Bill S-28
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2nd Session, 36th Parliament,
48-49 Elizabeth II, 1999-2000
senate of canada
BILL S-28
An Act to amend the Act of incorporation of the Conference of Mennonites in Canada
Preamble
WHEREAS the Conference of Mennonites in Canada (hereinafter referred to as “the Corporation”) was incorporated by an Act of the Parliament of Canada, being chapter 91 of the Statutes of Canada, 1947;
AND WHEREAS the Corporation has by its petition prayed that its Act of incorporation be amended as hereinafter provided, and it is expedient to grant the prayer of the petition;
NOW, THEREFORE, Her Majesty, by and with the advice and consent of the Senate and the House of Commons of Canada, enacts as follows:
Change of corporate name
1. (1) The name of the Corporation incorporated by chapter 91 of the Statutes of Canada, 1947 is changed to “Mennonite Church Canada”.
Existing rights preserved
(2) The change of name of the Corporation does not in any way impair, alter or affect the rights or liabilities of the Corporation, or any suit, proceeding or judgment, either by, in favour of or against the Corporation, which may be prosecuted, continued, completed or enforced as if this Act had not been enacted.
2. Section 3 of the Act is replaced by the following:
Head office
3. (1) The head office of the Corporation shall be at Winnipeg, in the province of Manitoba, or at such other place in Canada as may be decided by the Corporation.
Notice of change
(2) Notice in writing shall be given to the Minister of Industry by the Corporation concerning any change of the head office and a copy of such notice shall be published in the Canada Gazette.
3. The Act is amended by adding the following after section 3:
Legal capacity
3.1 (1) Subject to this Act, the Corporation has all the powers, rights and privileges of a natural person.
Capacity in Canada
(2) The Corporation may carry on business throughout Canada.
Extraterritorial capacity
(3) The Corporation has the capacity to carry on its business, conduct its affairs and exercise its powers in any jurisdiction outside Canada, to the extent that the laws of such jurisdiction permit.
Objects
(4) The objects of the Corporation are to
(a) promote the spiritual welfare and the unity of spirit of the members of the Corporation and, by mutual assistance, to foster, diffuse, encourage, advance and strengthen the work of the kingdom of God;
(b) build Christian communities in the Mennonite tradition;
(c) nurture the well-being of members of the Corporation, promote a spirit of unity and foster cooperation among them; and
(d) associate and work with selected organizations having one or more objects identical or similar to those of the Corporation.
4. (1) The portion of section 4 of the Act before paragraph (a) and paragraph (a) are replaced by the following:
Powers
4. The Corporation has, in carrying out its objects, all the powers necessary to
(a) admit, as a corporate member of the Corporation, any congregation of Mennonites, conference of Mennonites, or other entity that complies with, and qualifies under, the by-laws of the Corporation;
(2) Paragraph 4(d) of the Act is repealed.
(3) Paragraph 4(e) of the Act is replaced by the following:
(e) organize, maintain, carry on and assist, for or on behalf of any corporate member of the Corporation, churches, missions, schools, colleges, hospitals, orphanages, homes for the elderly, and any other institutions for religious, educational or congregational purposes;
(4) Paragraph 4(g) of the Act is replaced by the following:
(g) administer the property, business and other temporal affairs of the Corporation;
(h) receive and accept for its own use monies or other personal property subject to, and in consideration of, payment of interest thereon or of an annuity in respect thereof; and
(i) generally, to do all such things as are likely to promote the objects of the Corporation.
5. Section 5 of the Act is replaced by the following:
Management
5. The affairs of the Corporation shall be managed by a board of directors consisting of not less than three directors and not more than twenty directors, who shall be assisted by such other officers and agents as the Corporation may appoint.
6. Paragraph 6(a) of the Act is replaced by the following:
(a) the prerequisites of admission and the qualifications respecting any congregation of Mennonites, conference of Mennonites, or other entity, desiring to become a corporate member of the Corporation, and the release or expulsion of any corporate member from the Corporation;
7. Section 9 of the Act is repealed.
8. Section 12 of the Act is replaced by the following:
Execution of documents
12. Any deed or instrument relating to real property, or any interest therein, shall be deemed to be executed if there is affixed thereto the seal of the Corporation and the signature of any officer of the Corporation duly authorized for such purpose.
9. Section 13 of the Act is replaced by the following:
Disposition of property by gift or loan
13. The Corporation may make a gift of or lend any of its property, whether real or personal, for or to assist in the purchase, erection, leasing or maintenance of any building or buildings considered necessary for any church, college, school, hospital, orphanage or home for the elderly, or for any other religious, charitable, educational or congregational purpose, upon such terms and conditions as it considers expedient.
10. Section 15 of the Act is replaced by the following:
Investment of funds
15. The Corporation may invest its funds, or any portion thereof, either directly in the name of the Corporation or indirectly in the name of trustees, in the purchase of securities as it considers advisable and may also lend its funds or any portion thereof on any such securities.
11. Section 16 of the Act is replaced by the following:
Meetings
16. (1) The Corporation shall meet at such times and places as the board of directors considers necessary, but it shall meet at least once every two years, and such meetings may be held in Canada or abroad.
Meetings in Canada
(2) Notwithstanding subsection (1), at least three out of every four meetings held by the Corporation shall be held in Canada.
Application of Canada Corporations Act
(3) For greater certainty and notwithstanding section 158 of the Canada Corporations Act, section 102 of that Act does not apply to the Corporation.
Published under authority of the Senate of Canada