Other Amendments (clauses 134-136)

Briefing Book
An Act to amend the Canada Business Corporations Act and the Canada Cooperatives Act

Bill Clause No. 134
CBCA Section No. 6(1)(d), 173(1)(n), 174(1)(c), 174(2), (3) and (4), 174(6), 176(1)(h), 176(3), and 190(1)(a)
Topic Technical Amendments

Sources of Proposed Law 

Changes From Present Law 
The French version of the Act is amended by replacing the word "appartenance" with the words "droit de propriété".
This change will be made in the following sections:6(1)d), 173(1)n), 174(1)c), 174(2), (3) et (4), 174(6), 176(1)h), 176(3) and 190(1)a).

Purpose of Change 
This technical change clarifies the wording and application of the Act.

Similar Provincial Laws 

Current Wording 
6. (1)d) éventuellement les restrictions imposées à l'émission, au transfert ou à l'appartenance de ses actions;

Proposed Wording 
6. (1)d) éventuellement les restrictions imposées à l'émission, au transfert ou au droit de propriété de ses actions;

Bill Clause No. 135 and Schedule
CBCA Section No. schedule
Topic Gender Neutralization (Technical Amendments)

Sources of Proposed Law 

Changes From Present Law 
Amend the English version of the CBCA, to the extent possible, to remove gender specific language and replace it with gender neutral language.

Purpose of Change 
There are over 100 references in the statute to "he", "him" and "his", particularly in relation to the CBCA Director. This amendment would remove this gender bias and incorporate language that represents both genders.

Similar Provincial Laws 

Current Wording 
N/A

Proposed Wording
N/A

Bill Clause No. 136
CBCA Section No. Unknown
Topic Review by Parliament

Sources of Proposed Law 
1996 Report of the Standing Senate Committee on Banking, Trade and Commerce on Corporate Governance

Changes From Present Law 
This amendment would require a committee of the Senate, of the House of Commons, or of both Houses of Parliament to undertake a review of the provisions and operations of the CBCA and to table a report of the findings of such a committee before both Houses of Parliament within five years of the coming into force of this section, and within ten years thereafter.

Purpose of Change 
This amendment was introduced by Senator Oliver in the Senate prior to third reading of Bill S-11. Senator Oliver was of the view that Parliament should review the CBCA on a periodic basis given the importance of the statute to Canadian corporations and the rapid pace of change in the business world, both from a domestic and international point of view.

Similar Provincial Laws 

Current Wording 
N/A

Proposed Wording 
136. A committee of the Senate, of the House of Commons or of both Houses of Parliament that is designated or established for the purpose shall, within five years after the coming into force of this section, and within every ten years thereafter, undertake a review of the provisions and operations of the Canada Business Corporations Act, and shall, within a reasonable period thereafter, cause to be laid before each House of Parliament a report thereon.