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Copyright © 2000: Queens Printer,
Statutes of Newfoundland 1998
AN ACT TO INCORPORATE THE BUSINESS
(Assented to December 15, 1998)
1. Short title
3. Corporation continued
4. Corporation vested
5. Object of corporation
6. Status of corporation
7. Board of directors
8. Powers of corporation
10. Corporation may enter into agreements
13. Financial year
14. Corporation limited to budget
15. Report to minister
16. Financial statement
18. Acts repealed
19. Transfer validated
Be it enacted by the Lieutenant-Governor and House of Assembly in Legislative Session convened, as follows:
1. This Act may be cited as the Business Investment Corporation Act.
2. In this Act
(a) "board" means the board of directors appointed under section 7;
(b) "corporation" means the Business Investment Corporation incorporated by this Act; and
(c) "minister" means the minister appointed under the Executive Council Act to administer this Act.
3. (1) The Business Investment Corporation is incorporated.
(2) The Corporations Act does not apply to the corporation.
(3) The corporation is the successor in law to Enterprise Newfoundland and Labrador Corporation, the Fisheries Loan Board and the Farm Development Loan Board and a subsidiary of either of those corporations.
4. (1) Title to all of the property and assets of Enterprise Newfoundland and Labrador Corporation, the Fisheries Loan Board and the Farm Development Loan Board and a subsidiary of either of those corporations is vested in the corporation.
(2) The corporation is charged with and assumes all of the obligations and liabilities of Enterprise Newfoundland and Labrador Corporation, the Fisheries Loan Board and the Farm Development Loan Board and a subsidiary of either of those corporations.
(3) An agreement made between Enterprise Newfoundland and Labrador Corporation, the Fisheries Loan Board and the Farm Development Loan Board and a subsidiary of either of those corporations and another party before this Act comes into force continues in force and is binding on the corporation and the other party to it.
Object of corporation
5. The corporation shall be responsible for making available and managing investments in small to medium sized private businesses, co-operatives, community development corporations and other enterprises for the purpose of creating employment opportunities for the people of the province.
Status of corporation
6. The corporation is an agent of the Crown.
Board of directors
7. (1) The Lieutenant-Governor in Council shall appoint a board of directors of the corporation.
(2) The board shall consist of a minimum of 5 members and a maximum of 9 members.
(3) The Lieutenant-Governor in Council may appoint one of the directors to be chairperson and one to be vice-chairperson.
(4) The board shall not be disabled from acting by reason of a temporary vacancy in its number, but the number of members shall never be less than 4.
(5) The board shall exercise all of the powers and discharge all of the duties of the corporation and administer and manage its business.
Powers of corporation
8. The corporation may
(a) deposit money or securities with a bank, trustee, trust company or other depository;
(b) appoint agents to act on its behalf for the purpose of this Act and on those conditions that the board shall determine;
(c) grant or lend money to or provide guarantees on behalf of persons carrying on or proposing to carry on a business or other undertaking in the province;
(d) pay off or retire existing debts or obligations of a person engaged in a business, where it is necessary to do so in order to improve the security of a loan or other assistance to the person, or in other circumstances the board considers appropriate in keeping with the objects of the corporation;
(e) take for money loaned or otherwise invested, a security of any nature that the board may consider advisable;
(f) take, or otherwise acquire and hold, the shares, stock, debentures or other securities of a company wherever incorporated and sell or otherwise deal with them;
(g) take over the assets of and carry on, either alone or in conjunction with another person, as often and for the period that the board may think advisable, the business or a part of the business of a person indebted to the corporation;
(h) invest and deal with, in the manner that may be determined by the board, the money of the corporation or on deposit with the corporation that is not immediately required;
(i) draw, make, accept, endorse, execute and issue promissory notes, bills of exchange and other negotiable or transferable instruments; and
(j) 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.
9. The board may make by-laws generally for the conduct and management of the affairs of the corporation.
Corporation may enter into agreements
10. The corporation in keeping with its objects may work with the Government of Canada or one of its departments or agencies to carry out or implement programs on their behalf but a contract or agreement binding the corporation in this regard is subject to the approval of the Lieutenant-Governor in Council.
11. Legal proceedings in respect of a right or obligation acquired or incurred by the corporation may be brought by or against it in the name of the corporation.
12. The financial requirements of the corporation shall be defrayed out of money appropriated for that purpose by the Legislature or funds derived from a source or agreement under section 10.
13. The financial year of the corporation shall be the same as the financial year of the province.
Corporation limited to budget
14. Except with the approval of the Lieutenant-Governor in Council, the corporation shall not in a year contract or become liable for an expenditure or indebtedness beyond or in excess of the amount appropriated under section 12 and derived from an agreement under section 10.
Report to minister
15. The corporation shall, not later than September 30 in each year, prepare and submit to the minister a financial statement setting out the assets and liabilities of the corporation, a copy of its audited financial statement and the receipts and expenditures of the corporation for the previous financial year.
16. (1) The financial statement referred to in section 15 shall be signed by the chairperson of the corporation and one member of the board.
(2) An independent auditor shall examine the financial statement referred to in section 15 prior to the statement being submitted to the minister.
17. The Lieutenant-Governor in Council may make regulations to give effect to the provisions of this Act including regulations for the general administration of this Act.
18. The Fisheries Loan Act, the Farm Development Loan Act, the Economic Recovery Commission Act and the Enterprise Newfoundland and Labrador Corporation Act are repealed.
19. (1) The transfer of the duties, powers and functions of the Fisheries Loan Board and the Farm Development Loan Board to Enterprise Newfoundland and Labrador Corporation purporting to have been effected by Order-in-Council under the Rearrangement and Transfer of Duties Act is considered to have been lawfully done.
(2) Anything done by Enterprise Newfoundland and Labrador Corporation or a subsidiary of that corporation after April 1, 1995 as a result of the purported transfer referred to in subsection (1) is considered to have been lawfully done.
20. This Act comes into force on a day to be proclaimed by the Lieutenant-Governor in Council.
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