C-26314470-71Elizabeth II2021-2022An Act to establish the Office of the Commissioner for Responsible Business Conduct Abroad and to make consequential amendments to other ActsResponsible Business Conduct Abroad Act20223
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Ms. McPherson441043SUMMARYThis enactment enacts the Responsible Business Conduct Abroad Act, which establishes the Office of the Commissioner for Responsible Business Conduct Abroad. The enactment authorizes the Commissioner to monitor and investigate the business activities of certain Canadian entities operating abroad for the purpose of reporting on the entities' compliance with international human rights law.Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows:Short Title
Short titleThis Act may be cited as the Responsible Business Conduct Abroad Act.
Interpretation and General Provisions
DefinitionsThe following definitions apply in this Act.Commissioner means the Commissioner for Responsible Business Conduct Abroad appointed under subsection 6(1). (commissaire)entity means a corporation or a trust, partnership or other unincorporated organization that is listed on a stock exchange in Canada, has a place of business in Canada, does business in Canada or has assets in Canada, but does not include a non-profit organization or a labour union. (entité)Minister means the Minister designated under subsection (2) or, if none is designated, the Minister of Foreign Affairs. (ministre)Designation of MinisterThe Governor in Council may, by order, designate any federal minister to be the Minister referred to in this Act.
Her Majesty
Binding on Her MajestyThis Act is binding on Her Majesty in right of Canada or a province.
Application
EntitiesThis Act applies to any entity thatmanufactures, produces, grows, extracts, processes, sells or supplies goods abroad;imports into Canada goods manufactured, produced, grown, extracted or processed abroad;offers, performs or provides services abroad; orcontrols directly or indirectly, in any manner, an entity described in paragraph (a), (b) or (c).
Office of the Commissioner for Responsible Business Conduct Abroad
OfficeThe Office of the Commissioner for Responsible Business Conduct Abroad is established.
Commissioner for Responsible Business Conduct AbroadThe Governor in Council must appoint, by commission under the Great Seal, a Commissioner for Responsible Business Conduct Abroad after consultation with the leader of every recognized party in the Senate and House of Commons and approval of the appointment by resolution of the Senate and House of Commons.TenureSubject to this section, the Commissioner holds office during good behaviour for a term of five years but may be removed for cause by the Governor in Council at any time on address of the Senate and House of Commons.Further termThe Commissioner is eligible to be reappointed once only. Interim appointmentIn the event of the absence or incapacity of the Commissioner, or if the office of Commissioner is vacant, the Governor in Council may appoint any qualified person to hold that office in the interim for a term not exceeding six months, and that person must, while holding office, be paid the salary or other remuneration and expenses that may be fixed by the Governor in Council.Remuneration and expensesThe Commissioner is to be paid the remuneration that is fixed by the Governor in Council and, in accordance with Treasury Board directives, reasonable travel and living expenses incurred in the exercise of powers and the performance of duties or functions while absent from the Commissioner’s ordinary place of work.
MandateThe mandate of the Commissioner is to monitor and, when appropriate, investigate the business activities of entities that operate abroad or import goods into Canada for the purpose of reporting on the entities’ compliance with international human rights law.International human rights lawFor the purposes of this Act, international human rights law means the rights recognized under the international human rights instruments listed in the schedule. Amendment of scheduleThe Governor in Council may, by order, amend the schedule by adding or deleting a reference to an international human rights instrument.
Rank and powersThe Commissioner is to have the rank and powers of a deputy head of a department and engage exclusively in the duties of the office of Commissioner under this Act or any other Act of Parliament and must not hold any other office or employment for reward.
Staff of the CommissionerAny officers and employees that are necessary to enable the Commissioner to perform the duties and functions of the Commissioner under this Act or any other Act of Parliament are to be appointed in accordance with the Public Service Employment Act.Technical assistanceThe Commissioner may engage on a temporary basis the services of persons having technical or specialized knowledge of any matter relating to the work of the Commissioner in order to advise and assist in the performance of the duties and functions of the Commissioner under this Act or any other Act of Parliament and, with the approval of the Treasury Board, may fix and pay the remuneration and expenses of those persons.
Complaints
ComplaintsAny person may make a complaint to the Commissioner with respect to the international human rights impact of an entity’s business activities abroad.Request for confidentialityThe person making the complaint may request that their identity, and any information that may reveal their identity, not be disclosed.ProhibitionThe Commissioner must not disclose the identity of a person who makes a request under subsection (2) or any information that may reveal their identity.Commissioner’s discretionThe Commissioner may refuse to deal with the complaint if, in the Commissioner’s opinion, the complaint is trivial, frivolous or vexatious or made in bad faith.
Written complaintA complaint under this Act must be made to the Commissioner in writing unless the Commissioner authorizes otherwise.
Investigations
InvestigationThe Commissioner may conduct an investigation in furtherance of the Commissioner’s mandate under section 7on receipt of a complaint under subsection 10(1); oron the Commissioner’s own initiative.RestrictionThe Commissioner may conduct an investigation only if, in the Commissioner’s opinion, there are reasonable grounds to believe that an entity may have been or may be engaged in business activities abroad that do not respect international human rights law. Powers of investigationFor the purpose of conducting the investigation, the Commissioner mayin the same manner and to the same extent as a superior court of record,summon and enforce the attendance of persons before the Commissioner and compel them to give oral or written evidence under oath, andcompel persons to produce any documents or other things that the Commissioner considers relevant for the investigation; andadminister oaths and receive and accept information, whether or not it would be admissible as evidence in a court of law.Evidence in other proceedingsEvidence given by a person in the investigation and evidence of the existence of the investigation are inadmissible against the person in a court or in any other proceeding, other than in a prosecution of a person for an offence under section 131 of the Criminal Code (perjury) in respect of a statement made to the Commissioner.Notice of intention to investigateBefore carrying out an investigation, the Commissioner must inform the entity concerned of the Commissioner’s intention to carry out the investigation.Right to make representationThe Commissioner must give the entity a reasonable opportunity to make representations to the Commissioner.Suspension of investigationThe Commissioner must immediately suspend an investigation under this sectionif the Commissioner discovers that a charge has been laid under an Act of Parliament or of the legislature of a province with respect to the subject-matter of the investigation; or if the Attorney General of Canada or the attorney general of a province certifies that the Commissioner’s investigation might interfere with an investigation by a peace officer. Investigation continuedThe Commissioner must not continue an investigation under this section until any investigation or charge regarding the same subject-matter has been finally disposed of.
Report on investigationAfter completing or terminating an investigation, the Commissioner must prepare a report on the investigation, including the findings, conclusions and reasons for the Commissioner’s conclusions.Recommendations to an entityIn the report, the Commissioner may make recommendations to an entity, including with respect to providing financial compensation or other reparations, issuing a formal apology, preventing human rights abuses and making changes to an entity’s policies. Recommendations to the MinisterIn the report, the Commissioner may make recommendations to the Minister concerning measures to be taken against an entity, including any of the following: withdrawing trade advocacy support provided to the entity by the Department of Foreign Affairs, Trade and Development; rendering the entity ineligible for future trade advocacy support provided by the Department of Foreign Affairs, Trade and Development; orrendering the entity ineligible for future financial support provided by Export Development Canada.Recommendations on legislative and policy changeIn the report, the Commissioner may recommend changes to Canadian law and government policy in order to better promote compliance with international human rights law.Publication of reportThe Commissioner must publish the report on the website of the Office of the Commissioner.
Delegation
Delegation by CommissionerThe Commissioner may authorize any person to exercise or perform, subject to any restrictions or limitations that the Commissioner specifies, any of the powers, duties or functions of the Commissioner under this or any other Act of Parliament exceptthe power to delegate under this section; andthe powers, duties or functions set out in sections 13, 19 and 20.
Regulations
RegulationsThe Governor in Council may make regulations for carrying out the purposes and provisions of this Act, including regulations respecting the circumstances in which this Act does not apply to entities and prescribing anything that, by this Act, is to be prescribed.
Offences and Punishment
ObstructionEvery person or entity that obstructs or hinders a person who is exercising powers or performing duties or functions under this Act is guilty of an offence punishable on summary conviction and liable to a fine of not more than $250,000.False or misleading statement or informationEvery person or entity that knowingly makes any false or misleading statement or knowingly provides false or misleading information to the Commissioner or to any other person who is authorized to exercise powers or perform duties or functions under this Act is guilty of an offence punishable on summary conviction and liable to a fine of not more than $250,000.
Liability of officers, directors, etc.If a person or an entity commits an offence under this Act, any officer, director or agent or mandatary of the person or entity who directed, authorized, assented to, acquiesced in or participated in its commission is a party to and guilty of the offence and liable on conviction to the punishment provided for the offence, whether or not the person or entity has been prosecuted or convicted.
Offence by employee or agent or mandataryIn a prosecution for an offence under subsection 16(1), it is sufficient proof of the offence to establish that it was committed by an employee or agent or mandatary of the accused, whether or not the employee or agent or mandatary is identified or has been prosecuted for the offence, unless the accused establishes that they exercised due diligence to prevent its commission.
Reports to Parliament
Annual reportWithin three months after the end of each fiscal year, the Commissioner must prepare a report with regard to the administration of this Act during that fiscal year and submit the report to the Speaker of the Senate and the Speaker of the House of Commons for tabling in those Houses.Contents of reportThe report is to includea summary of the complaints received;a summary of any investigations conducted by the Commissioner; andany recommended changes to Canadian law and government policy.
Special report — urgent matterThe Commissioner may, at any time, prepare a special report concerning any matter within the scope of the powers, duties and functions of the Commissioner if, in the Commissioner’s opinion, the matter is of such urgency or importance that a report on it should not be deferred until the next annual report.Special report — law and policyThe Commissioner may prepare a special report in order to recommend changes to Canadian law or government policy. Tabling of special reportThe Commissioner must submit any special report to the Speaker of the Senate and the Speaker of the House of Commons for tabling in those Houses.
Review by Parliament
Review of Act by parliamentary committeeA comprehensive review of the provisions and operation of this Act must be undertaken, every five years after this section comes into force, by the committee of the Senate, of the House of Commons, or of both Houses of Parliament, that may be designated or established for that purpose.Review and reportThe committee referred to in subsection (1) must, within a year after the review is undertaken or within any further period that the Senate, the House of Commons, or both Houses of Parliament, as the case may be, may authorize, submit a report on the review to both Houses that includes a statement of any changes to this Act or its operation that the committee recommends.
Transitional provisionThe person holding the office of the Canadian Ombudsperson for Responsible Enterprise on the coming into force of this section continues in office until the end of their term of office as if they had been appointed under subsection 9(1).
Consequential Amendments R.S., c. A-1Access to Information Act
Schedule I to the Access to Information Act is amended by adding the following in alphabetical order under the heading “Other Government Institutions”:Office of the Commissioner for Responsible Business Conduct AbroadBureau du commissaire à la conduite responsable des entreprises à l’étranger
R.S., c. F-11Financial Administration Act
Schedule I.1 to the Financial Administration Act is amended by adding, in alphabetical order in column I, a reference toOffice of the Commissioner for Responsible Business Conduct AbroadBureau du commissaire à la conduite responsable des entreprises à l’étrangerand a corresponding reference in column II to “Minister of Foreign Affairs”.
Schedule V to the Act is amended by adding the following in alphabetical order:Office of the Commissioner for Responsible Business Conduct AbroadBureau du commissaire à la conduite responsable des entreprises à l’étranger
Part III of Schedule VI to the Act is amended by adding, in alphabetical order in column I, a reference to Office of the Commissioner for Responsible Business Conduct AbroadBureau du commissaire à la conduite responsable des entreprises à l’étranger and a corresponding reference in column II to “Commissioner for Responsible Business Conduct Abroad”.
R.S., c. P-21Privacy Act
The schedule to the Privacy Act is amended by adding the following in alphabetical order under the heading “Other Government Institutions”:Office of the Commissioner for Responsible Business Conduct AbroadBureau du commissaire à la conduite responsable des entreprises à l’étranger
R.S., c. P-36Public Service Superannuation Act
Part I of Schedule I to the Public Service Superannuation Act is amended by adding the following in alphabetical order: Office of the Commissioner for Responsible Business Conduct AbroadBureau du commissaire à la conduite responsable des entreprises à l’étranger
1991, c. 30Public Sector Compensation Act
Schedule I to the Public Sector Compensation Act is amended by adding the following in alphabetical order under the heading “Other Portions of the Public Service”:Office of the Commissioner for Responsible Business Conduct AbroadBureau du commissaire à la conduite responsable des entreprises à l’étranger
(Subsections 7(2) and (3))International Human Rights InstrumentsAbolition of Forced Labour Convention, 1957Convention sur l'abolition du travail forcé, 1957Convention against Torture and Other Cruel, Inhuman or Degrading Treatment or PunishmentConvention contre la torture et autres peines ou traitements cruels, inhumains ou dégradantsConvention on Access to Information, Public Participation in Decision-Making and Access to Justice in Environmental MattersConvention sur l’accès à l’information, la participation du public au processus décisionnel et l’accès à la justice en matière d’environnementConvention on Combating Bribery of Foreign Public Officials in International Business TransactionsConvention sur la lutte contre la corruption d’agents publics étrangers dans les transactions commerciales internationalesConvention on the Elimination of All Forms of Discrimination against Women Convention sur l'élimination de toutes les formes de discrimination à l’égard des femmesConvention on the Rights of Persons with DisabilitiesConvention relative aux droits des personnes handicapéesConvention on the Rights of the ChildConvention relative aux droits de l’enfantDeclaration on the Right and Responsibility of Individuals, Groups and Organs of Society to Promote and Protect Universally Recognized Human Rights and Fundamental FreedomsDéclaration sur le droit et la responsabilité des individus, groupes et organes de la société de promouvoir et protéger les droits de l'homme et les libertés fondamentales universellement reconnusDiscrimination (Employment and Occupation) Convention, 1958Convention concernant la discrimination (emploi et profession), 1958 Equal Remuneration Convention, 1951Convention sur l’égalité de rémunération, 1951Forced Labour Convention, 1930Convention sur le travail forcé, 1930Freedom of Association and Protection of the Right to Organise Convention, 1948 Convention sur la liberté syndicale et la protection du droit syndical, 1948Indigenous and Tribal Peoples Convention, 1989Convention relative aux peuples indigènes et tribaux, 1989International Convention for the Protection of All Persons from Enforced DisappearanceConvention internationale pour la protection de toutes les personnes contre les disparitions forcéesInternational Convention on the Elimination of All Forms of Racial Discrimination Convention internationale sur l'élimination de toutes les formes de discrimination racialeInternational Convention on the Protection of the Rights of All Migrant Workers and Members of Their FamiliesConvention internationale sur la protection des droits de tous les travailleurs migrants et des membres de leur familleInternational Covenant on Civil and Political RightsPacte international relatif aux droits civils et politiquesInternational Covenant on Economic, Social and Cultural RightsPacte international relatif aux droits économiques, sociaux et culturels Minimum Age Convention, 1973Convention sur l'âge minimum, 1973Right to Organise and Collective Bargaining Convention, 1949Convention sur le droit d'organisation et de négociation collective, 1949United Nations Declaration on the Rights of Indigenous PeoplesDéclaration des Nations Unies sur les droits des peuples autochtonesWorst Forms of Child Labour Convention, 1999Convention sur les pires formes de travail des enfants, 1999