First Nations Fiscal Management Act

Marginal note:Canada Corporations Act

• 66 (1) The Canada Corporations Act does not apply to the Authority.

• Marginal note:Canada Business Corporations Act

  (2) The following provisions of the Canada Business Corporations Act apply, with any modifications that the circumstances require, to the Authority and its directors, members, officers and employees as if the Authority were a corporation incorporated under that Act, this Part were its articles of incorporation and its members were its shareholders:

  • (a) subsection 15(1) (capacity of a natural person);

  • (b) section 16 (by-law not required to confer powers on Authority, restriction on powers of Authority, and validity of acts of Authority);

  • (c) subsection 21(1) (access to Authority’s records by members and creditors);

  • (d) section 23 (corporate seal not needed to validate instrument);

  • (e) subsections 103(1) to (4) (powers of directors to make and amend by-laws, member approval of by-laws and effective date of by-laws);

  • (f) subsection 105(1) (qualifications of directors);

  • (g) subsection 108(2) (resignation of director);

  • (h) section 110 (right of director to attend members’ meetings and statements by retiring directors);

  • (i) subsection 114(1) (place of directors’ meetings);

  • (j) section 116 (validity of acts of directors and officers);

  • (k) section 117 (validity of directors’ resolutions not passed at meeting);

  • (l) subsections 119(1) and (4) (liability of directors);

  • (m) section 120 (conflict of interests of directors);

  • (n) section 123 (directors’ dissents);

  • (o) section 124 (directors’ indemnity);

  • (p) section 155 (financial statements);

  • (q) section 158 (approval of financial statements by directors);

  • (r) section 159 (sending financial statements to members before annual meeting);

  • (s) sections 161 and 162 (qualifications and appointment of auditor);

  • (t) section 168 (rights and duties of auditor);

  • (u) section 169 (examination by auditor);

  • (v) section 170 (auditor’s right to information);

  • (w) subsections 171(3) to (9) (duty and administration of audit committee and penalty for failure to comply);

  • (x) section 172 (qualified privilege in defamation for auditor’s statements); and

  • (y) subsections 257(1) and (2) (certificates of Authority as evidence).