Canada Marine Act (S.C. 1998, c. 10)

Marginal note:Powers of port authority re railways

• 29 (1) Subject to its letters patent, to any other Act and to any regulations made under any other Act, a port authority may

  • (a) construct, purchase, lease, operate and maintain railways on lands it manages, holds or occupies;

  • (b) enter into agreements with any person for the maintenance of the railways referred to in paragraph (a) and for their operation, in a manner that will provide all railway companies whose lines reach the port with the same facilities for traffic as those enjoyed by that person; and

  • (c) enter into arrangements with any person for facilitating traffic to, from or within the limits of the port.

• Marginal note:Application of other Acts

  (2) A railway referred to in paragraph (1)(a) is not subject to Part III of the Canada Transportation Act but the Governor in Council may make regulations applying any provision of the Railway Safety Act and any regulations made under that Act to such a railway.

• Marginal note:Airport operation

  (3) Subject to its letters patent, to any other Act, to any regulations made under any other Act and to any agreement with the Government of Canada that provides otherwise, a port authority that operates an airport shall do so at its own expense.

Marginal note:Power to make by-laws

30 Unless the letters patent provide otherwise, the directors of a port authority may, by resolution, make, amend or repeal by-laws that regulate the affairs of the port authority or the duties of its officers and employees.

Marginal note:Borrowing policy

• 30.1 (1) The directors of a port authority that is subject to a code governing its power to borrow shall certify to the Minister that the borrowing policy is in compliance with the code.

• Marginal note:Changes to borrowing policy

  (2) If there are any changes in respect of the borrowing policy, the directors of the port authority shall certify to the Minister that the policy remains in compliance with the code.

• Marginal note:Copy of policy

  (3) The directors of the port authority shall provide a copy of the borrowing policy to the Minister if the Minister requests one.

Marginal note:Borrowing powers

• 31 (1) Subject to the letters patent, a port authority may borrow money on the credit of the port authority for port purposes.

• Marginal note:Delegation of borrowing powers

  (2) Unless the letters patent or by-laws of a port authority provide otherwise, the board of directors may, by resolution, delegate the powers referred to in subsection (1) to a committee established by the directors.

• Marginal note:No security interest in property

  (3) Subject to subsection (4), a port authority may not mortgage, hypothecate or otherwise create a security interest in any federal real property or federal immovable that it manages in any way other than to create a security interest in the revenues of that property.

• Marginal note:Pledge of fixtures

  (4) A port authority may, if authorized in the letters patent, create a security interest in fixtures on federal real property and federal immovables to the same extent as Her Majesty could create such an interest and may, instead of Her Majesty, execute and deliver the documents required for that purpose.

• Marginal note:Definition of security interest

  (5) For the purposes of subsections (3) and (4), security interest means an interest in or charge on property or fixtures mentioned in those subsections to secure the discharge of an obligation or liability of the port authority.

• Marginal note:Application of provincial law

  (6) A grant under subsection (4) may be effected by any instrument by which an interest in real property or a right in an immovable may be granted by a private person under the laws in force in the province in which the federal real property, federal immovable or fixtures are situated.

Marginal note:Powers to invest

32 A port authority may invest any moneys in its reserves or any moneys that it does not immediately require in

• (a) debentures, bonds, bankers’ acceptances or other debt obligations of or guaranteed by Her Majesty in right of Canada or any province or municipality in Canada or any member of the Canadian Payments Association; or

• (b) investments of a category prescribed by regulation by the Governor in Council for the purposes of this section.

Marginal note:Deemed knowledge of letters patent

33 A person who deals with a port authority, acquires rights from a port authority or directly or indirectly acquires rights relating to a port authority is deemed to know the contents of the letters patent of the port authority.

Annual Meeting

Marginal note:Annual meeting

34 The directors of a port authority shall call an annual meeting not later than eighteen months after the port authority comes into existence and subsequently not later than fifteen months after holding the last preceding annual meeting.

Marginal note:Meeting open to public

• 35 (1) The annual meeting of a port authority shall be open to the public and held in any of the municipalities where the port is situated, in premises large enough to accommodate the anticipated attendance.

• Marginal note:Notice of meeting

  (2) A port authority shall, at least thirty days before the annual meeting, have a notice published in a major newspaper published or distributed in the municipalities where the port is situated setting out the time and location of the meeting and specifying that the port authority’s financial statements are available to the public at its registered office.

• Marginal note:Availability to public

  (3) At the annual meeting, the board of directors shall ensure

  • (a) that there are available a sufficient number of copies of the most recent audited annual financial statements of the port authority for the persons present at the meeting; and

  • (b) that the chief executive officer and the directors are available to answer questions about the operations of the port authority posed by the persons present at the meeting.

Marginal note:Annual financial statements

36 The board of directors of a port authority shall present at every annual meeting

• (a) comparative financial statements that relate separately to

  • (i) the period that ended not more than six months before the annual meeting and that began on the date the port authority came into existence or, if the port authority has completed a fiscal year, immediately after the end of the last completed fiscal year, and

  • (ii) the immediately preceding fiscal year;

• (b) the report of the auditor of the port authority; and

• (c) any further information respecting the financial position of the port authority and its wholly-owned subsidiaries and the results of their operations required by this Act, any regulations made under this Act, the letters patent or the by-laws.

Financial Management

Marginal note:Public to get financial statements

• 37 (1) A port authority shall make available for inspection by the public, at its registered office during normal business hours at least thirty days before the annual meeting, its audited annual financial statements and those of its wholly-owned subsidiaries for the preceding fiscal year.

• Marginal note:Contents

  (2) The financial statements shall be prepared in accordance with generally accepted accounting principles and consist of at least the following:

  • (a) a balance sheet;

  • (b) a statement of retained earnings;

  • (c) a statement of income and expenses; and

  • (d) a statement of changes in financial position.

• Marginal note:Remuneration

  (3) The annual financial statements shall set out the total remuneration paid in money or in kind to each of the following persons in that year by the port authority or its wholly-owned subsidiary, including any fee, allowance or other benefit:

  • (a) the directors;

  • (b) the chief executive officer; and

  • (c) the officers and employees whose remuneration exceeds a prescribed threshold.

• Marginal note:Statements to be given to Minister

  (4) A port authority shall submit to the Minister its audited annual financial statements, and those of its wholly-owned subsidiaries, at least thirty days before the port authority’s annual meeting.

• Marginal note:Other information to be given to Minister

  (5) A port authority shall provide the Minister with such accounts, budgets, returns, statements, documents, records, books, reports or other information as the Minister may require, including information about any contingent liabilities of the port authority or of its wholly-owned subsidiaries.

Marginal note:Books and systems

• 38 (1) A port authority shall ensure that, in respect of itself and its wholly-owned subsidiaries,

  • (a) books of account and accounting records are kept; and

  • (b) financial and management control and information systems and management practices are maintained.

• Marginal note:Keeping of books

  (2) The books, records, systems and practices shall be kept and maintained in a manner that will provide reasonable assurance that

  • (a) the assets of the port authority are safeguarded and controlled;

  • (b) the transactions of the port authority are in accordance with this Part and the letters patent and by-laws of the port authority; and

  • (c) the financial, human and physical resources of the port authority are managed economically and efficiently and the operations of the port authority are carried out effectively.

Marginal note:Business plan

39 A port authority shall, within three months after the end of each fiscal year, submit to the Minister, in respect of itself and each of its wholly-owned subsidiaries, a five-year business plan containing any information that the Minister may require, including any material changes in respect of information provided in the previous business plan.

Marginal note:Manner of presenting information

40 The financial statements and business plan of a port authority shall be prepared in a form that clearly sets out information about each of the activities of the port authority and its wholly-owned subsidiaries, with the information about port activities referred to in paragraph 28(2)(a) set out separately from the information about other activities referred to in paragraph 28(2)(b).

Special Examinations

Marginal note:Special examinations

• 41 (1) A port authority shall have a special examination carried out to determine whether the books, records, systems and practices referred to in subsection 38(1) were, in the period under examination, maintained in a manner that provided reasonable assurance that they met the requirements of subsection 38(2).

• Marginal note:Time for examination

  (2) A special examination shall be carried out at least once every five years and at any additional times that the Minister may require.

• Marginal note:Plan

  (3) Before beginning a special examination, the examiner shall survey the systems and practices of the port authority and submit a plan for the examination, including a statement of the criteria to be applied, to the audit committee of the port authority, or if there is no audit committee, to the board of directors, and, in the case where the Minister has required the special examination to be carried out, to the Minister.

• Marginal note:Disagreements

  (4) Where the examiner and the audit committee or board of directors disagree about the plan, the Minister may make a final determination with respect to it.

• Marginal note:Reliance on internal audit

  (5) The examiner shall, to the extent the examiner considers it feasible, rely on an internal audit carried out by the port authority.