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.

[Margaret-Ann Armour]

Yes, I am aware of Bill C-25. I certainly agree that this is critical for the Canadian economy: increasing the diversity of management and board teams. There's so much evidence now of the difference that makes to the effectiveness of the company, whatever it's doing.

[Marc Serré, Liberal, Nickel Belt, ON]

Thank you.

My third question is for Ms. Armour.

Earlier, you indicated corporate management team diversity, or lack thereof, and you indicated the benefits of that. Are you aware of our government's Bill C-25? Do you have any comments on that bill moving forward?

[Brian Masse, NDP, Windsor West, ON]

Thank you, Mr. Chair.

Thanks again, Minister, for your input.

I want to get to the social sciences, but, again, I guess I would implore upon your government to look at Bill C-25. This is act that is amending the Canada Business Corporations Act. Part 1, in particular, deals with the structure of corporate boards and governance, and the inclusion of women and persons with disabilities. The bill shied away from actually defining “human rights”. It wouldn't even comment on what a human right was with regard to racial equality. Secondly, it didn't address the issue of gender by including the word “gender” in the bill.

Lastly, it's moving to a model called “comply or explain”, which, the way that the legislation is written, if you follow the legislation after we finish it, at the very best you're looking at probably seven years in the time duration before it can actually be reviewed once it's actually passed. You're probably at up to 10 years from this date in terms of reviewing that legislation from the time we pass it in the House of Commons. Because you have a majority and you do have a lot of allies looking to change that, I would implore your government to reach out to those allies who want to actually make the bill relevant, because you're now doing this in your own department, under this initiative, with the universities.

With my remaining time, I will ask this in particular and pass it over to you. Social sciences and the humanities again have come up. We've heard a lot of discussion about it. Are you making any efforts, or is the government doing any work to bridge the social sciences and the humanities to some of the work of trying to privatize or bring ideas to market, so, more of the hard sciences for innovation? Are you doing anything with the social sciences and the humanities to help in that? That seems to be a lost piece of the puzzle for getting items to the marketplace, ideas to production, so to speak?

[John Knubley]

I would like to talk about Bill C-25. I know the Honourable Navdeep Bains will have another opportunity on Thursday to speak to that.

In that context, the bill does identify a name and comply approach. Similarly, with respect to the CRC program, we're proposing that all institutions with five or more chairs—these are specifically the medium and large universities—must table a plan. It's not enough to do targets; they must also table a plan to reach the targets.

As Minister Duncan was mentioning, the challenge, when you look at the targets they set of their own will, is that they have not been meeting those targets. What we're asking them to do is, again, name and identify what it is they are doing.

[Brian Masse, NDP, Windsor West, ON]

Thank you, Mr. Chair.

Thank you, Madam Minister, for being here.

I do actually appreciate the movement that's taking place at the universities and colleges, because they are also an addition to the overall society problem that we have with the inclusion of diversity. My background is as an employment specialist on behalf of persons with disabilities and youth at risk, and I can tell you that.... A clear example is that women still do not receive the same pay for the same jobs.

It is important that this movement is happening. The unfortunate thing—and I like your commentary about this—is the fact that the legislation that is being proposed by your government under Bill C-25, the reform to the Canada Business Corporations Act, does not do the same thing. You are moving to a comply or explain model for diversity, and the legislation doesn't even mention the word “gender”.

I would like to get your thoughts on how this is really at odds with what's taking place with regard to legislation in the House of Commons. It is clear that the voluntary commitment by public institutions that have a board of directors who are assigned by the public has required this type of step to change the behaviour with regard to inclusion, especially given the populations, diversities, and gender balance that they represent, their customers being students.

Second, why isn't it carried forth in terms of legislation to the Canada Business Corporations Act and Bill C-25? I had several amendments that were defeated at this committee.

[Chandra Arya, Liberal, Nepean, ON]

Thank you, Mr. Chair.

Thank you all for coming.

Minister, I'm so glad that you're talking about diversity. We had Bill C-25 in this committee, and when that bill was introduced, the government did not show any direction as to what it meant by “diversity”. After deliberation in this committee, the government finally agreed to put into the regulation what it means by “diversity” in the bill. It says that it includes designated groups such as women, indigenous people, visible minorities, people with disabilities, and others.

I noticed in your speech that you talked about diversity. I would like to quote you. You said that science needs more women and more young people, that it needs more indigenous peoples and more differently abled Canadians. I guess it was an oversight that you didn't include visible minorities there in the speech, but that's okay, I know that you mean well.

On the investment in research, I'm so glad that we are back investing in fundamental research. It's very important for us to invest in this because this is what continues to keep Canada at the forefront of the new, global, knowledge-based economy.

One thing I know is that the bulk of the funds that are going to fund research are used very productively by the universities, but anecdotal evidence also states that some of it is going—and I don't know how to put it—to fund deadwood, that it's continuously subsidizing people who are not productive. Is there anything that's measurable? How can you measure the outputs or the deliverables of the huge investments we are making?

[Anita Vandenbeld, Liberal, Ottawa West—Nepean, ON]

Thank you very much.

Thank you, all, for being here today and of course being here again.

I noticed that two of you were talking about some of the measures that are in Bill C-25, the comply or explain measures. Also, there's a recent initiative in the federal public service, a pilot project, on name-blind hiring. I notice that Ms. Parsons talked about the willingness of employers to recruit and hire women and those with diverse backgrounds.

What impact do you think those measures will have? Is that enough or is there obviously more that can be done?

[Louise Champoux-Paillé, Corporate Director, Réseau des Femmes d'affaires du Québec]

Thank you very much, Madam Chair.

Ladies and gentlemen, thank you for inviting me here this morning.

I am pleased to represent the Réseau des femmes d'affaires du Québec before this committee. Our network is made up of more than 2,000 women throughout Quebec, and its influence is felt both in Canada and internationally. Our director is Ms. Ruth Vachon.

My name is Louise Champoux-Paillé. I teach governance and risk management at UQAM, and I serve on a number of boards of directors, including those of the Centre hospitalier de l'Université de Montréal and of the Centre hospitalier universitaire Sainte-Justine.

I have worked as a volunteer for over 30 years now promoting women at the highest levels of our organizations.

My objective this morning is to speak to your mandate, which is to examine ways to increase the entry, participation, retention and representation of women at high-level positions.

I will proceed as follows: I will present two of my key findings in this regard and then offer recommendations to increase the government's involvement.

To begin, I would like to provide an overview of the representation of women at the executive level of our organizations. Since there are no statistics on career paths in Canada, I will outline the situation in the United States, as it can be assumed that our situation is not so different from that in the United States.

Although women are almost equally represented initially, we have found that men become much more strongly represented in executive positions over time.

We have heard about the glass ceiling and the sticky floor, but there is also an organizational maze in which a number of women seem to get lost. What are the reasons for this? We find that women often begin their careers at lower levels than men do, have fewer advancement opportunities in key sectors, and that men have access to more seasoned mentors, which greatly accelerates the advancement of men. Finally, work-life balance policies are not still not widely enough available in our organizations. This maze is also created by a number of stereotypes, such as that women lack strong leadership to manage teams or that they are not interested in executive positions.

My second point pertains to the representation of women on company boards of directors. My most recent study pertains to the disclosures by Canadian publicly traded companies after the Canadian securities administrators, or CSA, adopted reporting requirements with respect to their diversity practices. Although there has been some improvement in recent years—26% at large corporations—, progress is very slow. As people say, the balanced representation of men and women will not happen tomorrow. The situation has become very worrisome at the executive level, since just 15% of women hold those positions.

What can we do to increase the representation of women at all levels of our organizations? My recommendations here will focus on potential actions by the federal government. Here are 10 recommendations.

First, all crown corporations and companies in which the government is a majority shareholder must adopt gender diversity policies with targets and timelines by 2018, with the ultimate objective of approaching gender equality at all levels in the next five years.

The second recommendation is to ensure that ministers who have the authority to suggest candidates for boards of directors are invited to suggest one man and one woman for each position.

Third, as part of Bill C-25, An Act to Amend the Canadian Business Corporations Act, the government should adopt regulations imposing reporting requirements on companies valued at $2 billion or more in order to achieve 40% representation of women by 2025.

Fourth, we have to create a strong pool of women among the next generation in the public service by creating an interdepartmental committee with the mandate to promote women's rights in the government's areas of activity.

Fifth, efforts to promote women entrepreneurs must be increased. Let us recall that women own 15.7% of SMEs in Canada, businesses that create more than 1.5 million jobs. Let us also recall that businesses owned by women are among the group of small businesses with the strongest growth. So it is important for the government to take action to support their growth, specifically by including more women in its supply chain.

Sixth, efforts must be made to mobilize Canadian banks so they better inform women business creators about the solutions available to help them, and conduct internal activities to promote entrepreneurship among women.

Seventh, we recommend that a national database of women candidates be created to showcase qualified women for director and senior management positions.

Eighth, data must be gathered and disseminated on appropriate government websites regarding the representation of women and men in other decision-making roles in order to inform the public and companies about best practices for gender diversity.

Ninth, executive recruitment firms must make a commitment to put forward at least one woman in the final list of potential candidates.

Tenth, the efforts by the prime minister to promote greater gender diversity in private and public organizations must be continued and intensified, along with those related to the development of women entrepreneurs.

Achieving greater gender balance requires changes in mentality, perception and ways of doing things, and the federal government can be a key driver of change.

Thank you for your attention.

I will be pleased to answer your questions.

[Sean Fraser, Liberal, Central Nova, NS]

We have about a minute and a half left, and I wanted to hit on a very big topic, the social attitudes and social context shift that you mentioned being an essential part of this. I met my best friend from home who is a Mountie up north and was encouraging his wife to apply as a parole officer; she's been thinking about it for years. Today when they were in the car their three-year old son said, “Daddy, don't be silly. Girls can't be Mounties”, and my friend pulled the car over and had a big chat with him, but these social attitudes are rampant.

There are some obvious things we can do. Bill C-25 addresses corporate boards. We can appoint a gender-equal cabinet. We can look at board appointments and that kind of thing.

Are there other things we can do as the federal government to help inspire the communities at large to help serve as an impetus that will get the social shift moving so it's not two generations from now?

[Karen Ludwig, Liberal, New Brunswick Southwest, NB]

Thank you.

I just have one quick question.

Both of you talked about the significance of diversity, and we have before the House Bill C-25 on diversity on boards. I will give you an example. When I was talking about the value of diversity, one comment that I had heard was, “But we want to have qualified people.” If someone is female or has a different background, why is there an instant conclusion made that they're not qualified? How do we change that? We know, as a government, looking at Bill C-25, that the the boards that are much more diversified are much more likely to be successful. We know from the Toronto Stock Exchange that companies with boards that have women on them are much more likely to have a higher return at the end of the year.

Help us out with that.

Budget Implementation Act, 2017, No. 1

[Arif Virani, Liberal, Parliamentary Secretary to the Minister of Canadian Heritage (Multiculturalism)]

Madam Speaker, I will be sharing my time with the member for Winnipeg South.

It is a pleasure for me to rise today to speak to budget 2017. I want to address key parts of the budget that I know would have an important and lasting impact on my riding of Parkdale—High Park in Toronto.

Since October 2015, I have heard loud and clear from my constituents about the issues that matter to them most. I know that budget 2017 would help to address their concerns and the concerns of all Canadians.

One of the most important issues to residents in my riding is access to housing. Since being elected, I have met with the Canadian Housing and Renewal Association and the Co-operative Housing Federation of Canada. I have also heard about this issue knocking on doors and in meetings with constituents and key stakeholders in my riding.

In Parkdale—High Park alone there are five co-op housing units that provide much-needed accommodation for low-income residents. The members of Dufferin Grove Housing Co-operative, Swansea Village Co-operative, 55 Howard Park Co-operative Homes, 91 Spencer Avenue Housing Co-operative, and John Bruce Village Co-operative have spoken to me and my staff about the critical need to ensure affordable housing stock in our cities. I am acutely aware of how urgent the housing crisis is, not only in Parkdale—High Park but right around the country.

I also know that housing is foundational. What I mean by that is that if we address people's housing needs, they will have better health outcomes, better educational outcomes, and better economic outcomes.

On March 29th I held a standing-room-only town hall in my riding on housing. I heard first-hand from the residents of Parkdale—High Park about just how important it is for our government to resolve the affordable housing issue and to work with local partners to make that happen. I am proud that budget 2017 would start to do just that.

Budget 2017 would make a historic $11-billion commitment to housing in this country. Combined with $4 billion in base funding, it would bring the total to $15 billion our government has committed in the first two years of our mandate to launch a much-needed national housing strategy. That would mean access to more affordable housing for residents in Parkdale—High Park.

The $15 billion in the aggregate would include the following investments. There would be $5 billion for a national housing fund to address critical housing issues and to prioritize support for vulnerable citizens. Who are they? They are seniors, indigenous people, survivors fleeing situations of domestic violence, people with disabilities, those dealing with mental health and addiction issues, and veterans.

There would be $3.2 billion for a renewed federal and provincial partnership on affordable housing. There would be $2.1 billion to expand and extend the homelessness partnering strategy beyond 2018-19.

As my second component, I would like to underscore families and child care. I am the husband and father of two young children. My boys are three and six. My riding of Parkdale—High Park is home to countless families just like mine. These families have reached out to me to talk about our government's first act, which was to cut taxes for the middle class. They have also welcomed the Canada child benefit, which targets tax-free benefits to those who need it most.

For those raising children in Parkdale—High Park and around the country, our first budget last year provided an initial $500 million for early learning and child care. Building on this, this budget would invest an additional $7 billion to support the creation of high-quality child care spaces across the country. This would mean up to 40,000 new subsidized child care spaces.

What this would mean for Parkdale—High Park and ridings around the country would be more options for parents who are literally fed up. It is from personal experience and from others in my riding that I know about people who sign on to countless child care waiting lists, literally the moment they conceive a child. Those people need a greater supply of much-needed day care spots, and they need options that will make it possible for them to return to work, including for women to return to work. That is something our government firmly believes in. This unprecedented investment would both address the supply of child care spaces and help drive down costs by boosting the number of subsidized spots.

Budget 2017 would do even more for families. We fulfilled our campaign commitment to introduce more flexibility and choice for parents on parental leave. These changes would allow parents to choose to receive their current benefits over an extended period of up to 18 months, rather than 12, and spend more time with their young children in those key early months.

On women and gender parity, the third subject I would like to discuss, this budget was a historic first. For the first time in Canadian history, in 150 years, a federal budget included a gender statement. The statement reflects the impact of programs, across government, on women and reflects our commitment as a government to ensuring that the goal of gender equality permeates every single thing we do as a federal government.

As an example, we believe that women deserve to feel safe, supported, and protected in communities, so on top of our historic child care investment, I was heartened to see $100.9 million allocated in the budget over the first five years, and $20 million thereafter, to establish a national strategy to address gender-based violence.

In the past, I have supported work on this issue in my riding of Parkdale--Hyde Park, particularly at The Redwood shelter, a shelter for women and children fleeing violence. I have seen the amazing work being done in my community at places like The Redwood, but I have also seen first-hand the critical need for investment and resources to end gender-based violence.

Budget 2017 would do more. It would address the critical need for funding for women abroad. I am proud that our government has endorsed what is known as the Dutch initiative and would be dedicating $650 million in international aid to the education of women and girls and to empower women to maintain control over their reproductive rights.

I am proud to serve in a government with Canada's first ever gender-equal cabinet and in a government that has introduced Bill C-25, which would improve gender diversity on corporate boards in the private sector.

We know that more needs to be done, but budget 2017 is an important step in the right direction toward achieving true gender equality across all government programs.

The fourth area is indigenous persons. In my role as Parliamentary Secretary to the Minister of Canadian Heritage, I am committed to our goal of rebuilding and repairing our relationship with indigenous peoples and to supporting the preservation of indigenous languages and culture. The mandate letter of the Minister of Canadian Heritage has an express commitment to provide funding and to enact legislation to promote, preserve, and enhance indigenous languages. I am honoured that the hon. minister has asked me to assist her with this project.

Building on the significant investments in budget 2016, budget 2017 would continue the important work of true reconciliation with indigenous persons. We would establish a new fiscal relationship that would lift the 2% cap on annual funding increases and move towards sufficient and predictable funding for first nations communities.

Budget 2017 allocates $225 million to provide access to affordable and culturally appropriate housing for Indigenous peoples living off-reserve. It also provides $300 million for the construction of housing in Canada’s north, and support for territorial governments to improve housing conditions. These investments will help approximately 3,000 families find adequate, suitable, and affordable housing. Budget 2017 also provides $225 million for housing providers who serve Indigenous peoples not living on reserves

We would also dedicate $828 million to improving health for first nations and Inuit, including $305 million for the non-insured health benefits program.

We would target mental health for first nations and Inuit, with $204.2 million going toward improving mental health services. We would build on our commitment to home care by investing $184 million for palliative and home care for first nations and Inuit communities.

The fifth area is transit and infrastructure. In my riding of Parkdale-High Park, I have heard time and again about the need for infrastructure investments in Canada, particularly to get people moving to work and school. Budget 2017 would deliver on this important commitment.

In budget 2017 we have committed $20 billion over the next decade, in partnership with the provinces and territories, for public transit projects that will shorten commutes, decrease air pollution, and allow Canadians to spend more time at home with their families. What would that mean in Parkdale--High Park? It would mean more subways, more streetcars, and more buses. It would mean access to more transit and greener transit, because our budget commitment would also include $21.9 billion in greener infrastructure.

The last subject I want to talk about as I conclude is vulnerable Canadians. What would the budget do for vulnerable Canadians? There is a new health agreement. There is $5 billion for mental health around the country and $6 billion for long-term care.

For low-income families, a dedicated fund of $13 million would be established to provide affordable access to the Internet for low-income families.

What would it do for asylum seekers? There would be legal aid for refugee applicants. I hear time and time again in Parkdale—High Park that we want to establish an open and compassionate program, accessible to all. The money dedicated, $60 million over five years, to enhance people's access to the refugee system would do just that.

There would be money dedicated to those who are victimized by hatred. We would double the security infrastructure program.

There would be money dedicated to newcomers who have problems integrating because their foreign credentials are not being recognized. There would be $27 million dedicated to foreign credential recognition.

For the LGBTQ community, there would be $3.6 million to protect and promote equality for people of different sexual orientations.

This government reflects a commitment to progressive values, housing, indigenous persons, women, families, and our most vulnerable. I will be supporting this budget. I urge everyone in this House to do the same.

[Navdeep Bains, Liberal, Mississauga—Malton, ON]

First of all, thank you very much for that question, Lloyd. I know you've had extensive experience sitting on numerous boards and understand board governance structure very well, and even the role of advisory committees.

Clearly, with Bill C-25 we were promoting and are promoting diversity on boards—diversity of thought, diversity of perspective. That diversity allows for better decision-making and better outcomes. There's clearly data around this, many studies demonstrate it, and it's good for the bottom line for many companies. Clearly it constitutes a strong value proposition.

We want to emulate what we preach in Bill C-25 and deploy it in a meaningful way as we move forward with the advisory council. We want to promote diversity of perspective and thoughts and regions and ideas in a very thoughtful way. This provides another opportunity for the Governor in Council process to be very open and transparent and to engage the greatest number of people we possibly can.

I believe a fair amount of excitement and attention will be given to this process because of our government's commitment to Statistics Canada and good-quality data, the fact that we reintroduced the mandatory long-form census, and the fact that we're reinforcing and strengthening the independence of Statistics Canada. This will encourage many people to become involved in the process, and therefore, we'll have many good people to choose from.

[Lloyd Longfield, Liberal, Guelph, ON]

Thanks, Mr. Chair.

Thanks, Mr. Minister, for being here. It's always good to have you here, and thanks to Mr. Knubley for joining us as well.

I want to build on what Mr. Masse was putting forward about Bill C-25 and the impact of that legislation on Bill C-36 and the way we would look at building the advisory council to have diversity within it. We had testimony about the number of people, but we haven't really addressed how we make sure that this strategic body has adequate diversity.

[Navdeep Bains, Liberal, Mississauga—Malton, ON]

You're well aware that on Bill C-25 a process took place in the committee. The changes were reflected in the legislative agenda, and there's a legislative process that would deal with them. It's very clear how that process works; it's very open.

From my perspective, however, on the specific question around the order in council and taking it to cabinet, we believe that doing so clearly provides transparency and accountability, and puts a spotlight on any changes the minister wants to make or that the chief statistician needs to undertake on matters of operational know-how. I think that level of accountability and transparency is unprecedented.

[Navdeep Bains, Liberal, Mississauga—Malton, ON]

Don't worry about it; I just wanted clarification on it. The changes you proposed, then, are to Bill C-25.