NDP, Drummond, QC]

Mr. Speaker, I thank my colleague from Hochelaga for her question. The work that she is doing on gender equality is very important, just as the work she is doing on social housing is essential to ensuring that everyone has fair access to housing.

Getting back to pay equity, sometimes I tell my constituents that the federal government still does not have any pay equity legislation. People are surprised. They do not think that makes any sense. The people of my riding have signed a number of petitions for me to present in the House of Commons. They believe that we need a law now, not 10 years from now. We are supposed to be more proactive than that. We were elected to take action.

I would like to again mention my colleague from Nanaimo—Ladysmith. She introduced Bill C-220, which seeks to amend the Financial Administration Act. The purpose of the bill is to achieve balanced representation in the number of women and men serving as directors on boards of crown corporations. The goal is to proceed gradually but quickly. It is not right that the number of women on these boards is still so low in a society where the percentage of women is higher than that of men.

I would like to again thank the member for Hochelaga for her question. We have to do more to achieve gender equality. We cannot wait until 2018. That is unacceptable.

[Guy Caron, NDP, Rimouski-Neigette—Témiscouata—Les Basques, QC]

Mr. Speaker, I am not sure that I will require the full 20 minutes at my disposal, but I did want to comment before the House on some aspects of Bill C-25, which we are discussing.

The first comes up often in conversations, and that is gender parity. We know that there is presently a marked imbalance on corporate boards, in both the private and public sectors. We also know that efforts are being made by the House to try to correct this situation.

We discussed, among other things, Bill C-220 sponsored by my colleague from Nanaimo—Ladysmith, who is building on another bill introduced by my former colleague, Anne-Marie Day, who represented the riding of Charlesbourg—Haute-Saint-Charles. I believe that this type of bill is necessary as it puts the spotlight on this imbalance, this inequality that can exist.

We are often asked why we are calling for a quota system, a gender parity system. I understand why the question is asked, but it needs to be reworded. It is not about setting aside competency. On the contrary, when we say that competency trumps diversity, we are saying that there are not enough women who have the necessary skills for these positions.

That is not the problem. The problem has more to do with lack of understanding and systemic discrimination against women regarding their ability to manage organizations.

Why do we need a gender parity system and why should we even try to enforce it, while still acknowledging the importance of competency? It is these prejudices and biases that blind us and prevent us from selecting skilled women to fill this type of position.

This morning I was listening to the radio on my way to Parliament. On Radio-Canada, they were talking about how gender parity was imposed on the improv world in Quebec. That might seem like a stretch from what we are talking about, but there is a direct correlation. The Ligue nationale d'improvisation in Quebec had a gender parity system that forced every troupe to have an equal number of women and men.

That measure gave female comedians' amazing but hitherto overlooked talent a platform. In the 1970s and 1980s, there were very few women in the comedy business, and the Ligue nationale d'improvisation played a critical role in raising the profile of female comedians. This morning's guest, Christian Vanasse, shared a list of 15 female comedians who made a name for themselves thanks to the Ligue nationale d'improvisation.

Still, the problem persists. Women are never selected to host galas. Even though they are on the scene and they have star power, gala organizers do not even consider them and always opt for male comedians to host these events.

Even the gender parity system designed to put women's talent in the spotlight in the comedy world will not fix anything without a shift in people's mentality. The same holds true for the field of administration.

Getting back to administration, Bill C-25 falls short because all it does is make companies talk to shareholders about diversity. That is completely out of touch with reality and what public and private administration need right now.

The aspects of Bill C-25 on governance are quite good. The move to eliminate directors being elected as a group is quite positive, as is holding annual elections. Ensuring that directors are elected to boards of directors by majority voting is another positive aspect.

There is another interesting aspect that has not really been debated in the House and that is the elimination of what are called bearer shares. These are shares where the shareholder is not identified on the share certificate. The shares and the vote belong to the stock certificate holder. The share is not necessarily registered in the name of the shareholder, the owner of the stock.

This measure, which is being somewhat overlooked in our debates, will allow for greater transparency with regard to governance and administration.

Aside from gender parity on boards of directors and within company management, the bill falls short in other aspects. Let us not forget that the changes we have before us come out of a three-year consultation that began in 2013. One aspect that has been discussed many times is not only the gap in compensation between shareholders and corporate executives, but also the fact that shareholders still cannot vote on and approve executive compensation at shareholder meetings. This is important because compensation is taken from the company's revenue and profits and therefore the returns that the shareholders can expect.

I think that is a major shortfall of this bill. That is why we are voting in favour of the bill at second reading but proposing amendments. If the bill is not improved, then voting in favour of it at second reading does not guarantee that we will be voting in favour of it at third reading.

[Marilyn Gladu, Conservative, Sarnia—Lambton, ON]

Mr. Speaker, I thank my colleague for his speech.

I listened with care when the member talked about trying to get more women on boards. I was on the pay equity committee, and we talked about how there was already legislation in place in some provinces. It would be so easy to take a look at that. I do not understand why it takes so long to get legislation in place at the federal level.

Similarly, we had an initiative in status of women, and had a list of women who would be suitable for corporate boards, so nobody could ever say they could not find them. I am not sure why it is taking so long. Could the member comment on that?

[Guy Caron, NDP, Rimouski-Neigette—Témiscouata—Les Basques, QC]

Mr. Speaker, I thank my colleague for that very relevant question. The governments have been very slow. I do not want to point fingers at either the current government, the previous Conservative government, or even the Liberal government before that. Ever since the struggle for pay equity began, successive governments have stood in the way.

I remember very well when Nycole Turmel, the former member for Hull-Aylmer, even had to go court over this when she headed the Public Service Alliance of Canada. That is what it took. She had to take the matter to court and jump through all the legal hoops just to get the government to accept a principle as basic as pay equity, in other words, women's right to earn the same as men for the same work. Not only did she have to go to court, but the government challenged it every step of the way. This was about the Public Service Alliance of Canada, but there was also of the issue of male and female postal workers and the Canadian Union of Postal Workers.

We now have a government that promised to respect pay equity, although it is putting it off as long as possible, until two or three years from now. If the government really took this issue seriously, it could be resolved, just as it has been in several provinces. This government could definitely be taking this matter a little more seriously.

[Erin Weir, NDP, Regina—Lewvan, SK]

Mr. Speaker, we have talked a fair bit about inequality between men and women in the workplace and on corporate boards, but I wonder if my colleague from Rimouski-Neigette—Témiscouata—Les Basques could also speak a bit about another aspect of Bill C-25, which is inequality between CEOs and their employees. What type of negative consequences does that growing inequality have for our society and what kinds of policies could the government implement to address it?

[Guy Caron, NDP, Rimouski-Neigette—Témiscouata—Les Basques, QC]

Mr. Speaker, I thank my colleague for his question, which certainly gets people talking.

During his speech, he mentioned the annual study conducted by the Canadian Centre for Policy Alternatives, which determines at what point corporate CEOs have earned the annual income or average annual salary of one of their employees. The Fraser Institute likes to talk about tax freedom, which generally occurs in July or August. However, it does not take into account all of the benefits people get in return for paying taxes, because there are benefits. Such organizations often ignore that fact.

When CEOs are able to earn an average employee's salary by January 3 at noon, that is a problem not only in terms of equity but also in terms of respect for the labour force, which is extremely important to a company's profitability. Profitability is what leads to increased earnings for CEOs. However, it is also important for our society as a whole because people who earn the average salary in a company will spend a greater share of their income than the CEO. They will be able to save less because they need more of their income for everyday living expenses. They therefore contribute a lot of money to the economy.

Meanwhile, CEOs either save their money, spend it on luxury goods, or invest it abroad, which is much less beneficial to the economy. We are talking about huge amounts of money that are being invested this way.

I therefore believe that there is work to be done to close the gap between the salaries of CEOs and employees and bring it down to a more reasonable level.

[Robert Aubin, NDP, Trois-Rivières, QC]

Mr. Speaker, I would like to thank my colleague, who is our finance critic, for his very enlightening comments. The question I would like to ask him concerns an example from Quebec, but one that could probably occur in many provinces.

What are the reasons for Quebec's success in this equity process? The Liberal government has 40 MPs from Quebec, and some have important portfolios in cabinet. Why has Quebec's success or that of other provinces not served as a catalyst to make this government take action more quickly than what it is proposing?

[Guy Caron, NDP, Rimouski-Neigette—Témiscouata—Les Basques, QC]

Mr. Speaker, I thank my colleague from Trois-Rivières for his question, to which I do not have an answer right now. I would like to hear what government members have to say.

It is not as though this were a partisan issue. Pay equity is a straightforward issue. A woman must earn the same as a man for work of equal value, which is currently not the case. By refusing to acknowledge pay equity for at least another two or even three years, especially in the public service, they are perpetuating an illegitimate, unethical, and unfair situation. Everyone in the House recognizes that.

In light of the number of statements and motions in the House denouncing pay equity, it makes no sense that we must wait two to three years to correct this situation, which everyone recognizes as illegitimate and unfair. This majority government had promised to fix this problem.