Bill C-42 (Historical)

An Act to amend the Canada Business Corporations Act and to make consequential and related amendments to other Acts

This bill is from the 44th Parliament, 1st session, which ended in January 2025.

Sponsor

Status

This bill has received Royal Assent and is now law.

Summary

This is from the published bill. The Library of Parliament has also written a full legislative summary of the bill.

This enactment amends the Canada Business Corporations Act to, among other things,
(a) require the Director appointed under that Act to make available to the public certain information on individuals with significant control over a corporation;
(b) protect the information and identity of certain individuals;
(c) add, or broaden the application of, offences and provide the Director with additional enforcement and compliance powers; and
(d) add regulatory authority to prescribe further requirements in certain provisions.
It also makes consequential and related amendments to other Acts.

Elsewhere

All sorts of information on this bill is available at LEGISinfo, an excellent resource from Parliament. You can also read the full text of the bill.

Bill numbers are reused for different bills each new session. Perhaps you were looking for one of these other C-42s:

C-42 (2017) Veterans Well-being Act

C-42 (2014) Law Common Sense Firearms Licensing Act

C-42 (2012) Law Enhancing Royal Canadian Mounted Police Accountability Act

C-42 (2010) Law Strengthening Aviation Security Act

Votes

June 22, 2023 Passed 3rd reading and adoption of Bill C-42, An Act to amend the Canada Business Corporations Act and to make consequential and related amendments to other Acts

June 20, 2023 Passed Concurrence at report stage of Bill C-42, An Act to amend the Canada Business Corporations Act and to make consequential and related amendments to other Acts

June 20, 2023 Failed Bill C-42, An Act to amend the Canada Business Corporations Act and to make consequential and related amendments to other Acts (report stage amendment)

June 19, 2023 Passed Time allocation for Bill C-42, An Act to amend the Canada Business Corporations Act and to make consequential and related amendments to other Acts

June 1, 2023 Passed 2nd reading of Bill C-42, An Act to amend the Canada Business Corporations Act and to make consequential and related amendments to other Acts

Debate Summary

This is a computer-generated summary of the speeches below. Usually it’s accurate, but every now and then it’ll contain inaccuracies or total fabrications.

Bill C-42 amends the Canada Business Corporations Act to create a public registry of beneficial owners, aiming to increase corporate transparency and combat money laundering, tax evasion, and terrorist financing. The bill mandates corporations to disclose individuals with significant control and grants Corporations Canada enhanced powers for inquiry and information sharing. While supported by multiple parties as a step in the right direction, some argue that it doesn't go far enough, particularly regarding the ownership threshold, the inclusion of provincial corporations and real estate, and the protection of whistle-blowers.

Liberal

Supports the bill: The Liberal party supports Bill C-42, which proposes amendments to the Canada Business Corporations Act to create a federal beneficial ownership registry. They believe the registry would be an important tool to detect, deter, and prosecute financial crimes.
Interoperability is key: The party emphasizes the importance of interoperability of the registry with both domestic and international standards. They note that using the beneficial ownership open data standard ensures Canada's registry can communicate effectively with other registries worldwide and with provincial and territorial partners.
Provinces must participate: The Liberals acknowledge the major role the provinces and territories have to play. They praise British Columbia's leadership in creating its own beneficial ownership registry and highlight ongoing collaboration with provinces to harmonize beneficial ownership regimes.
Maintains 25% threshold: The party defends maintaining the 25% ownership threshold for disclosure. They argue that this aligns with international standards, domestic practices, and anti-money laundering legislation, and that lowering it would introduce interoperability issues.

Conservative

Supports the bill's intent: Conservatives acknowledge the need to combat money laundering and support the bill's goal of increasing accountability and transparency. However, they believe the bill could have been significantly improved with more thorough study and consideration of amendments.
Threshold concerns: The party argues the 25% threshold for significant control is too high and should be lowered to 10% to capture more individuals and provide law enforcement with more information. They cite expert testimony supporting a lower threshold and its potential to aid criminal investigations.
Law enforcement access: The Conservatives express concern over limitations on law enforcement's access to information, arguing for direct access to the registry and broader powers for investigative bodies like FINTRAC. They criticize the bill's failure to remove restrictions on information disclosure, except for minors.
Provincial harmonization: The Conservatives emphasize the need for harmonization between federal and provincial registries, highlighting the fact that only a small percentage of businesses are federally incorporated. They express concern that the bill's effectiveness will be limited without full participation and interoperability with provincial systems, especially concerning real estate holdings.

NDP

Supports public beneficial ownership registry: The NDP supports the creation of a public beneficial ownership registry to address tax revenue loss due to tax havens and to ensure corporations pay their fair share. They believe this registry will lift the veil of secrecy around corporate actors, helping to identify and hold accountable those avoiding taxes.
Need for urgent action: The NDP emphasizes the urgency of passing Bill C-42 to create the registry, especially in light of the need to enforce sanctions against individuals like Russian oligarchs hiding assets in Canada. They highlight that Canada is lagging behind its allies in implementing such registries and should act swiftly to address this.
Bill should pass this summer: The NDP is concerned that implementation of the registry will take time after the legislation passes. They want to ensure that officials have a legislated mandate from Parliament to begin putting the registry into effect as soon as possible.
Possible improvements: While acknowledging some imperfections in the bill, the NDP expresses a willingness to address its weaknesses in the future. One example of improvement would be lowering the ownership threshold, but that would need provincial cooperation.

Bloc

Supports the bill: The Bloc Québécois supports Bill C-42 because it will reveal who is really behind shell corporations, making it easier to fight tax evasion, money laundering and the financing of illegal activities. They also approve of the federal-provincial consultation and the bill's respect for Quebec's jurisdiction.
Bill is overdue: Bloc members believe the bill is long overdue, resulting from federal-provincial agreements reached in 2017 and 2018. The bill amends laws on business corporations to ensure they remain harmonized, which will make Canada more effective in the fight against money laundering and terrorism.
Need to name owners: Bloc members believe the current law only mentions directors, however, even if the directors are ethical, a company will not be cleaner if the investors and owners are not. Naming the owners explicitly in the registry will remove the temptation for criminals to invest in businesses.
Fines may be arbitrary: A Bloc member thinks that perhaps the fine should be based on profits declared instead of a fixed amount of $100,000, as for some companies $100,00 may be a lot, while for others it may be very little.

Was this summary helpful and accurate?

Canada Business Corporations ActGovernment Orders

June 19th, 2023 / 8:35 p.m.

Some hon. members

Agreed.

The House resumed from June 19 consideration of Bill C-42, An Act to amend the Canada Business Corporations Act and to make consequential and related amendments to other Acts, as reported (with amendments) from the committee, and of Motion No. 1.

Canada Business Corporations ActGovernment Orders

June 20th, 2023 / 3:20 p.m.

The Speaker Anthony Rota

It being 3:20 p.m., pursuant to order made on Thursday, June 23, 2022, the House will now proceed to the taking of the deferred recorded division on the motion at report stage of Bill C-42.

Call in the members.

(The House divided on the motion, which was negatived on the following division:)

Vote #391

Canada Business Corporations ActGovernment Orders

June 20th, 2023 / 3:45 p.m.

The Speaker Anthony Rota

I declare Motion No. 1 lost.

Canada Business Corporations ActGovernment Orders

June 20th, 2023 / 3:50 p.m.

Liberal

Dan Vandal Liberal Saint Boniface—Saint Vital, MB

moved that the bill, as amended, be concurred in at report stage.

Canada Business Corporations ActGovernment Orders

June 20th, 2023 / 3:50 p.m.

The Speaker Anthony Rota

If a member of a recognized party present in the House wishes that the motion be carried or carried on division or wishes to request a recorded division, I would invite them to rise and indicate it to the Chair.

Canada Business Corporations ActGovernment Orders

June 20th, 2023 / 3:50 p.m.

Liberal

Sherry Romanado Liberal Longueuil—Charles-LeMoyne, QC

Mr. Speaker, I request a recorded division.

(The House divided on the motion, which was agreed to on the following division:)

Vote #392

Canada Business Corporations ActGovernment Orders

June 20th, 2023 / 4 p.m.

The Speaker Anthony Rota

I declare the motion carried.