This is an official version.

Copyright 2000: Queens Printer,
St. John's, Newfoundland and Labrador, Canada

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Revised Statutes of Newfoundland 1990


CHAPTER H-16

AN ACT RESPECTING THE NEWFOUNDLAND AND LABRADOR HYDRO-ELECTRIC CORPORATION

Analysis

1. Short title

2. Definitions

3. Organization

4. Supply of power

5. Board of directors

6. President and chairperson

7. Minutes

8. Service contract

9. Management of corporation

10. By-laws

11. Affixing seal

12. Appointment of staff

13. Future power demand forecasts

14. Franchise

15. Subsidiaries of corporation

16. General powers

17. Expropriation

18. Transmission lines

19. Assurances of Crown lands

20. Crown Lands Act not to apply

21. Public Utilities Act not to apply

22. Limitation on Public Service Collective Bargaining Act

23. Purchase of petroleum

24. Application of statutes

25. Share capital

26. Lieutenant-Governor in Council may grant franchise

27. Borrowing power

28. Guarantee of loans

29. Manner and form of guarantee

30. Guarantee of payment

31. Guarantee repayment

32. Guarantee fee

33. Short-term loans

34. Agreements

35. Performance guarantee

36. Loans by government

37. Performance under guarantee

38. Total amount of loan

39. Financial year

40. Capital and operating

41. Financial statement

42. Fund established

43. Financial provisions to have full effect

44. Actions

45. Change of frequency

46. Powers of corporation

47. Limitation of actions

48. No right of action in certain cases

49. Inspection of wiring

50. Power terminated for non-payment

51. Assets and liabilities of PDD

52. Offences


Short title

1. This Act may be cited as the Hydro Corporation Act.

1975 No3 s1

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Definitions

2. In this Act

(a) "board" means the board of directors of the corporation;

(b) "chairperson" means the chairperson of the board;

(c) "corporation" means the Newfoundland and Labrador Hydro-Electric Corporation continued by this Act;

(d) "director" means a director of the board;

(e) "Labrador" means all that part of the province situated on the mainland of Canada;

(f) "land" means real property of every kind, and includes tenements, hereditaments, and appurtenances, leaseholds, and an estate, term, easement, right or interest in, to, over, under or affecting land, including rights-of-way, and waters, water rights, water powers and water privileges;

(g) "minister" means the Minister of Mines and Energy or other minister of the Crown that the Lieutenant-Governor in Council may designate for the administration of this Act;

(h) "person" includes a natural person, every company or other corporation, every other entity recognized by law and the heirs, executors, administrators or other legal representatives of a person;

(i) "power" includes electrical power, however generated and electrical energy;

(j) "president" means the president of the board; and

(k) "works" means all land, property, buildings, plants, machinery, installations, materials, dams, canals, devices, fittings, apparatus, appliances, and equipment made, established or acquired or utilized, or useful for the development, generation or production of power or its transmission, distribution, delivery, supply, sale, purchase or use.

1975 No3 s2; 1987 c28 Sch B; 1989 c23 Sch B

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Organization

3. (1) The Newfoundland and Labrador Hydro-Electric Corporation is continued as a corporation.

(2) The corporation is charged with and shall discharge all obligations and liabilities imposed on it or assumed or incurred by it under the name of the Newfoundland and Labrador Power Corporation and existing immediately before January l, 1975, and all obligations and liabilities imposed on it or assumed or incurred by it under the name of the Newfoundland and Labrador Power Commission and existing immediately before January 1, 1975.

(3) The head office of the corporation shall be at St. John's.

(4) The corporation is an agent of the Crown.

(5) Notwithstanding that the corporation is an agent of the Crown, the corporation may, for the purpose of this Act and subject to conditions it considers necessary

(a) acquire from the Crown in right of Canada, of the province or of the other provinces of Canada or from an agency of the Crown in right of Canada or of this or another of the provinces of Canada, real and personal property and rights of all kinds;

(b) enter into contracts with the Crown in right of Canada or an agency of the Crown in right of Canada; and

(c) appoint agents to act on its behalf.

(6) Property of the corporation is the property of the Crown, but title to it is vested in the name of the corporation.

(7) A director or a person employed by the corporation does not become, because of that office or employment only, an officer or employee of the Crown.

1975 No3 s4

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Supply of power

4. The objects of the corporation are to develop the use of power on an economic and efficient basis, and, in particular, to engage in the province and elsewhere in the development, generation, production, transmission, distribution, delivery, supply, sale and use of power from water, steam, gas, coal, oil or other products used or useful in the production of power, and to supply power, at rates consistent with sound financial administration, for domestic, commercial, industrial or other uses in the province, and, subject to the prior approval of the Lieutenant-Governor in Council, outside of the province.

1975 No3 s5

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Board of directors

5. (1) For the exercise and discharge of the powers and duties of the corporation, there shall be a board of directors comprised of not less than 5 and not more than 10 persons.

(2) The directors shall be appointed by the Lieutenant-Governor in Council, shall hold office during pleasure only and are eligible for reappointment.

(3) Except where otherwise prescribed under this Act, the corporation may exercise its powers by a resolution of the board.

(4) The directors shall be paid the salary or other remuneration that the Lieutenant-Governor in Council determines, and the salary or remuneration together with all reimbursable expenses shall be paid by the corporation out of its funds.

(5) Where a vacancy occurs on the board because of the death, illness, resignation, removal of a member, or for another reason, the Lieutenant-Governor in Council may appoint a person to fill the vacancy.

(6) Exercise of the powers of the corporation is not impaired because of a vacancy on the board.

(7) Until the board makes other provision under section 10, the lesser of 5 directors or a majority of the directors who then hold office constitutes a quorum of the board.

(8) Notwithstanding that it is afterward discovered that there was some defect in the appointment or qualification of a person purporting to be a director, all acts done by the corporation and the board shall be as valid as if that defect had not existed.

1975 No3 s6

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President and chairperson

6. (1) There shall be a president of the board and a chairperson of the board to be appointed by the Lieutenant-Governor in Council from among the directors.

(2) The president and the chairperson hold office for the period and under the terms and conditions that may be prescribed by the Lieutenant-Governor in Council or in an agreement made under section 8 and shall vacate office in accordance with those terms and conditions.

(3) There shall be a chief executive officer of the corporation, to be appointed by the Lieutenant-Governor in Council, who shall, subject to the terms of appointment that may be prescribed by the Lieutenant-Governor in Council or in an agreement made under section 8, and subject to the directions of the board, be charged with the general direction, supervision and control of the business of the board and the corporation.

(4) The chief executive officer of the corporation has the powers that may be conferred on him or her by the regulations.

(5) The same person may hold the offices of president, chairperson and chief executive officer simultaneously or may hold 2 of these offices simultaneously.

(6) During the incapacity or absence of the president or a vacancy in the office of president, another director designated by the Lieutenant-Governor in Council for the purpose has and may exercise the powers of the president and shall discharge his or her duties.

1975 No3 s7; 1977 c60 s1

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Minutes

7. (1) The chairperson shall keep regular minutes of the meetings of the board.

(2) During the incapacity or absence of the chairperson, 1 of the other directors elected by the board for the purpose shall act as chairperson of the board.

1975 No3 s8

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Service contract

8. (1) With the approval of the Lieutenant-Governor in Council, the corporation may enter into an agreement with a person that provides for his or her appointment to the office of president, chairperson or chief executive officer of the corporation or all or 2 of those offices.

(2) An agreement under this section may prescribe the terms and conditions of appointment to the office and the term, tenure and remuneration, including the salary, pension and other rights and benefits that the appointee is to receive and the terms and conditions under which the appointment may be terminated and by whom before the expiration of the term of the appointment.

(3) A person with whom an agreement is made under this section in relation to an office

(a) holds that office in accordance with the agreement and shall vacate it or them accordingly; and

(b) does not, by reason only of the appointment to that office, become an employee of the province.

1977 c60 s2

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Management of corporation

9. The board shall exercise the powers and discharge the duties of the corporation and administer and manage its business.

1975 No3 s10

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By-laws

10. Subject to the approval of the Lieutenant-Governor in Council, the board may make by-laws

(a) respecting the calling of meetings of the board;

(b) establishing a quorum of the board;

(c) respecting the conduct of business at meetings of the board and the establishment of committees of the board and the delegation of duties to those committees;

(d) respecting the duties and conduct of the directors and of the officers and employees of the board;

(e) respecting the affixing of the common seal of the corporation and the witnessing of its affixing;

(f) respecting the execution of a contract or instrument on behalf of the corporation;

(g) respecting the lithographing or mechanical reproduction of signatures on bonds, debentures, securities, or other evidence of indebtedness of the corporation or upon coupons and the mechanical reproduction of the common seal of the corporation on the bonds, debentures, securities, other evidence of indebtedness or coupons;

(h) respecting the management and use of any or all of its property by employees, invitees, licensees or permittees of the corporation and by another person; and

(i) generally, for the conduct and management of the affairs of the corporation.

1975 No3 s11; 1977 c60 s3

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Affixing seal

11. Until the board makes other provision under section 10, the affixing of the common seal of the corporation shall be witnessed by at least 2 directors.

1975 No3 s12

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Appointment of staff

12. (1) The board may appoint those officers, managers, engineers, accountants, other staff and employees and retain consultants, advisors and other professional persons that it considers necessary and may fix their remuneration and terms of service.

(2) A person who is appointed under this section does not, by reason only of the appointment, become an employee of the province.

1975 No3 s13; 1977 c60 s4

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Future power demand forecasts

13. Notwithstanding the by-laws of the corporation or a contract with the corporation for the supply of power, a person to whom power is supplied by the corporation shall on request from the corporation and within the reasonable time that the corporation prescribes provide to the corporation

(a) a forecast of his or her future power requirements from the corporation covering a period, as prescribed by the corporation, not in excess of 20 years; and

(b) a forecast of the power to be generated by him or her within the period prescribed under paragraph (a),

together with other information relating to power requirements and generation that the corporation may reasonably request.

1978 c77 s1

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Franchise

14. Subject to the rights of a person existing immediately before January 1, 1975, there is granted to and vested in the corporation the exclusive right and franchise limited to the Island of Newfoundland

(a) to sell in the first instance either for consumption by domestic, individual, or another use, or for resale all power generated by the corporation; and

(b) to develop, generate, and sell in the first instance, either for consumption or for resale all power developed after January 1, 1975 from new hydro-electric sites.

1975 No3 s15

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Subsidiaries of corporation

15. (1) For the purposes of sections 16 and 26, a company is considered to be a subsidiary of the corporation if

(a) it is controlled by

(i) the corporation,

(ii) the corporation and 1 or more companies, each of which is controlled by the corporation, or

(iii) 1 or more companies, each of which is controlled by the corporation; or

(b) it is a subsidiary of a company which is a subsidiary of the corporation.

(2) For the purposes of this section, a company shall be considered to be controlled by the corporation or 1 or more companies if

(a) shares of the first-mentioned company carrying more than 50% of the votes for the election of directors are held, otherwise than by way of security only, for the benefit of the corporation or other companies; and

(b) the votes carried by the shares are sufficient, if exercised, to elect a majority of the board of directors of the first-mentioned company.

1975 No3 s16

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General powers

16. (1) The corporation may

(a) on behalf of the Crown enter into contracts or other agreements and acquire and dispose of and otherwise deal with real and personal property and all rights of all kinds in the name of the corporation;

(b) acquire, lease, establish, construct, maintain and operate works in a part of the province for the development and generation of power from water power, coal, peat, gas or oil or by another means and may transmit, make available for use, distribute, deliver, sell, supply and generally use for the purpose of the corporation the power and connect works constructed or installed for those purposes with other power works or systems;

(c) purchase power from a person and transmit, make available for use, distribute, deliver, sell, supply and generally use the power for the purposes of the corporation;

(d) contract with a person for the purchase of petroleum products, notwithstanding another Act;

(e) acquire by purchase, lease or otherwise, land, waters, water privileges, water powers, rights, easements, privileges, proprietary rights and works of every description which the corporation considers necessary, convenient or advisable to acquire for or incidental to the exercise of the powers and duties of the corporation;

(f) sell or otherwise dispose of its property, real or personal, of every nature and kind or an interest in it which is found by the corporation to be unnecessary for the purposes of the corporation, and grant an estate, term, easement, right or interest in, over or respecting the property;

(g) contract with a person for

(i) the supply, transmission and distribution of power to that person, and

(ii) the construction, maintenance and operation of works for or incidental to the generation, transmission and distribution of power on behalf of that person, to be done by the corporation or a person designated by the corporation to do the things referred to in this paragraph,

for the consideration that the corporation may prescribe;

(h) deposit money or securities with a bank, trustee, trust company, or other depositary in Canada, and subject to the prior approval of the Lieutenant-Governor in Council, outside of Canada;

(i) lend money to a subsidiary of the corporation;

(j) guarantee the repayment by a subsidiary of the corporation of money advanced to that subsidiary by a lender, together with the payment of interest on it and of all charges incurred in connection with it;

(k) guarantee the performance by a subsidiary of the corporation of an obligation of that subsidiary contracted by it with a person to perform, fulfil or observe a covenant, obligation or provision of an agreement, deed, bond, promissory note or other document or instrument;

(l) exercise and enjoy all of the privileges and immunities conferred on it by this Act and do all acts necessary or incidental to the attainment of the objects of the corporation referred to in section 4;

(m) carry on business incidental and subsidiary to the carrying out of the objects referred to in section 4 and necessary to enable the company profitably to carry out those objects; and

(n) generally, do all things which the corporation considers necessary, convenient or advisable for or incidental to the exercise of the powers and the discharge of the obligations of the corporation.

(2) The powers of the corporation include

(a) power to acquire, lease, construct, maintain, operate and use in the province and elsewhere land, works, plants, buildings, structures, machinery, equipment, devices, pole lines, conduits, pipe lines, tunnels and other property used or useful for carrying out the objects of the corporation;

(b) the powers that the Newfoundland and Labrador Power Commission had before July 16, 1974 and the powers that the Newfoundland and Labrador Power Corporation had before January 1, 1975;

(c) the powers conferred on the corporation under this Act;

(d) except as otherwise expressly provided in this Act, and, whether it has no members or less than 3 members, the powers of a corporation incorporated under the Corporations Act; and

(e) all other powers that are incidental or conducive to the attainment of the objects of the corporation.

(3) Except with the prior approval of the Lieutenant-Governor in Council, the corporation shall not organize or maintain a subsidiary of the corporation or purchase, sell, otherwise dispose of or deal in shares of a subsidiary of the corporation or of another company, and where the approval is given, the corporation may do the things referred to in this subsection only where it is expressly mentioned in and to the extent provided by the approval.

(4) Notwithstanding the Corporations Act, the status of the corporation or its capacity to carry on business shall not be affected nor shall it be rendered liable to be wound up, if no share capital is established for it or no shares are issued under section 25 of this Act, or, if share capital is established for it and shares are issued and there are less than 3 members, and not less than 90% of the issue and outstanding shares are held by or on behalf of the Crown, and where shares are issued and there are less than 3 members and not less than 90% of the issued and outstanding shares are held by or on behalf of the Crown, the corporation may continue to carry on business and the members of the corporation shall not incur the liability for the debts of the corporation prescribed in the Corporations Act.

1975 No3 s17

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Expropriation

17. (1) Subject to the prior approval of the Lieutenant-Governor in Council, the corporation may expropriate land, waters, water privileges, water powers, rights, easements, privileges, proprietary rights of every description and works which the corporation considers useful for its purposes.

(2) For the purposes of expropriation under subsection (1), the corporation is considered to be a public utility under the Public Utilities Acquisition of Lands Act, and the expropriation shall be made and compensation shall be assessed and paid in the manner provided by that Act.

(3) Where, instead of proceeding to expropriate under subsections (1) and (2), the corporation requests the Minister of Works, Services and Transportation to do so, that minister may, on behalf of the Crown, expropriate under the Expropriation Act the land not belonging to the Crown that may be reasonably necessary for or incidental to an aspect of the development, generation, transmission and sale of power anywhere in the province, including land reasonably required by the corporation as sites for plants, dams, works, facilities, wharves, piers or docks, or for roads, transmission lines, railways, tramways, tunnels, or flooding, and the Minister of Works, Services and Transportation shall transfer title to or possession of the land so expropriated by him or her to the corporation at cost.

1975 No3 s18

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Transmission lines

18. (1) With the prior written approval of

(a) the Minister of Environment and Lands with respect to Crown lands; or

(b) the Minister of Works, Services and Transportation with respect to public roads, streets and bridges,

and upon those terms and conditions that the appropriate minister may consider necessary, the corporation may construct, erect and maintain poles, wires, cables, structures and works along the sides of, over, across or under all Crown lands, public roads, streets and bridges in the province.

(2) For the purposes referred to in subsection (1), section 42 of the Department of Works, Services and Transportation Act applies to the corporation as if the corporation were a public utility referred to in that section.

1975 No3 s19

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Assurances of Crown lands

19. (1) The Lieutenant-Governor in Council may, upon the terms and conditions and for the consideration that he or she may prescribe, assure to the corporation the land or water power, or rights in either, belonging to the Crown and not then irrevocably granted, leased or otherwise alienated to a 3rd party, that may be reasonably necessary in connection with or incidental to an aspect of the development, generation, transmission and sale of power anywhere in the province.

(2) In addition to the land, water power and rights referred to in subsection (1), the Lieutenant-Governor in Council may assure to the corporation lands or rights in the lands which may be reasonably required by the corporation as sites for plants, dams, works, facilities, wharves, piers or docks, or for roads, transmission lines, railways, tunnels, tramways or flooding.

(3) An assurance granted under this section may be by grant, lease or licence or as the Lieutenant-Governor in Council may prescribe.

(4) This section has effect, notwithstanding anything to the contrary contained in the Crown Lands Act or another Act or law.

1975 No3 s20

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Crown Lands Act not to apply

20. Sections 19 to 40 and section 43 of the Crown Lands Act do not apply to a lease or licence of water power issued to the corporation.

1975 No3 s21

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Public Utilities Act not to apply

21. Notwithstanding anything to the contrary contained in the Public Utilities Act, the Board of Commissioners of Public Utilities has no jurisdiction over the corporation.

1975 No3 s22; 1989 c37 s121

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Limitation on Public Service Collective Bargaining Act

22. Notwithstanding anything to the contrary contained in the Public Service Collective Bargaining Act, that Act shall apply to and in respect of the corporation and its employees, but the corporation shall act on its own behalf in collective bargaining under that Act, instead of the government negotiator as defined in that Act, and section 3 of that Act shall not be applied to or in respect of the corporation or its employees, and sections 12, 15 and 18 of that Act shall, when applied to or in respect of the corporation or its employees, be read so as to give effect to this section.

1975 No3 s23

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Purchase of petroleum

23. Notwithstanding that the corporation is an agent of the Crown, the corporation is not obliged to purchase petroleum products from Golden Eagle Refining Company of Canada Limited or its assignees, or successors, and accordingly, The Government-Golden Eagle Refinery Company of Canada, Limited (Agreement) Act, 1960, and the Agreement set out in the Schedule to and ratified by that Act relating to the purchase of petroleum products by the Lieutenant-Governor in Council do not apply to the corporation.

1977 c60 s5

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Application of statutes

24. Notwithstanding that the corporation is an agent of the Crown

(a) the Mechanics' Lien Act applies in respect of the corporation and all property to which title is vested in the name of the corporation; and

(b) the Workers' Compensation Act applies in respect of the corporation and its employees.

1977 c60 s5; 1979 c51 s21

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Share capital

25. (1) The Lieutenant-Governor in Council may establish authorized share capital for the corporation in the amounts and consisting of those common shares, with or without par value, and the preferred shares with the rights, restrictions, redemption privileges, conditions or limitations, that the Lieutenant-Governor in Council may consider desirable.

(2) Notwithstanding anything to the contrary contained in the Corporations Act or another Act or law, the corporation may purchase its shares and may cancel shares owned by it.

1975 No3 s24

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Lieutenant-Governor in Council may grant franchise

26. (1) The Lieutenant-Governor in Council may, for the consideration, whether nominal or substantial, and upon the terms and conditions that he or she considers desirable, and subject to the rights of a person then existing, vest in the corporation, a subsidiary of the corporation, or another person, absolutely or for a prescribed term, all or a part of an exclusive right and franchise to develop and generate power in Labrador and to sell the power in the first instance for consumption by way of domestic, industrial, or other use, or for resale.

(2) A right or franchise conferred on a person under subsection (1) shall be vested in him or her by the deed, lease, licence, permit or other instrument, that the Minister of Justice determines to be appropriate for the purpose, and every instrument shall be issued under the Great Seal of the province.

(3) A person in whom a right or franchise is vested under subsection (1) has, may exercise and shall enjoy that right or franchise for the period prescribed and to the extent provided in the instrument issued in accordance with subsection (2).

1975 No3 s25

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Borrowing power

27. (1) Subject to the prior approval of the Lieutenant-Governor in Council, the corporation may

(a) borrow money for its purposes, including the installation and maintenance of a system for the development, generation, production, transmission, distribution, delivery, supply, sale or use of power; and

(b) to secure the repayment of money borrowed

(i) issue bonds, debentures, or other securities of the corporation,

(ii) execute and deliver mortgages, assignments, conveyances, charges or other encumbrances of and over property of every nature and kind, both present and future, title to which is vested in the corporation, and

(iii) enter into, execute and deliver a trust deed, trust indenture or an agreement with a lender, a trustee acting for the holders of bonds and debentures or other person,

and the money may be borrowed at the rate of interest and upon the terms and conditions, and the instruments and documents may be issued or executed and delivered in the form, that the Lieutenant-Governor in Council approves.

(2) The securities of the corporation may be made payable in a currency approved by the Lieutenant-Governor in Council and expressed in the security.

1975 No3 s26

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Guarantee of loans

28. Subject to the prior approval of the Lieutenant-Governor in Council, the Minister of Finance acting for and on behalf of the Crown may unconditionally guarantee both as to principal, interest, including interest on overdue interest, premium and sinking fund payments, loans authorized under section 27 to be raised by the corporation, and the loan may be raised by bonds, debenture, or other securities to be issued by the corporation

(a) in a principal amount not exceeding the amount;

(b) at a rate of interest;

(c) on the terms and conditions; and

(d) with provision for redemption at the time,

that may be approved by the Lieutenant-Governor in Council, and the bonds, debentures or other securities may be issued or sold in the numbers and amounts, at the times, at the prices, and upon the terms that the Lieutenant-Governor in Council may approve.

1975 No3 s27

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Manner and form of guarantee

29. Notwithstanding the Financial Administration Act or another Act or law, when a guarantee is given under section 28 of this Act, it shall be given in the manner and form that the Lieutenant-Governor in Council approves, and the form of guarantee shall be signed on behalf of the province by the Minister of Finance, and the signature of the Minister of Finance may be engraved, lithographed or otherwise mechanically reproduced on the bonds, debentures or other securities in respect of which the guarantee is given.

1975 No3 s28

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Guarantee of payment

30. Where the payment of an interest, premium or sinking fund payment has been guaranteed under this Act, the Crown may incur liability in excess of the principal amount of the loan to be raised by way of bonds, debentures, or other securities, to the extent of the guarantee of the interest, premium and sinking fund payment.

1975 No3 s29

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Guarantee repayment

31. The power conferred by section 28 to guarantee the repayment of bonds, debentures or other securities includes the power to guarantee the repayment of part of the bonds, debentures or other securities.

1975 No3 s30

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Guarantee fee

32. (1) The corporation shall pay annually to the Minister of Finance a fee in respect of loans guaranteed by the Minister of Finance under this Act.

(2) The Lieutenant-Governor in Council may make regulations

(a) respecting the calculation of the fee referred to in subsection (1); and

(b) respecting the manner in which and the time at which the fee referred to in subsection (1) shall be paid.

(3) Subsection (1) applies to fees in respect of guarantees given before October 1, 1989.

1990 c7 s1

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Short-term loans

33. (1) The corporation may, for its purposes, raise short-term loans

(a) in the manner and form;

(b) in the amounts;

(c) in the currencies;

(d) for the period, not exceeding 2 years;

(e) at the rates of interest, including interest on overdue interest; and

(f) on the conditions, including conditions relating to discounts, premiums, charges and commissions,

that the corporation may determine.

(2) The total of the short-term loans raised under subsection (1) and outstanding at any time shall not exceed a limit to be fixed by the Lieutenant-Governor in Council, and it is the duty of the Minister of Finance to see that this total is not exceeded.

(3) The Minister of Finance acting on behalf of the Crown may unconditionally guarantee the repayment of a sum raised under subsection (1), the payment of interest, including interest on overdue interest and the payment of a premium.

(4) The total of the guarantees made under subsection (3) and outstanding at any time shall not exceed a limit to be fixed by the Lieutenant-Governor in Council, and it is the duty of the Minister of Finance to see that this total is not exceeded.

(5) A guarantee given under this section shall be in the form that the Minister of Finance approves; and the form of guarantee shall be signed on behalf of the province by that minister whose signature may be engraved, lithographed or otherwise mechanically reproduced on the bonds, debentures or other securities in respect of which the guarantee is given.

1975 No3 s31; 1977 c60 s6

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Agreements

34. The Minister of Finance, acting on behalf of the Crown, may enter into, execute and deliver a trust deed, trust indenture or an agreement with the corporation, a lender, a trustee acting for the holders of bonds, debentures or other securities of the corporation or other person or company setting out the terms and conditions of a guarantee of a loan to be made under this Act.

1975 No3 s32

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Performance guarantee

35. Subject to the prior approval of the Lieutenant-Governor in Council, the Minister of Finance acting on behalf of the Crown may guarantee the performance by the corporation of an obligation of the corporation contracted by it with a person

(a) to pay money or an instalment; or

(b) to perform, fulfil or observe a covenant, obligation or provision of an agreement, deed, bond, promissory note or other document or instrument.

1975 No3 s33

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Loans by government

36. Notwithstanding anything to the contrary contained in the Financial Administration Act or another Act or law, the Lieutenant-Governor in Council may advance to the corporation a sum to enable the corporation to reach its objects or to carry on its business, and the advance may be made in the amount, for the term, at the rate of interest and on the terms and conditions that may be approved by the Lieutenant-Governor in Council.

1975 No3 s34

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Performance under guarantee

37. A payment or advance that the Crown may approve in the exercise of a power conferred by this Act or be required to make under this Act shall be paid by the Minister of Finance out of the Consolidated Revenue Fund of the province or, where the payment is to be made in performance of a guarantee, it may be paid out of funds provided in the manner prescribed in section 55 of the Financial Administration Act.

1975 No3 s35

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Total amount of loan

38. (1) The total of money to be raised after July 8, 1988 by the corporation by loans shall not exceed $600,000,000 in Canadian currency or its equivalent in the currency of another country.

(2) The total of all loans to the corporation to be guaranteed after July 8, 1988 by or on behalf of the Crown shall not exceed $600,000,000 in Canadian currency or its equivalent in the currency of another country.

(3) For the avoidance of doubt, it is declared that in calculating the maximum amount of money raised by way of loans by the corporation and of guarantees given under this Act, no account shall be taken of amounts raised by way of loan that have been repaid or of a part of the proceeds of a loan to be raised for, or that has been spent on, the repayment, refinancing, refunding, redemption, retirement or purchase of the whole or a part of loans or securities of the corporation.

1978 c77 s1; 1981 c62 s1; 1982 c12 s1; 1988 c19 s1

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Financial year

39. The financial year of the corporation shall be the calendar year.

1975 No3 s36

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Capital and operating

40. (1) The corporation shall, not later than November 30 in each year, provide to the minister a budget containing the estimated capital and operating expenses of the corporation for its next succeeding financial year.

(2) The Lieutenant-Governor in Council may either approve or disapprove a borrowing program of the corporation reflected in its budget.

1977 c60 s7

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Financial statement

41. (1) The board shall, not later than April 30 in each year, prepare and submit to the minister a report containing

(a) a financial statement setting out the assets and liabilities of the corporation as at the end of the immediately preceding financial year and the results of its operations for that financial year; and

(b) a report by the board giving an account of the activities of the corporation during the financial year and setting out other matters that may appear to it to be of public interest in relation to the affairs or activities of the corporation,

and the statement and report shall be laid before the Legislature within 15 days after they are submitted to the minister, if the Legislature is then in session, or, if it is not in session, then, within 15 days after the beginning of the next session.

(2) The financial statement referred to in subsection (1) shall be signed by 2 directors and shall have attached to it the auditor's report referred to in subsection (5).

(3) The annual financial statement of the corporation shall be audited by a firm of auditors who shall be appointed by the Lieutenant-Governor in Council.

(4) The remuneration of the auditors referred to in subsection (3) shall be fixed annually by the board and shall be paid by the corporation out of its funds.

(5) The report of the auditors shall be sent to the minister with each annual report of the corporation referred to in subsection (1), and it shall state whether the financial statements present fairly the financial position of the corporation and the results of its operations for the period under review and whether the financial statements were prepared in accordance with generally accepted accounting principles applied on a basis consistent with that of the preceding period.

(6) The Lieutenant-Governor in Council may, by order, designate or appoint other auditors for carrying out the specific audit of the corporation's accounts and business that he or she may specify in the order, and the auditor general may conduct the additional examination and investigation of the records and operations of the corporation that he or she considers necessary.

(7) For the purposes of an audit, examination or investigation conducted under subsection (6), the person designated or appointed by the Lieutenant-Governor in Council, or the auditor general, may request and shall be supplied by the board with all books, vouchers, records, schedules, working papers and other documentation which he or she considers necessary.

1975 No3 s38

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Fund established

42. (1) The corporation shall establish a fund to be known as the Newfoundland and Labrador Hydro-Electric Corporation Fund which shall be separate and distinct from the Consolidated Revenue Fund.

(2) All money and revenues of the corporation, including the proceeds of loans raised by the corporation, when they come into the hands of the corporation, shall be deposited to the credit of the Newfoundland and Labrador Hydro-Electric Corporation Fund, and the corporation shall have full authority to administer the money so deposited for the purposes and objects of this Act.

(3) Nothing in subsection (2) shall be taken to prevent the corporation from exercising the power to deal with money in the manner prescribed in paragraph 16(1)(h).

1975 No3 s39

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Financial provisions to have full effect

43. Notwithstanding the Financial Administration Act or another Act or law, paragraph 16(1)(h) and section 42 of this Act shall have full effect.

1975 No3 s40

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Actions

44. (1) Actions, suits or other legal proceedings in respect of a right or obligation acquired or incurred by the corporation may be brought by or against the corporation in the name of the corporation in a court and a judgment shall be carried into effect by the corporation, and where the judgment is for the payment of money, it may be enforced by execution against the money, lands and effects of the corporation as in ordinary cases between party and party.

(2) The corporation is liable in tort for damages for which, if it were a private person of full age and capacity, it would be liable in respect of

(a) torts committed by its employees or agents; or

(b) a breach of duty attaching to the ownership, occupation, possession or control of property.

(3) An action or other proceeding under subsection (2) does not lie against the corporation or an employee or agent of the corporation or against the Crown in respect of

(a) a claim against the corporation or an employee or agent of the corporation, where a pension or compensation has been paid or is payable out of the Consolidated Revenue Fund or out of funds administered by an agency of the Crown in respect of the death, injury, damage or loss in respect to which the claim is made; or

(b) an act or omission of a person who is an employee or agent of the corporation, unless the act or omission would, apart from this section, have given rise to a cause of action in tort against that person or his or her personal representative.

(4) An action or other proceeding under subsection (2) shall not be started against the corporation after the expiration of 2 years from the time when the cause of action arose or from the time of the event giving rise to the proceeding.

(5) This section has effect, notwithstanding anything to the contrary contained in the Proceedings Against the Crown Act or another Act or law.

(6) Except with the prior written consent of the Minister of Justice, an action shall not be brought against a director for anything done or omitted by him or her in the execution of his or her duties as director.

1975 No3 s41

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Change of frequency

45. (1) Notwithstanding an agreement between the corporation and a person, the corporation may change the periodicity in alternations of current at which it supplies power to a person.

(2) Nothing done under subsection (1) shall be considered to be a breach of contract by the corporation or entitles a person to rescind an agreement or releases a guarantor from the performance of an obligation.

1975 No3 s42

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Powers of corporation

46. The corporation may

(a) for the purposes of standardizing and making uniform the periodicity in alternations of current at which it supplies power, alter, reconstruct, rebuild, reassemble, construct, extend or replace its works or do whatever else may be necessary in respect of them, and with their consent, the works of other persons who are supplying or purchasing or otherwise delivering or accepting delivery of power to or from the corporation, wherever the works may be located in the province;

(b) for the purposes of standardizing and making uniform the periodicity in alternations of current at which power generated or procured by it is utilized and with the consent of the owner alter, reconstruct, rebuild, reassemble, construct, extend, replace or do whatever else may be necessary in respect of the equipment, apparatus, appliances, devices and works of a person by which the power is taken and used or authorize the owner to do so; and

(c) charge to and collect from the owners of equipment, apparatus, appliances, devices, or works, the expense of anything done by the corporation to or in respect of the equipment, apparatus, appliances, devices or works, under this section.

1975 No3 s43

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Limitation of actions

47. (1) An action shall not be brought against a person in respect of anything done under section 45 or 46 after the expiration of 1 year beginning on the date when the cause of action arose.

(2) An action shall not be brought against a person in respect of anything done under section 45 or 46 unless written notice in writing of the claim has been served upon or sent by registered mail to the person within 90 days after the cause of action arose.

1975 No3 s44

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No right of action in certain cases

48. (1) An action shall not be brought against a person, and a person is not liable for loss of use of anything, or loss of production of or by anything, or loss of profits, because of anything done under section 45 or 46.

(2) Section 47 does not apply to an action between the corporation and a person arising from an agreement between the corporation and the person for the doing by the person for the corporation of anything under section 45 or 46.

1975 No3 s45

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Inspection of wiring

49. (1) An employee of the corporation may, at reasonable times and on production of his or her authority from the corporation, enter premises to which power is being supplied by the corporation or premises to which the owner or occupier has requested the corporation to supply power, and inspect, test, remove or replace the wiring or an apparatus on the premises used or to be used for or in connection with the supply of power to that premises, whether the wiring or apparatus is the property of the corporation or of the owner of the premises, but the corporation shall repair all damage caused by the entry, inspection or removal.

(2) Where it is found that on premises referred to in subsection (1) the wiring or apparatus used in connection with the supply of power to the premises is below the essential requirements or minimum standards prescribed in regulations made under the Occupational Health and Safety Act, the corporation may disconnect the premises from its power supply, if it is connected, and may refuse to connect the premises with its power supply until the wiring or other apparatus has been brought up to those requirements and standards.

1989 c40 s19

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Power terminated for non-payment

50. (1) Where a rural customer supplied with power by the corporation neglects to pay the charges for the power to the corporation as they fall due, the corporation, upon giving 7 days' previous notice, may, by a person acting under its authority, stop supplying power to that rural customer, and to that end may disconnect the premises of the rural customer from its power lines by those means that the corporation thinks appropriate and if the corporation is obligated by contract to supply power to that rural customer for a longer period, that contract shall be terminated.

(2) Where the premises of a rural customer have been disconnected from the power lines of the corporation under subsection (1), the corporation may nevertheless recover the charges owing or accruing up to the time of that disconnection, and before the supply of power to that rural customer may be resumed all charges due shall be paid by the rural customer.

1989 c40 s19

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Assets and liabilities of PDD

51. (1) Title to all the property and assets of the Board of Trustees of the Power Distribution District of Newfoundland and Labrador is vested in the corporation.

(2) The corporation is charged with and assumes all of the obligations and liabilities of the Board of Trustees of the Power Distribution District of Newfoundland and Labrador.

1989 c40 s19

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Offences

52. (1) A person who

(a) contravenes this Act or the regulations or an order under this Act or the regulations; or

(b) interferes with or obstructs an inspector or other person in the discharge of his or her duties under this Act or the regulations or under an order made under this Act or the regulations

is guilty of an offence and liable on summary conviction to a fine not exceeding $1,000 and in default of payment of the fine to imprisonment for a period not exceeding 12 months, or to both a fine and imprisonment.

(2) The conviction of a person under paragraph (1)(a) or (b) does not operate as a bar to further prosecution under this Act for a continuance of the offence.

1975 No3 s48

©Earl G. Tucker, Queen's Printer