Port Authorities Management Regulations (SOR/99-101)

Regulations are current to 2019-06-20 and last amended on 2016-03-29. Previous Versions

PART 5Crown Indemnity

  •  (1) A port authority shall indemnify Her Majesty in right of Canada for any action, claim or demand brought against, discharged or satisfied by Her Majesty, or any liability, obligation, loss, damage, cost or expense incurred, discharged or satisfied by Her Majesty because the port authority acted, or in consequence of the port authority acting, as agent of Her Majesty, including, without limiting the generality of the foregoing, an action, claim, demand, liability, obligation, loss, damage, cost or expense arising

    • (a) by or through the acts or omissions of the employees, agents, contractors, tenants or invitees of the port authority or those of any other person; or

    • (b) in respect of a judgment or decision that Her Majesty satisfies, in whole or in part, under subsection 23(1) of the Act.

  • (2) Subsection (1) applies if the action, claim, demand, liability, obligation, loss, damage, cost or expense arises

    • (a) from the port authority’s exercise of, or its failure to exercise, any power or right under the Act, the regulations under the Act or its letters patent; or

    • (b) by operation of law or otherwise, in respect of the operation of the port, including the management, using, occupying, leasing or licensing of federal real property.

  • (3) Subsection (1) does not apply if the action, claim, demand, liability, obligation, loss, damage, cost or expense is in respect of

    • (a) the administration, by the Minister, of the Act or the letters patent; or

    • (b) an agreement or contract between Her Majesty and the port authority, except as provided in the agreement or contract.

  • (4) The Minister shall provide to the port authority notice of any action, claim, demand, liability, obligation, loss, damage, cost or expense for which the port authority is to indemnify Her Majesty and

    • (a) in the case of federal real property, the port authority shall undertake and defend any legal proceedings with respect to that property, as required by paragraph 45(1)(c) of the Act; and

    • (b) in any other case, the Minister shall provide to the port authority an opportunity, in consultation with the Minister and subject to the terms and conditions that the Minister may specify, to assume control of any negotiations, settlement or defence and to discharge or satisfy the action, claim, demand, liability, obligation, loss, damage, cost or expense.

PART 5.1Amalgamation

  •  (1) The Governor in Council may, by issuing a certificate of intent to amalgamate, require two or more port authorities to amalgamate and continue as one port authority in accordance with the certificate and may, at any time after the period set out in subsection (2), amalgamate the port authorities by issuing a certificate of amalgamation.

  • (2) A notice of the certificate of intent to amalgamate shall be published in at least one major newspaper that is published or distributed in the municipalities where the ports managed by a port authority specified in the certificate are situated. The notice shall state that interested persons may, in accordance with the notice, make written representations to the Minister within 30 days after the day on which the notice is published.

  • SOR/2007-103, s. 1

 A port authority specified in a certificate of intent to amalgamate may, for the purposes of the amalgamation, disclose personal information about its employees to any other port authority specified in the certificate.

  • SOR/2007-103, s. 1
  •  (1) The Governor in Council may revoke a certificate of intent to amalgamate by issuing a certificate of revocation of intent to amalgamate at any time before the certificate of amalgamation is issued.

  • (2) A notice of the certificate of revocation of intent to amalgamate shall be published in at least one major newspaper that is published or distributed in the municipalities where the ports managed by a port authority specified in the certificate of intent to amalgamate are situated. If possible, the notice shall be published in the same newspapers as the notice of the certificate of intent to amalgamate.

  • (3) The revocation takes effect on the date set out in the certificate of revocation of intent to amalgamate.

  • SOR/2007-103, s. 1

 A certificate of intent to amalgamate and, if applicable, a certificate of revocation of intent to amalgamate shall be sent to each port authority specified in the certificate.

  • SOR/2007-103, s. 1

 A certificate of amalgamation shall specify the day on which the amalgamation takes effect and contain the letters patent of the amalgamated port authority, which include the information set out in subsection 8(2) of the Act.

  • SOR/2007-103, s. 1

 Any certificate issued under this Part shall be published in the Canada Gazette.

  • SOR/2007-103, s. 1

 On the day on which an amalgamation takes effect

  • (a) every director of an amalgamating port authority who remains in office continues as a director of the amalgamated port authority for the balance of their term or until they cease to hold office in accordance with subsection 19(1) of the Act;

  • (b) the navigable waters within the jurisdiction of each amalgamating port authority continue to be within the jurisdiction of the amalgamated port authority;

  • (c) the property, rights and interests of each amalgamating port authority continue to be the property, rights and interests of the amalgamated port authority;

  • (d) the management of any federal real property or federal immovable that the Minister has given to an amalgamating port authority under subsection 44(2) of the Act continues to be given to the amalgamated port authority;

  • (e) the real property or immovables occupied by each amalgamating port authority continue to be occupied by the amalgamated port authority;

  • (f) the amalgamated port authority continues to be liable for the obligations of each amalgamating port authority;

  • (g) an existing cause of action, claim or liability to prosecution is unaffected;

  • (h) a civil, criminal or administrative action or proceeding pending by or against an amalgamating port authority may be continued to be prosecuted by or against the amalgamated port authority;

  • (i) a conviction against, or ruling, order or judgment in favour of or against, an amalgamating port authority may be enforced by or against the amalgamated port authority;

  • (j) every fee fixed by an amalgamating port authority continues in force until the expiry date specified in the provision that fixes the fee or until the amalgamated port authority repeals that provision or replaces the fee; and

  • (k) the letters patent contained in the certificate of amalgamation are the letters patent of the amalgamated port authority.

  • SOR/2007-103, s. 1

 An amalgamation does not constitute a disposition of the property, rights and interests of an amalgamating port authority to the amalgamated port authority.

  • SOR/2007-103, s. 1

PART 6Liquidation and Dissolution

Interpretation

 In this Part, the court having jurisdiction is the court in the place where the port authority has its registered office.

Certificate of Intent

  •  (1) On the issuance of a certificate of intent to dissolve under subsection 55(1) of the Act and subject to the provisions of the certificate and section 62 of these Regulations, the port authority shall cease to carry on business except the business that is required for an orderly liquidation.

  • (2) Subject to section 62, after the issuance of a certificate of intent to dissolve, the port authority shall

    • (a) without delay have notice of the certificate sent to each of its known creditors;

    • (b) without delay take reasonable steps to give notice of the certificate in each province where the port authority was carrying on business at the time the certificate of intent to dissolve was issued;

    • (c) proceed to collect its property, dispose of properties that are not to be distributed in kind, discharge all its obligations and do all the other acts required to liquidate its business; and

    • (d) after complying with paragraphs (a) and (b) and adequately providing for the payment or discharge of all its obligations, remit the proceeds of liquidation to Her Majesty in right of Canada in accordance with subsection 55(1) of the Act.

Cessation of Business and Powers

 If a liquidator is appointed to carry out a liquidation of the assets of a port authority, the powers of the directors cease and vest in the liquidator, unless the liquidator or a court authorizes otherwise.

Application for Supervision of Liquidation

 The Minister or any interested person may, at any time during the liquidation of a port authority, apply to a court for an order that the liquidation be continued under the supervision of the court as provided in this Part, and on that application the court may so order and make any further order it thinks fit.

 
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