Canada Innovation Corporation Act (S.C. 2023, c. 26, s. 238)

Marginal note:Alternative title

1 This Act may be cited as the Canada Innovation Corporation Act.

Marginal note:Definitions

2 The following definitions apply in this Act.

appropriate Minister

appropriate Minister has the same meaning as in section 2 of the Financial Administration Act. (ministre compétent)

Board

Board means the board of directors of the Corporation. (conseil)

Corporation

Corporation means the Canada Innovation Corporation continued under section 5. (Corporation)

federal institution

federal institution means

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  (a) a department, as defined in section 2 of the Financial Administration Act; or

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  (b) a Crown corporation, as defined in subsection 83(1) of that Act. (institution fédérale)

Minister

Minister means the Minister of Industry or, if another federal minister is designated under section 4, that minister.‍ (ministre)

Marginal note:Inconsistency

3 In the event of any inconsistency between this Act and Part X of the Financial Administration Act, this Act prevails to the extent of the inconsistency.

Marginal note:Order in council

4 The Governor in Council may, by order, designate any federal minister to be the Minister referred to in this Act.

Marginal note:Continuation

5 The Canada Innovation Corporation, incorporated under the Canada Business Corporations Act, is continued as a corporation under this Act.

Marginal note:Head office

6 The head office of the Corporation is to be at a place in Canada that is designated by the Governor in Council.

Marginal note:Not Crown agent

7 The Corporation is not an agent of His Majesty in right of Canada, except when

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  (a) providing advice to a federal institution at the request of the appropriate Minister;

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  (b) developing, delivering or administering programs under paragraph 10(e);

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  (c) negotiating arrangements or agreements or carrying out any activities related to such arrangements or agreements under paragraph 10(f); or

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  (d) carrying out any activity conducive to the carrying out of its purpose that the Governor in Council may, by order, specify.

Marginal note:Capacity

8 In carrying out its purpose, the Corporation has the capacity, rights, powers and privileges of a natural person.

Marginal note:Purpose

9 The purpose of the Corporation is to maximize business investment in research and development across all sectors of the economy and in all regions of Canada to promote innovation-driven economic growth.

Marginal note:Functions

10 In carrying out its purpose, the Corporation may

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  (a) act as a centre of expertise on national and international industrial and technology trends;

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  (b) promote the ownership and retention of intangible assets in Canada;

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  (c) monitor, analyze and disseminate information on research and development in Canada, including for the purposes of supporting the evaluation of programs related to its purpose and improving those programs;

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  (d) provide financial support, including in the form of grants, or advice;

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  (e) at the request of the appropriate Minister, made after consultation by the appropriate Minister with the Minister, develop, deliver or administer a program on behalf of a federal institution to the extent that the Corporation is able to recover the incurred costs that are specified by the Board;

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  (f) at the request of the appropriate Minister, made after consultation by the appropriate Minister with the Minister, negotiate arrangements or agreements with foreign entities on behalf of a federal institution or carry out any activities related to such arrangements or agreements on behalf of a federal institution; and

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  (g) carry out any other function conducive to the carrying out of its purpose that the Governor in Council may, by order, specify.

Marginal note:Composition of Board

11 The Board consists of a chairperson and not fewer than four and not more than 11 other directors.

Marginal note:Appointment of directors

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  12 (1) Each director, other than the chairperson, is to be appointed by the Minister, after consultation by the Minister with the Minister of Finance and the Board and with the approval of the Governor in Council, for a term of not more than four years that will ensure, to the extent possible, the expiry in any one year of the terms of office of not more than one half of the directors.

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  Marginal note:Federal public administration

  (2) No more than two of the directors appointed under subsection (1) may be appointed from among persons who occupy a position in the federal public administration.

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  Marginal note:Appointment of chairperson

  (3) The chairperson is to be appointed by the Minister, after consultation by the Minister with the Minister of Finance and the Board and with the approval of the Governor in Council, for a term that the Governor in Council considers appropriate.

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  Marginal note:Ineligibility — chairperson

  (4) A person is not eligible to be appointed or to continue as the chairperson if they occupy a position in the federal public administration.

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  Marginal note:Continuation in office

  (5) The chairperson may, with the authorization of the Board, continue in office after the expiration of their term of office until the earlier of

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    (a) the 180th day after the day on which their term of office ends, and

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    (b) the day on which they are reappointed or their successor is appointed.

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  Marginal note:Absence or incapacity — chairperson

  (6) If the chairperson is absent or unable to act or the office of chairperson is vacant, the Board may authorize one of the other directors to act as chairperson, but that person is not authorized to act as chairperson for a period of more than 180 days without the approval of the Governor in Council.

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  Marginal note:Removal from office

  (7) The chairperson and each of the other directors holds office during pleasure and may be removed by the Minister after consultation by the Minister with the Minister of Finance and the Board and with the approval of the Governor in Council.

Marginal note:Appointment of chief executive officer

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  13 (1) The chief executive officer of the Corporation is to be appointed by the Minister, after consultation by the Minister with the Minister of Finance, from among persons nominated by the Board, for a term that the Minister considers appropriate.

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  Marginal note:No overlapping offices

  (2) A person is not entitled to hold the offices of director and chief executive officer at the same time.

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  Marginal note:Reappointment

  (3) The chief executive officer is eligible to be reappointed at the end of their term of office.

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  Marginal note:Continuation in office

  (4) The chief executive officer may, with the authorization of the Board, continue in office after the expiration of their term of office until the earlier of

  • The following provision is not in force.

    (a) the 180th day after the day on which their term of office ends, and

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    (b) the day on which they are reappointed or their successor is appointed.

• The following provision is not in force.

  Marginal note:Absence or incapacity — chief executive officer

  (5) If the chief executive officer is absent or unable to act or the office of chief executive officer is vacant, the Board may authorize an officer or employee of the Corporation to act as chief executive officer, but that person is not authorized to act as chief executive officer for a period of more than 180 days unless the Minister, after consultation by that Minister with the Minister of Finance, approves a longer period.

• The following provision is not in force.

  Marginal note:Removal from office

  (6) The chief executive officer holds office during pleasure and may be removed by the Minister after consultation by the Minister with the Minister of Finance and the Board.

Marginal note:Attendance of chief executive officer at meetings

14 Subject to any by-law of the Board, the chief executive officer may attend meetings of the Board or any committee of the Board.

Marginal note:Accident compensation

15 The directors, chief executive officer and employees of the Corporation are deemed to be employees for the purposes of the Government Employees Compensation Act and to be employed in the federal public administration for the purposes of any regulations made under section 9 of the Aeronautics Act.

Marginal note:Guidelines

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  16 (1) The Board must establish guidelines respecting conflicts of interest and confidential information.

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  Marginal note:Copy to Minister

  (2) The Board must, after establishing or modifying the guidelines, provide a copy of the guidelines to the Minister.

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  Marginal note:Modifications

  (3) The Minister may, after consulting the Board, modify the guidelines respecting conflicts of interest as they apply to the chief executive officer.

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  Marginal note:Sections 116 and 117 of Financial Administration Act

  (4) The guidelines respecting conflicts of interest must be consistent with sections 116 and 117 of the Financial Administration Act.

Marginal note:Evaluation committee

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  17 (1) The Board must establish an evaluation committee that is responsible for advising the Corporation on matters relating to the provision of financial support by the Corporation.

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  Marginal note:Directors not eligible

  (2) Directors are not eligible to be members of the committee.

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  Marginal note:By-laws

  (3) The Board may make by-laws respecting the committee, including respecting the matters relating to the provision of financial support on which it is to advise the Corporation and respecting the expertise of its members.

Marginal note:Restriction on directives

18 A directive must not be given to the Corporation under subsection 89(1) of the Financial Administration Act requiring the Corporation to provide financial support to a specific entity or a group of specific entities or requiring the Corporation to provide advice to a specific entity or a group of specific entities.

Marginal note:Disclosure of information to federal institutions

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  19 (1) The Corporation may disclose any information in its possession to a federal institution if that disclosure is related to the carrying out of the Corporation’s purpose.

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  Marginal note:Disclosure of information to Corporation

  (2) A federal institution may disclose any information in its possession to the Corporation if that disclosure is related to the carrying out of the Corporation’s purpose.

Marginal note:Payments out of Consolidated Revenue Fund

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  20 (1) Subject to subsection (2), the Minister must pay out of the Consolidated Revenue Fund the following amounts, or any greater amounts specified in an appropriation Act, to the Corporation:

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    (a) for the financial year ending March 31, 2024, $198,000,000;

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    (b) for the financial year ending March 31, 2025, $775,000,000;

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    (c) for the financial year ending March 31, 2026, $800,000,000;

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    (d) for the financial year ending March 31, 2027, $800,000,000; and

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    (e) for each subsequent financial year, $525,000,000.

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  Marginal note:Withholding of payment

  (2) The Minister may, with the approval of the Minister of Finance, withhold all or part of the payment for a financial year.

• The following provision is not in force.

  Marginal note:Consultation with Board

  (3) The Minister must consult the Board before withholding all or part of a payment.

• The following provision is not in force.

  Marginal note:Report

  (4) If the Minister withholds a payment, the Minister must cause a report setting out the reasons for withholding the payment to be tabled in each House of Parliament on any of the first 15 days on which that House is sitting after the payment has been withheld.