Financial Administration Act (R.S.C., 1985, c. F-11)

Policy

Marginal note:Restriction

145 Nothing in this Part or the regulations shall be construed as authorizing the auditor or examiner of a Crown corporation to express any opinion on the merits of matters of policy, including the merits of

• (a) the objects or purposes for which the corporation is incorporated, or the restrictions on the businesses or activities that it may carry on, as set out in its charter;

• (b) the objectives of the corporation; and

• (c) any business or policy decision of the corporation or of the Government of Canada.

Qualified Privilege

Marginal note:Qualified privilege

146 Any oral or written statement or report made under this Part or the regulations by the auditor or a former auditor, or the examiner or a former examiner, of a Crown corporation has qualified privilege.

Costs

Marginal note:Cost of audit and examinations

• 147 (1) The amounts paid to an auditor or examiner of a Crown corporation for preparing any report under section 132, 139, 140 or 141 shall be reported to the President of the Treasury Board.

• Marginal note:Idem

  (2) Where the Auditor General of Canada is the auditor or examiner of a Crown corporation, the costs incurred by him in preparing any report under section 132, 139, 140 or 141 shall be disclosed in the next annual report of the Auditor General and be paid out of the moneys appropriated for his office.

Audit Committee

Marginal note:Audit committee

• 148 (1) Each parent Crown corporation that has four or more directors shall establish an audit committee composed of not less than three directors of the corporation, none of whom may be officers or employees of the corporation or any of its affiliates.

• Marginal note:Idem

  (2) In the case of a parent Crown corporation that has less than four directors, the board of directors of the corporation constitutes the audit committee of the corporation and shall perform the duties and functions assigned to an audit committee by any provision of this Part and the provision shall be construed accordingly.

• Marginal note:Duties

  (3) The audit committee of a parent Crown corporation shall

  • (a) review, and advise the board of directors with respect to, the financial statements that are to be included in the annual report of the corporation;

  • (b) oversee any internal audit of the corporation that is conducted pursuant to subsection 131(3);

  • (c) review, and advise the board of directors with respect to, the annual auditor’s report of the corporation referred to in subsection 132(1);

  • (d) in the case of a corporation undergoing a special examination, review, and advise the board of directors with respect to, the plan and reports referred to in sections 138 to 141; and

  • (e) perform such other functions as are assigned to it by the board of directors or the charter or by-laws of the corporation.

• Marginal note:Auditor’s or examiner’s attendance

  (4) The auditor and any examiner of a parent Crown corporation are entitled to receive notice of every meeting of the audit committee and, at the expense of the corporation, to attend and be heard at each meeting, and, if so requested by a member of the audit committee, the auditor or examiner shall attend any or every meeting of the committee held during his term of office.

• Marginal note:Calling meeting

  (5) The auditor or examiner of a parent Crown corporation or a member of the audit committee may call a meeting of the committee.

• Marginal note:Wholly-owned subsidiary

  (6) Where the report referred to in subsection 132(1) is to be prepared in respect of a wholly-owned subsidiary separately, subsections (1) to (5) apply, with such modifications as the circumstances require, in respect of the subsidiary as though

  • (a) the references in subsections (1) to (5) to a parent Crown corporation were references to the subsidiary; and

  • (b) the reference in paragraph (3)(a) to the annual report of the corporation were a reference to the annual report of the parent Crown corporation that wholly owns the subsidiary.

Reports

Marginal note:Accounts, etc., to Treasury Board or appropriate Minister

• 149 (1) A parent Crown corporation shall provide the Treasury Board or the appropriate Minister with such accounts, budgets, returns, statements, documents, records, books, reports or other information as the Board or appropriate Minister may require.

• Marginal note:Report on material developments

  (2) The chief executive officer of a parent Crown corporation shall, as soon as reasonably practicable, notify the appropriate Minister, the President of the Treasury Board and any director of the corporation not already aware thereof of any financial or other developments that, in the chief executive officer’s opinion, are likely to have a material effect on the performance of the corporation, including its wholly-owned subsidiaries, if any, relative to the corporation’s objectives or on the corporation’s requirements for funding.

• Marginal note:Report on wholly-owned subsidiaries

  (3) Each parent Crown corporation shall forthwith notify the appropriate Minister and the President of the Treasury Board of the name of any corporation that becomes or ceases to be a wholly-owned subsidiary of the corporation.

Marginal note:Annual report

• 150 (1) Each parent Crown corporation shall, as soon as possible, but in any case within three months, after the termination of each financial year submit an annual report on the operations of the corporation in that year concurrently to the appropriate Minister and the President of the Treasury Board, and the appropriate Minister shall cause a copy of the report to be laid before each House of Parliament on any of the first fifteen days on which that House is sitting after he receives it.

• Marginal note:Reference to committee

  (2) An annual report laid before Parliament pursuant to subsection (1) stands permanently referred to such committee of Parliament as may be designated or established to review matters relating to the businesses and activities of the corporation submitting the report.

• Marginal note:Form and contents

  (3) The annual report of a parent Crown corporation shall include

  • (a) the financial statements of the corporation referred to in section 131,

  • (b) the annual auditor’s report referred to in subsection 132(1),

  • (c) a statement on the extent to which the corporation has met its objectives for the financial year,

  • (d) such quantitative information respecting the performance of the corporation, including its wholly-owned subsidiaries, if any, relative to the corporation’s objectives as the Treasury Board may require to be included in the annual report, and

  • (e) such other information as is required by this Act or any other Act of Parliament, or by the appropriate Minister, the President of the Treasury Board or the Minister of Finance, to be included in the annual report,

  and shall be prepared in a form that clearly sets out information according to the major businesses or activities of the corporation and its wholly-owned subsidiaries, if any.

• Marginal note:Idem

  (4) In addition to any other requirements under this Act or any other Act of Parliament, the Treasury Board may, by regulation, prescribe the information to be included in annual reports and the form in which that information is to be prepared.

Marginal note:Consolidated quarterly reports

• 151 (1) The President of the Treasury Board shall, as soon as feasible after the end of each fiscal quarter of each fiscal year, make public a consolidated quarterly report on the business and activities of all parent Crown corporations, based on the quarterly financial reports that have been made public under subsection 131.1(3), and the annual reports of those corporations that were laid before Parliament under subsection 150(1), in that fiscal quarter.

• Marginal note:Contents

  (2) The consolidated quarterly report shall include

  • (a) a list naming all Crown corporations;

  • (b) the names of all or any corporations of which any shares are held by, on behalf of or in trust for the Crown or a Crown corporation, as the President of the Treasury Board considers appropriate;

  • (c) financial data in respect of the parent Crown corporations, including their aggregate borrowings;

  • (d) information indicating, in respect of the summaries and annual reports that were to be laid before each House of Parliament under this Part during the fiscal quarter to which the consolidated quarterly report relates, the time at, before or within which they were to be laid and the time that they were in fact laid before that House;

  • (e) a list naming any parent Crown corporation that does not make public a report as required by subsection 131.1(3), if the 60-day period to do so ends in the fiscal quarter to which the consolidated quarterly report relates; and

  • (f) any other information that the President of the Treasury Board may require.

152 [Repealed, 2012, c. 19, s. 220]

DIVISION IVGeneral

Commercially Detrimental Information

Marginal note:Commercially detrimental information

• 153 (1) Nothing in this Part or the Statutory Instruments Act shall be construed as requiring the tabling before either House of Parliament of any information the publication of which, in the opinion of the appropriate Minister, would be detrimental to the commercial interests of a parent Crown corporation or a wholly-owned subsidiary of a parent Crown corporation.

• Marginal note:Tabling

  (2) Where information in a directive is not tabled pursuant to subsection (1), the appropriate Minister shall cause that information to be laid before each House of Parliament on any of the first fifteen days on which that House is sitting after he is notified that the directive has been implemented.

• Marginal note:Consultation

  (3) Before forming an opinion whether the publication of any information would be detrimental as described in subsection (1), the appropriate Minister shall consult the board of directors of the parent Crown corporation concerned or whose wholly-owned subsidiary is concerned, as the case may be.

• Marginal note:Exception

  (4) Subsection (1) does not apply in respect of the annual auditor’s report referred to in subsection 132(1) or the report of an examiner referred to in section 141.

Sanction

Marginal note:Contravention of Act or regulations

154 Where a director, chairperson or chief executive officer of a Crown corporation has wilfully contravened this Part or the regulations, or has wilfully caused the corporation to contravene this Part or the regulations, the Governor in Council may suspend him, with or without remuneration, for such period as the Governor in Council deems appropriate.

Offence

Marginal note:Fraud against Her Majesty

• 154.01 (1) A director, officer or employee of a Crown corporation who, by deceit, falsehood or other fraudulent means, in connection with the collection, management or disbursement of money belonging to the corporation, defrauds the corporation of any money, securities, property or service is guilty of an indictable offence and liable on conviction

  • (a) if the amount of the money or the value of the securities, property or service does not exceed $5,000, to a fine not exceeding $5,000 and to imprisonment for a term not exceeding five years; or

  • (b) if the amount of the money or the value of the securities, property or service exceeds $5,000, to a fine not exceeding that amount or that value and to imprisonment for a term not exceeding fourteen years.

• Marginal note:Employment

  (2) A person who is convicted of an offence under subsection (1) in respect of a corporation is, after the time for final appeal has expired, ineligible to be an employee of the corporation.

154.1 [Repealed, 2020, c. 1, s. 55]

PART XIMiscellaneous

Marginal note:Deduction and set-off

• 155 (1) Where any person is indebted to

  • (a) Her Majesty in right of Canada, or

  • (b) Her Majesty in right of a province on account of taxes payable to any province, and an agreement exists between Canada and the province whereby Canada is authorized to collect the tax on behalf of the province,

  the appropriate Minister responsible for the recovery or collection of the amount of the indebtedness may authorize the retention of the amount of the indebtedness by way of deduction from or set-off against any sum of money that may be due or payable by Her Majesty in right of Canada to the person or the estate of that person.

• Marginal note:Payments in respect of which Canada has contributed

  (2) Where, in the opinion of the Minister of Finance,

  • (a) any person is indebted to a province by reason of having received from the province a payment, in respect of which Canada has contributed under any Act, to which that person was not entitled, and

  • (b) the province has made reasonable efforts to effect recovery of the amount of such indebtedness,

  the Minister may require the retention of the amount of the indebtedness by way of deduction from or set-off against any sum of money that may be due and payable by Her Majesty in right of Canada to that person, and the amount so deducted, less the portion thereof that in the opinion of the Minister is proportionate to the contribution in respect thereof made by Canada, may be paid to the province out of the Consolidated Revenue Fund.

• Marginal note:Recovery of over-payment

  (3) The Receiver General may recover any over-payment made out of the Consolidated Revenue Fund on account of salary, wages, pay or pay and allowances out of any sum of money that may be due or payable by Her Majesty in right of Canada to the person to whom the over-payment was made.

• Marginal note:Consent of other Minister

  (4) No amount may be retained under subsection (1) without the consent of the appropriate Minister under whose responsibility the payment of the sum of money due or payable referred to in that subsection would but for that subsection be made.

Marginal note:Interest on amounts owed to Her Majesty

• 155.1 (1) Subject to subsections (4) and (5) and except as otherwise provided by or pursuant to any other Act of Parliament, or any regulation, order, contract or arrangement, interest is payable to Her Majesty in accordance with the regulations on any amount owed to Her Majesty

  • (a) as a result of an overpayment or an erroneous payment; or

  • (b) under any other Act of Parliament, or any regulation, order, contract or arrangement.

• Marginal note:Administrative charge

  (2) Subject to subsections (4) and (5) and except as otherwise provided by or pursuant to any other Act of Parliament, or any regulation, order, contract or arrangement, an administrative charge is payable in accordance with the regulations where, in payment or settlement of an amount due to Her Majesty, a person

  • (a) tenders an instrument that is subsequently dishonoured; or

  • (b) has authorized the direct debiting at a specified time of an account at a financial institution and the debit is not made at the specified time.

• Marginal note:Debt due to Her Majesty

  (3) Any interest or administrative charge payable pursuant to this section is a debt due to Her Majesty and may be recovered pursuant to section 155 or in any court of competent jurisdiction.

• Marginal note:No interest or administrative charge payable

  (4) No interest or administrative charge is payable pursuant to this section where the appropriate Minister waives the interest or administrative charge in accordance with the regulations.

• Marginal note:Reduced interest or administrative charge payable

  (5) Where the appropriate Minister, in accordance with the regulations, reduces any interest or administrative charge that would otherwise be payable pursuant to this section, the reduced interest or administrative charge is the amount payable.

• Marginal note:Regulations

  (6) The Treasury Board may make regulations prescribing

  • (a) rates of interest, or the manner of calculating rates of interest, payable under subsection (1);

  • (b) administrative charges, or the manner of calculating administrative charges, payable under subsection (2);

  • (c) terms and conditions for the imposition and payment of interest and administrative charges under this section; and

  • (d) terms and conditions under which the appropriate Minister may waive or reduce the interest or administrative charges payable pursuant to this section.

• Marginal note:Idem

  (7) Any of the matters referred to in paragraphs (6)(a) to (d) may be prescribed with respect to any class of debts or debtors or with respect to any circumstances giving rise to a debt.