Physical Activity and Sport Act

An Act to promote physical activity and sport Preamble WHEREAS the Government of Canada recognizes that physical activity and sport are integral parts of Canadian culture and society and produce benefits in terms of health, social cohesion, linguistic duality, economic activity, cultural diversity and quality of life; WHEREAS the Government of Canada wishes to increase awareness among Canadians of the significant benefits of physical activity and the practice of sport; WHEREAS the Government of Canada wishes to encourage and assist Canadians in increasing their level of physical activity and their participation in sport; WHEREAS the Government of Canada is committed to promoting physical activity and sport, having regard to the principles set out in the Official Languages Act; AND WHEREAS the Government of Canada wishes to encourage cooperation among the various governments, the physical activity and sport communities and the private sector in the promotion of physical activity and sport; NOW, THEREFORE, Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows: Short title This Act may be cited as the Physical Activity and Sport Act. Definition of Minister In this Act, Minister means the member or members of the Queen’s Privy Council for Canada designated by the Governor in Council for the purposes of this Act. Physical activity policy The objectives of the Government of Canada’s policy regarding physical activity are to promote physical activity as a fundamental element of health and well-being; to encourage all Canadians to improve their health by integrating physical activity into their daily lives; and to assist in reducing barriers faced by all Canadians that prevent them from being active. Sport policy — principles The Government of Canada’s policy regarding sport is founded on the highest ethical standards and values, including doping-free sport, the treatment of all persons with fairness and respect, the full and fair participation of all persons in sport and the fair, equitable, transparent and timely resolution of disputes in sport. Sport policy — objectives The objectives of the Government of Canada’s policy regarding sport are to increase participation in the practice of sport and support the pursuit of excellence in sport; and to build capacity in the Canadian sport system. Objects of Act and mandate of Minister The objects of this Act are to encourage, promote and develop physical activity and sport in Canada. The Minister may take any measures that the Minister considers appropriate to further those objects, and in particular may undertake or assist in research or studies in respect of physical activity and sport; arrange for national and regional conferences in respect of physical activity and sport; provide for the recognition of achievement in respect of physical activity and sport by the grant or issue of certificates, citations or awards of merit; prepare and distribute information relating to physical activity and sport; assist, cooperate with and enlist the aid of any group interested in furthering the objects of this Act; coordinate federal initiatives related to the encouragement, promotion and development of physical activity and sport, particularly those initiatives related to the implementation of the Government of Canada’s policy regarding sport, the hosting of major sporting events and the implementation of anti-doping measures, in cooperation with other departments or agencies of the Government of Canada; undertake or support any projects or programs related to physical activity or sport; provide assistance for the promotion and development of Canadian participation in national and international sport; provide for the training of coaches and any other resource persons to further the objects of this Act in relation to sport; provide bursaries or fellowships to assist individuals in pursuing excellence in sport; encourage the promotion of sport as a tool of individual and social development in Canada and, in cooperation with other countries, abroad; encourage the private sector to contribute financially to the development of sport; facilitate the participation of under-represented groups in the Canadian sport system; encourage provincial and territorial governments to promote and develop sport; coordinate the Government of Canada’s initiatives and efforts with respect to the staging and hosting of the Canada Games; and encourage and support alternative dispute resolution for sport. Financial assistance For the purposes of this Act, the Minister may provide financial assistance in the form of grants and contributions to any person, in accordance with Parts IV and VII of the Official Languages Act. Contribution agreements The Minister, with the approval of the Governor in Council, may enter into an agreement with any province or territory providing for the payment of contributions in respect of costs that they incur in undertaking programs designed to encourage, promote and develop physical activity or sport. Agreements to implement Canada’s policy regarding sport The Minister may enter into an agreement or arrangement with any province or territory respecting the implementation of the Government of Canada’s policy regarding sport. International agreements The Minister, with the approval of the Governor in Council, may enter into an agreement or arrangement with the government of any foreign state in order to encourage, promote and develop physical activity and sport. Centre established A not-for-profit corporation is hereby established to be called the Sport Dispute Resolution Centre of Canada, in this Act referred to as “the Centre”, which shall include a dispute resolution secretariat and a resource centre. Not an agent of Her Majesty The Centre is not an agent of Her Majesty. Not a departmental or Crown corporation The Centre is not a departmental corporation or a Crown corporation within the meaning of the Financial Administration Act. Status of arbitrator or mediator For the purposes of the Federal Courts Act, the Centre or an arbitrator or mediator who provides services under the auspices of the Centre is not a federal board, commission or other tribunal within the meaning of that Act. Both official languages to be used The Centre shall offer its services to, and communicate with, the public in both official languages of Canada. Head office The head office of the Centre shall be at the place in Canada that is designated in the by-laws of the Centre. Mission The mission of the Centre is to provide to the sport community a national alternative dispute resolution service for sport disputes; and expertise and assistance regarding alternative dispute resolution. Interpretation For the purposes of subsection (1), a sport dispute includes disputes among sport organizations and disputes between a sport organization and persons affiliated with it, including its members. Powers In carrying out its mission, the Centre has the capacity and powers of a natural person, including the power to use any funds that may be provided to it, subject to any terms on which the funds are provided; enter into contracts or agreements in its own name; conduct studies with respect to the exercise of its powers; and do any other things that are conducive to the fulfilment of its mission and the exercise of its powers. Restrictions Despite subsection (1), the Centre may not acquire or construct real property or immovables for valuable consideration, other than those required for its head office; shall expressly state in its contracts and agreements that it is entering into the contract or agreement on its own behalf; may not procure the incorporation of a corporation any shares of which, on incorporation, would be held by, on behalf of or in trust for the Centre; and may not acquire shares of a corporation that, on acquisition, would be held by, on behalf of or in trust for the Centre. Role The affairs and business of the Centre shall be managed by a board of directors, and for that purpose the board may exercise all the powers of the Centre. Composition The board of directors consists of not more than 12 directors, including the chairperson, and the executive director of the Centre who does not have a right to vote. Non-application of provisions Sections 14, 16 and 18 do not apply to the executive director. Appointment The directors shall be appointed by the Minister to hold office during good behaviour for any term of not more than three years that will ensure, as far as possible, the expiry in any one year of the terms of office of not more than one half of the directors. A director may be appointed to not more than two consecutive terms and may be removed by the Minister for cause. Appointment criteria The directors shall be chosen in accordance with guidelines that are established by the Minister in consultation with the sport community. Guidelines The guidelines shall provide for a board of directors that is composed of men and women committed to the promotion and development of sport who have the experience or capacity to enable the Centre to achieve its mission; and is representative of the sport community and of the diversity and bilingual character of Canadian society. Statutory Instruments Act does not apply Guidelines referred to in subsection (3) are not statutory instruments for the purposes of the Statutory Instruments Act. Exclusion A director may not be appointed as an officer of the Centre. No remuneration The directors are not entitled to be paid any remuneration, but are entitled to be paid such reasonable travel and other expenses incurred by them in connection with their duties or functions under this Act as may be fixed by the by-laws of the Centre. By-laws The board of directors may make by-laws with respect to the conduct and management of the affairs of the Centre and the carrying out of the duties and functions of the board under this Act, including by-laws providing for the establishment of committees of the board of directors, including an executive committee, and the duties, functions and powers of the committees; the duties, functions and powers of the chairperson and the officers of the Centre, including the executive director; the appointment and remuneration of the officers of the Centre; the delegation of any functions of the board of directors to an executive committee and the manner in which those functions are to be performed; the mandate, duties and functions of the dispute resolution secretariat, the resource centre and any other part of the Centre; the terms and conditions of eligibility for services provided by the Centre; the establishment of a policy respecting the official languages of Canada that includes principles governing the use of English and French by the staff of the Centre in their communications, provision of services and daily work, and a mechanism for resolving disputes related to the application of the policy; the fixing of fees and charges to be paid for the services and facilities provided by the Centre or the determination of a manner for calculating those fees and charges; the establishment of mediation and arbitration procedures for resolving sport disputes, including a mechanism for determining the manner in which the parties may select an arbitrator or mediator and the language, according to the needs of the parties, in which the parties may be heard and the decision rendered; the qualifications for arbitrators or mediators; the establishment of a code of ethics for directors, officers and employees of the Centre, as well as for arbitrators and mediators who provide dispute resolution services under the auspices of the Centre; and personnel management, including terms and conditions of employment of persons employed by the Centre. By-laws available to the public A copy of every by-law shall be kept at the head office of the Centre. Anyone is entitled, during the usual business hours of the Centre, to examine the by-laws and, on payment of a reasonable fee, to photocopy them in whole or in part. By-laws made under subsection (1) are not statutory instruments for the purposes of the Statutory Instruments Act. Designation The Minister, after consulting with the directors, shall designate one of them as chairperson to hold office during good behaviour for any term of not more than three years. The chairperson may be designated for not more than two consecutive terms and may be removed by the Minister for cause. Duties The chairperson shall determine the times and places of the meetings of the board of directors and presides at those meetings. The chairperson may perform any other duties or functions that are assigned to the chairperson by the board of directors. Absence, etc., of chairperson If the chairperson is absent or incapacitated or if the office of chairperson is vacant, the board of directors may designate a director to exercise the powers and perform the duties and functions of the chairperson during the absence, incapacity or vacancy, but no person may be so designated for a period exceeding 90 days without the approval of the Minister. The board of directors shall appoint an executive director of the Centre. The executive director is the chief executive officer of the Centre and has, on behalf of the board of directors, responsibility for the direction and management of the business and day-to-day operations of the Centre. Absence, etc., of executive director If the executive director is absent or incapacitated or if the office of executive director is vacant, the chairperson may designate any person to exercise the powers and perform the duties and functions of the executive director during the absence, incapacity or vacancy, but no person may be so designated for a period exceeding 90 days without the approval of the board of directors. Delegation The executive director may delegate to any person any power, duty or function conferred on the executive director under this Act. Personnel The Centre may engage any employees and any technical and professional advisers that it considers necessary for the proper conduct of its activities. Status Directors, officers and employees of the Centre are deemed not to be employees of the federal public administration and, for the purposes of the Public Service Superannuation Act, are deemed not to be employed in the public service. Audit committee The board of directors shall establish an audit committee consisting of at least three directors. Duties of audit committee The audit committee shall require the Centre to implement and maintain appropriate internal control procedures; review, evaluate and approve those internal control procedures; review the Centre’s annual financial statements and report to the Centre before those statements are approved by the board of directors; meet with the Centre’s auditor to discuss the Centre’s annual financial statements and the auditor’s report; and meet with the Centre’s auditor and the Centre’s management to discuss the effectiveness of the internal control procedures. Special report If the audit committee is of the opinion that there is any information that should be brought to the attention of the Minister, it shall make a report of that information to the Minister and furnish the board with a copy of the report. Meeting of directors The audit committee may call a meeting of the board of directors to consider any matter of concern to the committee. Technical assistance The audit committee may engage, on a temporary basis, the services of persons having technical or specialized knowledge to assist the committee in carrying out its duties under this Act. Independent audit The accounts and financial transactions of the Centre shall be audited annually by an independent auditor designated by the board of directors, and a written report of the audit shall be made to that board. Responsibilities of the Centre The Centre shall ensure that arbitrators and mediators who provide dispute resolution services under the auspices of the Centre meet the qualifications established by its by-laws; are independent of the Centre; and are, as a group, able to provide services in one or the other of the official languages of Canada or in both, according to the needs of the parties. Duty of care Every director and officer of the Centre, in exercising their powers and performing their duties and functions, must act honestly and in good faith with a view to the best interests of the Centre; exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances; and comply with this Act and the by-laws of the Centre. No exculpation No provision in a contract or resolution relieves a director or officer from the duty to act in accordance with this Act, the regulations or the by-laws or relieves a director or officer from liability for a breach of any of them. Reliance on statements A director or officer is not liable for a breach of duty under subsection (1) if the director or officer relies in good faith on financial statements of the Centre represented to the director or officer by an officer of the Centre or in a written report of the auditor of the Centre as fairly reflecting the financial condition of the Centre; or a report of a lawyer, notary, accountant, engineer, appraiser or other person whose position or profession lends credibility to a statement made by that person. Provisions of Canada Business Corporations Act apply The following provisions of the Canada Business Corporations Act apply, with any modifications that the circumstances require, to the Centre and its directors, officers and employees as if the Centre were a corporation incorporated under that Act and the provisions of this Act were its articles of incorporation: section 16 (by-law not required to confer powers on Centre, restriction on powers of Centre and validity of acts of Centre); subsections 20(1), (2) and (4) (records, minutes and place of records); subsection 22(1) (form of corporate records); section 23 (corporate seal not needed to validate instrument); subsection 108(2) (resignation of director); subsections 114(1), (2), (5) to (7) and (9) (meeting of directors); section 116 (validity of acts of directors and officers); section 117 (validity of directors’ resolutions in lieu of meetings); section 120 (conflict of interest of directors and officers); section 123 (directors’ dissents); subsections 124(1) to (6) (indemnification of directors and officers and insurance for directors’ and officers’ liability); section 158 (approval of financial statements by directors); section 161 (qualifications of auditor); section 170 (right of auditor to information); subsections 171(4) to (7) and paragraph 171(8)(a) (duties and administration of audit committee); section 172 (qualified privilege in defamation for auditor’s statements); subsections 253(1) and (3) (notice to directors); section 255 (waiver of notice); and subsections 257(1) and (2) (certificates of Centre as evidence). Description with cross-references The descriptive words in parentheses that follow the reference to a provision of the Canada Business Corporations Act in subsection (1) form no part of that subsection but are inserted for convenience of reference only. Canada Not-for-profit Corporations Act not applicable The Canada Not-for-profit Corporations Act does not apply to the Centre. Corporate plan The Centre shall prepare a corporate plan for each fiscal year, and deliver a copy of that plan to the Minister at least 30 days before the start of that fiscal year. Scope and content of corporate plan The corporate plan shall encompass all the business and activities of the Centre and shall include a statement of the Centre’s objectives; the strategies that the Centre intends to use to achieve its objectives, including its operational and financial strategies and its human resource strategies; and the Centre’s operating and capital budgets for the next fiscal year. Corporate plan to be made public After the corporate plan is delivered to the Minister, the Centre shall make the plan public. Corporate plan to be tabled The Minister shall cause a copy of the corporate plan to be tabled in each House of Parliament on any of the first fifteen days on which that House is sitting after the Minister receives the plan. Annual report The chairperson of the board of directors shall, within four months after the end of each fiscal year, deliver a report on the operations of the Centre in that fiscal year to the Minister. Contents The report shall include the financial statements of the Centre and the report of the auditor respecting those statements; a summary of the Centre’s corporate plan; and information about the Centre’s performance with respect to the objectives established in the corporate plan. Remuneration The total remuneration that each officer receives in a fiscal year from the Centre, including any reimbursements or monetary benefits, and the amount of any reimbursements or monetary benefits that each director receives in a fiscal year from the Centre, shall be set out in the annual financial statements for that year. Distribution of report After its annual report is delivered to the Minister, the Centre shall make the report public. Annual report to be tabled The Minister shall cause a copy of the annual report to be tabled in each House of Parliament on any of the first fifteen days on which that House is sitting after the Minister receives the report. Public meeting Within 60 days after the delivery of its annual report to the Minister, the Centre shall convene a public meeting at a city in Canada selected by the Centre to consider the report and other matters relating to the Centre’s activities during the current fiscal year. Notice of meeting At least 30 days before the date of a meeting convened under subsection (1), the Centre shall give notice of the time and place of the meeting in accordance with its by-laws. Minister may order dissolution The Minister may, by order, dissolve the Centre if the Centre has failed to make by-laws in accordance with paragraphs 17(1)(e), (g) and (i) to (k) within one year after section 9 comes into force; if the Minister is satisfied that the Centre has failed, for a period of one year, to carry on its affairs and business; if the Minister, on the expiry of any period of five years after the coming into force of section 9, after having made an evaluation of the Centre, is satisfied that the Centre is not fulfilling its mission or is no longer necessary; or on petition by the Centre supported by a resolution passed by at least two thirds of the directors. Debts and liabilities In the event of the dissolution of the Centre, any property of the Centre that remains after the payment of its debts and liabilities, or after the making of adequate provision for the payment of its debts and liabilities, may be transferred to any person or institution having a mission similar to that of the Centre that the Minister specifies in the order. Dissolution If the Minister dissolves the Centre, the affairs of the Centre shall be wound up in accordance with this section and any regulations made under paragraph 36(b). Regulations The Governor in Council may make regulations defining, for the purposes of this Act, the expressions physical activity, sport and sport organization; respecting the winding up of the Centre; and generally for carrying into effect the purposes and provisions of sections 3 to 8. [Amendment] [Repeal] Coming into force The provisions of this Act, other than section 38, come into force on a day or days to be fixed by order of the Governor in Council. [Note: Section 38 in force on assent March 19, 2003; sections 1 to 37 and 39 in force June 15, 2003, see SI/2003-129.]