House of Commons Hansard #98 of the 42nd Parliament, 1st Session. (The original version is on Parliament's site.) The word of the day was immigration.

Topics

Wild SalmonPetitionsRoutine Proceedings

3:15 p.m.

NDP

Fin Donnelly NDP Port Moody—Coquitlam, BC

Mr. Speaker, I am pleased to table yet another petition in support of my private member's bill to strengthen the Fisheries Act, Bill C-228. This petition is signed by Canadians from Ontario, Quebec, and British Columbia.

The petitioners call on members of the House to vote yes to Bill C-228, when it comes to a vote later this year, and help save wild salmon.

Although the rules of the House do not allow me to endorse a petition, I am thrilled that Canadians right across the country support my bill.

SeniorsPetitionsRoutine Proceedings

3:15 p.m.

Conservative

Len Webber Conservative Calgary Confederation, AB

Mr. Speaker, it is also my pleasure to rise today to present a petition regarding seniors.

The petitioners call upon the House to appoint a minister of seniors and to develop a national strategy for seniors. It is their hope that such a focus will allow for better treatment of seniors and a better focus on the issues that affect seniors.

Small BusinessPetitionsRoutine Proceedings

3:15 p.m.

Conservative

Cheryl Gallant Conservative Renfrew—Nipissing—Pembroke, ON

Mr. Speaker, I am pleased to present a petition signed by campers with respect to the Minakwa Lodge in Gogama, Ontario, which is located in the picturesque riding of Nickel Belt.

The petitioners call upon the government to ensure that campgrounds with less than five full-time, year-round employees will continue to be recognized and taxed as small businesses.

HousingPetitionsRoutine Proceedings

3:15 p.m.

Green

Elizabeth May Green Saanich—Gulf Islands, BC

Mr. Speaker, I rise to present two petitions.

The first petition is from residents of Saanich—Gulf Islands, particularly Salt Spring Island and Mayne Island.

The petitioners call upon the government to follow the advice of the Federation of Canadian Municipalities and move to an affordable housing strategy for Canada.

The EnvironmentPetitionsRoutine Proceedings

3:15 p.m.

Green

Elizabeth May Green Saanich—Gulf Islands, BC

Mr. Speaker, the second petition is very specific to the Saanich Inlet. It is a very small inlet and pollution problems are mostly discharged from people living aboard their vessels.

The petitioners are working with Transport Canada, but ask that this be expedited to create a pollution free, discharge free zone for the Saanich Inlet.

150th Anniversary of ConfederationPetitionsRoutine Proceedings

3:15 p.m.

Conservative

Peter Van Loan Conservative York—Simcoe, ON

Mr. Speaker, as part of the government's war on history, neither Confederation nor its history are included as permitted themes for the 150th anniversary of Confederation.

The petition I present today has been organized by members of three historical societies: the Williams Lake Museum & Historical Society, Williams Lake being a community whose history dates back to the Confederation era; the Barrhead & District Historical Society in Alberta, which runs the Barrhead Centennial Museum, a museum established in 1967 as a centennial project; and, the North Peace Historical Society, whose museum is located in Centennial Park in Fort St. John, B.C. Historical projects like these were undertaken across Canada to celebrate the centennial of Confederation in 1967.

To help Canadians know and celebrate their history, the petitioners call upon the government to reverse the decision to exclude Confederation as a theme of the 150th anniversary of Confederation, and to pay respect to Canada's history by making Confederation a theme of the 150th anniversary of Confederation.

Animal WelfarePetitionsRoutine Proceedings

3:20 p.m.

NDP

Don Davies NDP Vancouver Kingsway, BC

Mr. Speaker, I have two petitions to introduce today.

The first petition is from a number of constituents who are deeply concerned about the extent of animal use in both private and publicly-funded scientific research in Canada.

The petitioners point out that these animals are made to endure severe pain that is near or above the pain tolerance threshold of unanesthetized conscious animals, and that the studies may be of long duration, after which the animals may be killed or recycled.

They request that the government implement an immediate ban on any scientific research on animals that fall under the Canadian Council on Animal Care's categories of invasiveness D and E. They would like Canada to be a North American leader in the use of humane approaches that are proving more effective, cost efficient, and humane.

Blood DonationsPetitionsRoutine Proceedings

3:20 p.m.

NDP

Don Davies NDP Vancouver Kingsway, BC

Mr. Speaker, the second petition is from a number of people who are concerned about the ban on men who have sex with men from donating blood if they have not had sexual contact for at least one year.

The petitioners point out that every blood donation has several blood samples taken to test for infectious disease. They point out that studies have recognized that the human immunodeficiency virus and STDs are transmittable across all genders and sexualities.

They therefore would like to adopt a science-based screening process for blood donors that does not discriminate on the basis of gender or sexual preference, and have Canada immediately defer this policy and change it so all people can donate blood, regardless of their sexual orientation.

Cell TowersPetitionsRoutine Proceedings

3:20 p.m.

Conservative

David Tilson Conservative Dufferin—Caledon, ON

Mr. Speaker, I have a petition with almost 1,400 signatures of people who are concerned about cell towers.

The petitioners point out that there are studies in Brazil, Israel, and Germany which show that the cancer rate increases up to 40 times higher within 400 metres of a cell tower than beyond 1,000 metres.

They ask the government to ensure that cellular antennae towers are kept away from schools and other sensitive areas, and enforce continuous monitoring during and after the installation of cellular antennas/towers for minimum achievable radiofrequency and microwave radiation levels.

Questions on the Order PaperRoutine Proceedings

3:20 p.m.

Winnipeg North Manitoba

Liberal

Kevin Lamoureux LiberalParliamentary Secretary to the Leader of the Government in the House of Commons

Mr. Speaker, I ask that all questions be allowed to stand.

Questions on the Order PaperRoutine Proceedings

3:20 p.m.

Liberal

The Speaker Liberal Geoff Regan

Is that agreed?

Questions on the Order PaperRoutine Proceedings

3:20 p.m.

Some hon. members

Agreed.

Motions for PapersRoutine Proceedings

3:20 p.m.

Winnipeg North Manitoba

Liberal

Kevin Lamoureux LiberalParliamentary Secretary to the Leader of the Government in the House of Commons

Mr. Speaker, I ask that all notices of motions for the production of papers be allowed to stand.

Motions for PapersRoutine Proceedings

3:20 p.m.

Liberal

The Speaker Liberal Geoff Regan

Is that agreed?

Motions for PapersRoutine Proceedings

3:20 p.m.

Some hon. members

Agreed.

Canada Business Corporations ActGovernment Orders

3:20 p.m.

Mississauga—Malton Ontario

Liberal

Navdeep Bains LiberalMinister of Innovation

moved that Bill C-25, An Act to amend the Canada Business Corporations Act, the Canada Cooperatives Act, the Canada Not-for-profit Corporations Act, and the Competition Act, be read the second time and referred to a committee.

Mr. Speaker, I rise to speak to Bill C-25. This government is making innovation a priority. That means means helping Canadian companies drive growth and create jobs that strengthen the middle class. It also means growing companies that can compete in the global marketplace.

The government's inclusive innovation agenda is a plan to drive economic growth through innovation. As legislators, we have a responsibility to set the ground rules for doing business, and we have the means to create the winning conditions for people and companies to innovate and thrive.

It is no accident that our innovation agenda has the word “inclusive” attached to it.

This government recognizes that our country is at its most prosperous when everyone has a fair chance to succeed.

Bill C-25, which I present to the House today, makes important adjustments to the framework laws that govern the Canadian marketplace. These laws set out how corporations are organized.

They also promote investor confidence and a competitive marketplace. These conditions support long-term investment and economic growth, and this bill would make it easier for Canadian companies to harness their innovation to succeed. It would also position businesses to operate in the global and digital marketplace.

Before describing these changes in more detail, I will speak to the global context in which these framework laws operate.

Today's marketplace is complex and changing rapidly. Global companies are becoming local companies and competitors, and new technologies are providing companies with vast amounts of information to make decisions.

Technology also allows transactions to happen quickly across the global, and the global marketplace is more interconnected then ever before. A disruption or discovery in one part of the world can have profound consequences in another.

To remain competitive, companies must understand how their partners, suppliers, competitors, and customers do business. Our government is committed to making Canada a global innovation leader.

This means enabling businesses to grow, increasing our country's productivity, and creating well-paying jobs for the middle class. It also means Canada's marketplace framework laws must be updated to reflect a global and digital economy.

These laws must be updated to enhance investor confidence, foster competition, and contribute to an inclusive economic growth agenda. These laws should also support investment and innovation without unduly burdening businesses.

The amendments I have tabled today would provide the foundation for a 21st century marketplace.

They will align Canada’s framework laws with best practices in jurisdictions around the world.

The bill sets out measures to modify the way corporate directors are elected. The bill also contains measures to improve diversity on corporate boards and in senior management level positions.

The goal is to attract the best and brightest from as wide a talent pool as possible. This is how Canada can make full use of the competitive advantage granted to us by this extraordinary diversity of our population.

Additionally, Bill C-25 would improve corporate transparency.

It will eliminate outdated instruments of commerce and modernize shareholder communications. These changes will reflect the new norms and practices of a digital economy.

The bill would increase business certainty and flexibility as well. It would allow Canadian businesses to focus on what makes them most productive, efficient, and innovative. The laws being amended in this bill include the Canada Business Corporations Act, or CBCA.

This statute sets out the rules that facilitate the interaction among shareholders, directors, management, and other interested parties involved in corporate decision-making. In 2015, there were approximately 270,000 companies incorporated under the act. The CBCA serves as a model for other governance laws.

The Canada Cooperatives Act is the framework legislation for federally incorporated non-financial co-operatives. The Canada Not-for-profit Corporations Act is the framework law for non-share capital corporations. In 2015, there were more than 19,000 federally incorporated not-for-profit corporations under the act.

The Competition Act is a law of general application that addresses anti-competitive business conduct. It examines and seeks to address the activities of firms that may be harming competition in the marketplace. By improving and clarifying the rules under which our firms operate, we are positioning them for long-term growth.

We are also aligning Canada’s practices with international best practices in corporate governance.

October is Women's History Month. This is a time when we celebrate the women who have shaped Canada's history as leaders, entrepreneurs, scholars, artists, and trailblazers in all spheres of life. Let me address what the bill does for diversity.

As I have said before, I firmly believe it is our moral duty to promote diversity and inclusion.

Under-representation of different segments of our population is not only a question of fairness, it affects the bottom line. In the boardroom, as in life, taking into consideration viewpoints from a variety of perspectives can lead to innovative thinking and better performance. Innovation requires fresh ideas, new ideas, and the best ideas can come from anyone, anywhere.

We live in an age when anyone with a smartphone can connect, create, collaborate, trade, and sell, regardless of distance. Because the tools to create knowledge and value are now available to everyone, a teenager can start her own technology company.

A university student can launch a social-media platform that becomes a global sensation overnight.

The broader the talent pool, the greater the potential for the next great app to emerge.

Our government is committed to doing all we can to unlock the full potential of Canadians, especially those who are under-represented in certain sectors of today's economy. I know that all parliamentarians support this goal as well.

Earlier this year, this Parliament unanimously passed, and this was a point of pride, Bill C-11, which allowed Canada to become the first G7 country to adopt the Marrakesh Treaty. I was proud to announce this piece of legislation in the House and see it receive the support of all parliamentarians.

The Marrakesh Treaty benefits three million Canadians who are visually impaired or print disabled. As a result of the treaty, they will have better access to books and other copyrighted materials. As a result of better access to knowledge, these Canadians will be able to fully participate in the economy. That is how our government's commitment to diversity allows Canadians from all walks of life to become productive members of society.

Bill C-25 builds on that commitment to innovation and prosperity through diversity.

As part of the reforms to the CBCA, corporations would be required to disclose to shareholders the composition of their boards and senior management. They would also be required to make public their diversity policies. Those corporations without a diversity policy would have to explain why they do not have one.

This amendment will complement existing measures already adopted by most provincial securities regulators.

It would apply to all publicly traded CBCA corporations, regardless of which securities regulator they reported to.

By taking into account the composition of boards, investors could make informed choices when they exercised their voting rights.

These reforms are designed to facilitate a conversation between shareholders and corporations on how they are promoting diversity.

The goal is to encourage corporations to consider a broader range of candidates and skill sets among their senior leaders.

The second set of amendments contained in Bill C-25 aims to promote greater shareholder democracy. The goal is to ensure that the voting process allows shareholders to have their voices heard in a meaningful way.

The bill would make three key reforms to the process of electing corporate directors. These reforms would affect publicly traded CBCA corporations and publicly traded co-operatives incorporated under the Canada Cooperatives Act.

First, the bill would require the prescribed corporations and co-operatives to hold annual votes for the election of corporate directors. Currently the law permits directors to hold office for up to three years before a vote is required. The entrenchment of company boards can hamper innovative thinking.

Ensuring that shareholders can make changes more often is a step in the right direction.

Second, directors under the CBCA would be elected individually, not as a slate or a group of candidates. An all-or-nothing approach prevents voters from meaningfully exercising their democratic rights and bringing in the board they want.

Third, the bill would permit shareholders to vote explicitly against a candidate in an uncontested election, that is, when the number of candidates was the same as the number of board positions to be filled. Even when there was no competing candidate, a prospective director would still need enough votes in support of her candidacy to make up a majority of the votes cast to be elected.

Of course, there is more to shareholder participation than simply voting. Transparency and clarity are important to shareholders as well.

The bill would modernize shareholder communications to align practices with how businesses are conducted today. The bill would permit CBCA corporations and co-operatives incorporated under the Canada Cooperatives Act to provide their shareholders or members with online access to relevant documents related to an annual meeting. This notice and access system would reduce costs, conserve resources, and increase business efficiency.

In addition, the bill would simplify the deadline for shareholders to submit proposals to directors so that they could participate in meetings more often and effectively.

The fourth amendment would make it clear that CBCA corporations and federal non-financial co-operatives would be prohibited from issuing share certificates and share warrants in bearer form. Much like cash, a bearer share is owned by whoever holds the physical stock certificate. The issuing firm neither registers the owner nor tracks any transfers of ownership, and when these instruments are issued in blank form, they can be used as a vehicle for money laundering or terrorist financing. That is because they are easily transferrable and untraceable.

This amendment would require all shares to be registered. It is a preventive measure that would be particularly relevant to law enforcement.

It will ensure that Canada aligns its rules with the recommendations of the international Financial Action Task Force.

The bill would also amend the Competition Act to broaden the understanding of what makes one business entity affiliated with another. Currently, because of its outdated definition, there is a risk that business between affiliates could be viewed under the law as a joint action with competitors.

The existing law does not fully account for non-corporate structures, such as sole proprietorships, partnerships, or trusts. This uncertainty could lead to companies being needlessly exposed to sanctions under the act, and re-organization among affiliated companies could be interpreted as a merger of competing firms.

That process could require notifying the Commissioner of Competition. It could also incur a fee and a significant amount of paperwork. There is also the risk that a collaborative project between two affiliated companies could be treated as an arrangement between competing firms. It could be misrepresented or misinterpreted as harmful competition or outright collusion.

To address this legislative gap, the bill would update the Competition Act's rules on affiliation and would make the rules business-structure neutral. This update would ensure, clearly and explicitly, that businesses that are engaged in joint ventures with their affiliates are not subjected unwittingly to the act's enforcement provisions.

This amendment will create certainty and replace an outdated framework that can cost businesses unnecessary time and resources.

One of the key features of this bill is that it positions Canada among world leaders in corporate governance. For example, most member states of the European Union have implemented gender diversity legislation. Both the United Kingdom and Australia have required disclosure, including a comply or explain model in the latter case, which saw significant improvements in terms of board representation.

In the United States, publicly listed companies have adopted policies on majority voting for corporate directors. Even in Canada we have seen provincial securities regulators adopt similar rules that promote greater shareholder participation and corporate diversity.

These amendments are an important step forward.

They would modernize corporate governance laws to align with today's technological realities and support business efficiency. They would promote greater transparency, accountability, and public confidence in the marketplace and give investors the information they need to make informed decisions about their investments.

Above all, these amendments recognize the great asset that is our country's diversity. Canada's business community would have a crucial role in promoting diversity. Some have already done so, and I know that others will step up to show that they are committed to growing our economy by tapping Canada's full potential. By modernizing our ground rules and aligning with international standards, Canada can position itself for the inclusive innovation and growth that would propel this country going forward.

I am proud to be launching this important initiative today on behalf of the Government of Canada.

Canada Business Corporations ActGovernment Orders

3:40 p.m.

NDP

Brian Masse NDP Windsor West, ON

Madam Speaker, comply or explain is one way we can go about having gender equity on boards. It is important to note that this is only the second time this bill has been looked at and amended. We are looking at 40 years of not being actively engaged on this file, and we have seen a lot of financial issues that affected Canadians not only here at home but internationally.

The minister is looking at a comply or explain strategy, but why not take the full step and set targets to chase after to ensure that we do not have to wait around to see what is next.

Some jurisdictions that have gone with this have not been successful in making the transition, so I would suggest that perhaps we need a stronger stick. The carrot-and-stick approach is often used with corporations that have not been doing a good job with regard to some of the equality issues we have had to deal with, and this is one of them. It is not just in Canada, in particular. We are in a time when we need to make sure that there is going to be greater enforcement.

If that is not going to work, I would ask if the minister is open to an amendment I will be proposing that there be a review of this legislation within five years. I want to ensure that there is actually going to be a continuation of this goal of having greater equity in boardrooms across this country. I believe that there will be quite a discussion about comply or explain at the end of committee deliberations, but what is the backup plan?

Canada Business Corporations ActGovernment Orders

3:40 p.m.

Liberal

Navdeep Bains Liberal Mississauga—Malton, ON

Madam Speaker, I would like to thank my hon. colleague for his very thoughtful question and his engagement on this bill. We have had numerous discussions about the subject-matter that he raised.

The member is right. The last time we had significant changes to the framework and the framework laws was in 2001. He is absolutely correct in his assessment of the situation at the corporate board level. Only 13.1% have women corporate directors right now. That is absolutely unacceptable. There are 40% of companies that do not have any women on their boards.

This is the challenge with which we are dealing. The idea of comply or explain, and putting forward this policy is really a reflection of watching what happened in the U.K. and Australia, when they put these measures into place. They did see a significant jump in the number of women at the senior level positions, senior management, and at the board level. We are trying to see how this unfolds.

I do acknowledge that the member opposite has put forward some ideas and thoughts with respect to amendments. There is a process in committee to look at that. As a government we do not have a monopoly on good ideas. We always look forward to the opportunity of engaging the opposition, and seeing what ideas they come back with.

That is the underlying premise of this bill. It is promoting diversity, different viewpoints and thoughts, and coming together with a progressive agenda that really speaks to our diversity, and the fact that we want to have an inclusive agenda going forward.

The member opposite raises some good points. I look forward to having that discussion, and so do my colleagues at committee, when he brings those amendments forward.

Canada Business Corporations ActGovernment Orders

3:45 p.m.

Liberal

Julie Dabrusin Liberal Toronto—Danforth, ON

Madam Speaker, I was happy to hear this presentation, and to hear the minister speak about requiring comply or explain in boards of directors.

Just today, I was at a lunch where we talked about the media coverage of women in sport. One of the issues that came up was that at a board of directors meeting, if there are not that many women present, and they are discussing what kind of coverage they should have of women in sport, the discussion might be quite different if there are more women sitting at the table and participating in that discussion.

Does the minister agree that it is not only about having more women on boards, because it is good to have more women on boards, but because of the ripple effect that it can have as to the way we do things in this country? It can have a ripple effect that could actually bring gender parity all the way through different ripples, if we include more women.

Canada Business Corporations ActGovernment Orders

3:45 p.m.

Liberal

Navdeep Bains Liberal Mississauga—Malton, ON

Madam Speaker, the member raises a very good point. It is not simply a moral duty and obligation that we have as a society to make sure we see better diversity reflected at the most senior levels, at the board level, and senior management, it is also good business practice. It is good for the bottom line. It is good for the customers. It is good for having new, creative ideas and solutions, and being innovative, thoughtful, and progressive.

We want to make sure that we see this replicated, not only in corporate Canada but at the government level. Under the leadership of our Prime Minister, we want to demonstrate that, as we move forward with appointments, we have a process that is really going to bring the best and brightest forward. We are also going to have a strong diversity lens to make sure that we reflect the true diversity in society in the government appointment process.

We also want to not only show leadership at the government level but to tell corporate Canada and businesses that they have a responsibility, an obligation, to promote diversity. I am confident, when they put forward the diversity policies, it is going to be very engaging for the shareholders, and it is really going to be good for the bottom line.

Canada Business Corporations ActGovernment Orders

3:45 p.m.

Conservative

Luc Berthold Conservative Mégantic—L'Érable, QC

Madam Speaker, this bill is clearly of great interest to us.

I was the mayor of Thetford Mines for seven years, and there was only one woman around the table of ten councillors. When she decided to step down, I was very worried that the council would not have female representation. That would have been unfortunate. Together with other community members, I had to find ways to attract women to the job and to ensure that they were engaged and not intimidated by the overrepresentation of men. They have their place on municipal councils and also on boards of directors. I believe that women really do have a place there.

Has the minister thought of other ways to promote these positions on corporate boards? It is good to show openness, but we must pave the way and ensure that women really do have a place, and not just a symbolic place.

Canada Business Corporations ActGovernment Orders

3:45 p.m.

Liberal

Navdeep Bains Liberal Mississauga—Malton, ON

Madam Speaker, I agree with my colleague. He makes a strong case and asks a good question.

His view is shared by many in the House, and those who were part of the consultation process. Just to highlight that, the Canadian Coalition for Good Governance, for example, is very supportive and said when these amendments are enacted, the federal government will have made many of the important changes required to bring Canada's federal corporate laws to best in class global standards.

We also have received support from the Ontario Securities Commission. Its CEO said:

As we continue to call on corporate Canada to make gender diversity a priority in the boardroom and executive suite, we are especially pleased by the proposal to expand our comply or explain approach to more Canadian companies.

Again, there is more support from the Ontario Teachers' Pension Plan. We want to create this new inclusive culture that promotes diversity at the board level. Hopefully, it will expand to different levels of government, and different aspects of society because it is not only the right thing to do but it is also good for businesses.

Canada Business Corporations ActGovernment Orders

3:50 p.m.

NDP

Wayne Stetski NDP Kootenay—Columbia, BC

Madam Speaker, I have always believed that the more diverse a committee, or a board, or the House of Commons, the better the discussion and the decision-making.

I am happy to see these changes coming forward. I also hope that the hon. member will support the amendment, and actually attach some targets to it.

I am curious, if there are no targets, what is the government planning to do to at least measure whether this is actually having any impact or not moving forward?

Canada Business Corporations ActGovernment Orders

3:50 p.m.

Liberal

Navdeep Bains Liberal Mississauga—Malton, ON

Madam Speaker, the objective of the bill is to change behaviour. The objective of the bill is to see improvements at the corporate level, at the management level, and we will be monitoring it very closely.

We want to see how progress is being made, and that is part of our government's overall objective in promoting diversity. With respect to amendments or changes, I look forward to the discussion that will take place at committee with hon. colleagues. I also look forward to appearing before committee as well to speak about that and many other issues that will be presented.

Canada Business Corporations ActGovernment Orders

3:50 p.m.

Conservative

Diane Finley Conservative Haldimand—Norfolk, ON

Madam Speaker, before I begin, I ask for unanimous consent to share my time with the member for Mégantic—L'Érable.