Bill S-3 · 41th Parliament · Stephen Harper
Federal Law–Civil Law Harmonization Act, No. 3
A third Act to harmonize federal law with the civil law of Quebec and to amend certain Acts in order to ensure that each language version takes into account the common law and the civil law
Government bill. Became law.
- IntroducedSept. 28, 2011
- Debated in principleOct. 24, 2011
- Studied by a committeeDone
- Passed its first chamberNov. 14, 2011
- Passed the second chamberNov. 23, 2011
- Became lawNov. 28, 2011
Leading supporters
Ranked by the part each played: who is responsible for the bill, who carried it, and who spoke for it most.
- Stephen HarperPrime Minister
- W. David AngusSenate · Sponsor in the Senate
- Senator AngusSenate · SenatorMoved second reading of the bill.
- John D. WallaceSenate · SenatorDescribed the bill as technical and non-controversial and urged the chamber to expedite its progress to committee.
- Rob NicholsonHe moved the bill for first reading, showing he backs it proceeding as introduced.
Who carries this bill
Arrows run from the person responsible to those who answer to them on this bill. The critic leads the Senate’s scrutiny and answers to no one on it.
What it set out to do
On 29 September 2011, the Leader of the Government in the Senate introduced Bill S-3, A third Act to harmonize federal law with the civil law of Quebec and to amend certain Acts in order to ensure that each language version takes into account the common law and the civil law (Federal Law-Civil Law Harmonization Act, No. 3) in the Senate and it was given first reading. Bill S-3 seeks to make harmonization changes to 12 statutes, including the Canada Business Corporations Act and the Expropriation Act. This is the third harmonization bill to be tabled by the Government and it is part of the harmonization work that was begun by the Department of Justice Canada after the Civil Code of Québec came into force in 1994. The coming into force in 1994 of the Civil Code of Québec, which replaced the Civil Code of Lower Canada, 1866, had a significant impact on the application of federal statutes and regulations that refer to the province's private law. Harmonization of federal legislation with the civil law of Quebec was undertaken in order to prevent difficulties in applying federal legislation arising from the reform of the Civil Code of Québec. Harmonization involves reviewing all federal …
Summary by the Library of Parliament.
Where members stand
How it changed on the way
75% of the text as introduced was changed or removed by the time it became law (45,814 words introduced, 24,894 passed).
substantial changeintent mostly kept
The bill passed with added chapter and assent details plus one new provision on debt securities. Minor numbering, formatting, and section adjustments occurred during passage.
- Header updated from first reading to statutes chapter and assent date.
Before: “FIRST READING, SEPTEMBER 29, 2011”
After: “ASSENTED TO 29th NOVEMBER, 2011”
- New provision added on acquisition of debt obligations.
After: “Acquittement (12) La société qui acquiert ses titres de créance peut soit les annuler, soit, sous réserve de tout acte de fiducie ou convention applicable, les réémettre ou les donner en garantie de l'exécution de ses obligations”
How precisely it is written
mixedChallenging the law: HardDisputing a charge: Moderate
The bill supplies many defined terms that fix meanings for corporate and property concepts across common and civil law. It also repeatedly uses phrases that turn on opinions, reasonableness or what a person considers necessary or appropriate.
Open to argument
“it considers necessary to carry out the purpose of this Act”
Power to hire rests on the Bank's own subjective view rather than an objective test.“in the opinion of the auditor, necessary”
Auditor's discretion determines what information must be supplied.“on any terms that the court thinks fit”
Court approval of settlements or stays depends on an undefined judicial sense of fitness.“that the Director reasonably believes has or has had an interest or right”
Trigger for information demands uses a reasonableness standard open to argument.
Clear-cut
“"personal representative" means a person who stands in place of and represents another person including, but not limited to, a trustee, an executor, an administrator, a liquidator of a succession, an administrator of the property of others, a guardian or tutor, a curator, a receiver or sequestrator, an agent or mandatary or an attorney”
Explicit list of included roles removes doubt about scope.“"security interest" means an interest or right in or charge on property of a corporation to secure payment of a debt or performance of any other obligation of the corporation;”
Definition ties the term directly to security for debt or obligation.“An agent or mandatary or a bailee who in good faith, including observance of reasonable commercial standards if the agent or mandatary or the bailee is in the business of buying, selling or otherwise dealing with securities of a corporation has received securities and sold, pledged or delivered them, according to the instructions of their principal or mandator, is not liable for conversion”
Sets a clear factual test for non-liability.
Discretion. Officials, auditors, directors and courts retain wide latitude through repeated use of 'considers', 'opinion', 'reasonably believes' and 'thinks fit' without further statutory limits.
Challenging the law itself. The many precise definitions reduce the chance of a successful vagueness or overbreadth claim under s. 7 of the Charter.
Disputing a charge under it. Accused parties can argue over whether an opinion was reasonable or information was truly necessary, but the defined terms limit the range of dispute.
Read by a language model from the royal assent text; every quoted phrase appears in the bill. A reading of the drafting, not legal advice.
Did it work?
no evaluation found
Who lobbied on it
No lobbying registration naming this bill is loaded.
Stages and dates from LEGISinfo.