Export Development Act (R.S.C., 1985, c. E-20)

Environmental Effects

Marginal note:Requirement

• 10.1 (1) Before entering, in the exercise of its powers under subsection 10(1.1), into a transaction that is related to a project, the Corporation must determine, in accordance with the directive referred to in subsection (2),

  • (a) whether the project is likely to have adverse environmental effects despite the implementation of mitigation measures; and

  • (b) if such is the case, whether the Corporation is justified in entering into the transaction.

• Marginal note:Directive

  (2) The Board shall issue a directive respecting the determination referred to in subsection (1), which directive may

  • (a) define the words and expressions that the Board considers necessary for the application of that subsection, including the words and expressions “transaction”, “project”, “adverse environmental effects” and “mitigation measures”;

  • (b) establish the criteria that the Corporation must apply in making the determination; and

  • (c) establish exceptions specifically or by any class, as defined by the Board, to the Corporation’s obligation to make the determination.

• Marginal note:Statutory Instruments Act

  (3) The directive is not a statutory instrument for the purposes of the Statutory Instruments Act.

Capital and Shares

Marginal note:Authorized capital

• 11 (1) The authorized capital of the Corporation is

  • (a) for the period beginning on the day on which this subsection comes into force and ending on September 30, 2020, the amount that the Minister of Finance determines during that period, or, if that Minister redetermines the amount during that period, the most recently determined amount; and

  • (b) on and after October 1, 2020, an amount equal to the amount determined by the Minister of Finance under paragraph (a), or, if that Minister redetermined the amount under that paragraph, an amount equal to the last amount so determined.

  Each share has a par value of $100.

• Marginal note:Publication in Canada Gazette

  (1.1) As soon as feasible after determining or redetermining an amount under paragraph (1)(a), the Minister of Finance shall publish a notice of that amount in the Canada Gazette.

• Marginal note:Subscription and payment for shares

  (2) Where the Board recommends that the Minister subscribe for unissued shares of the Corporation, the Minister may, if the Minister of Finance concurs, subscribe at par for such number of shares as he considers desirable and the amount of each subscription shall be paid to the Corporation out of the Consolidated Revenue Fund at such times and in such amounts as the Board requires.

• Marginal note:Shares not transferable

  (3) The shares of the capital stock of the Corporation are not transferable and shall be held in trust for Her Majesty.

Marginal note:Borrowing

12 The Corporation may borrow money by any means, including issuing and selling bonds, debentures, notes and other evidences of indebtedness of the Corporation.

Marginal note:Loans to Corporation

13 At the request of the Corporation, the Minister of Finance may, out of the Consolidated Revenue Fund, lend money to the Corporation on such terms and conditions as are fixed by him.

Marginal note:Maximum borrowings of Corporation

• 14 (1) The aggregate amount of borrowings of the Corporation pursuant to sections 12 and 13 and outstanding shall at no time exceed an amount equal to fifteen times the aggregate of

  • (a) the paid-in capital of the Corporation, and

  • (b) the retained earnings of the Corporation, determined in accordance with the most recent statements of accounts of the Corporation for a financial year that have been audited by the Auditor General of Canada.

• Marginal note:Calculation of maximum borrowings

  (2) For the purpose of calculating the aggregate amount of outstanding borrowings of the Corporation under subsection (1),

  • (a) accumulated deficits, and

  • (b) the retained earnings of the Corporation, where the Corporation and its auditor are unable to agree on the amount of the retained earnings,

  shall not be taken into account.

Marginal note:Reserves or provisions

15 The Corporation may establish one or more reserves or provisions out of which may be paid any losses sustained by the Corporation in the conduct of its business.

By-laws

Marginal note:By-laws

16 The Board may make by-laws

• (a) for the regulation of its proceedings, including the delegation of any of its powers and duties to any committee of the Board and the fixing of quorums for meetings of the Board and any committee of the Board;

• (b) prescribing the duties of any officers and employees of the Corporation;

• (c) delegating to the President the conduct of any business of the Board;

• (d) delegating, subject to any terms and conditions specified in the by-laws and despite any delegation of such authority to any committee of the Board, to any one or more officers of the Corporation, jointly or severally, any authority to authorize the Corporation to exercise a power under this Act that is given specifically to the Board by any provision of this Act;

• (d.1) respecting

  • (i) the establishment, management and administration of a pension plan for the officers and employees of the Corporation and their dependants,

  • (ii) the contributions to be made by the Corporation to the associated pension fund,

  • (iii) the provision of benefits under the pension plan,

  • (iv) the payment of pensions, and

  • (v) the investment of the assets of the fund; and

• (e) generally, for the conduct and management of its activities.

General

Marginal note:Offices

• 17 (1) The Corporation may establish offices in and outside Canada, and the Corporation’s head office shall be in the National Capital Region as described in the schedule to the National Capital Act.

• Marginal note:Approval

  (2) The Corporation shall obtain the approval of the Minister and the Minister of Foreign Affairs before establishing any office outside Canada.

• Marginal note:Conditions

  (3) The approval may be of a limited duration and may be subject to conditions.

• Marginal note:Revocation

  (4) Either the Minister or the Minister of Foreign Affairs may, if he or she considers it appropriate, revoke the approval by giving notice to the Corporation of the revocation and of its effective date.

Marginal note:Agent of Her Majesty

18 The Corporation is for all purposes an agent of Her Majesty in right of Canada.

Marginal note:Terms and conditions

19 The Board may, subject to this Act and any by-law of the Board, determine the terms and conditions on which the Corporation may exercise any power under this Act.

Marginal note:Staff

20 The Corporation may employ such officers and employees and such consultants and advisers as it deems necessary to carry out its purposes and shall fix the terms and conditions of their employment and their remuneration, which shall be paid by the Corporation.

Marginal note:Auditor

• 21 (1) The Auditor General of Canada is the auditor of the Corporation.

• Marginal note:Report re directive

  (2) As auditor of the Corporation, the Auditor General must, at least once every five years, audit the design and the implementation of the directive referred to in subsection 10.1(2) and submit a report on the audit to the Board and to the Minister. The Auditor General must submit the report to each House of Parliament on any of the first thirty days on which it is sitting after the report is completed.

Marginal note:Exemption from income tax

22 Section 27 of the Income Tax Act does not apply to the Corporation.

Marginal note:Authorization of the Minister

• 23 (1) If the Corporation advises the Minister that it will not, without an authorization made under this section, enter into any transaction or class of transactions that it has the power to enter into under subsection 10(1.1) and the Minister is of the opinion that it is in the national interest that the Corporation enter into any such transaction or class of transactions, the Minister, with the concurrence of the Minister of Finance, may authorize the Corporation to do so.

• Marginal note:Amendment without authorization

  (2) The Corporation may amend any agreement entered into pursuant to an authorization of the Minister made under subsection (1), without further authorization of the Minister, if the amendment in no way results in the agreement being inconsistent with the Minister’s authorization.

• Marginal note:Moneys required to discharge obligations to be paid out of C.R.F.

  (3) All moneys required by the Corporation to discharge its obligations under any transaction entered into under this section shall be paid to the Corporation by the Minister of Finance out of the Consolidated Revenue Fund.

• Marginal note:Separate account

  (4) The Corporation shall maintain a separate account of all moneys received by way of receipts and recoveries, and of all disbursements made, in connection with all transactions entered into under this section and shall, subject to subsections (5) and (6), pay to the Receiver General all such receipts and recoveries.

• Marginal note:Expenses and overhead

  (5) The Minister of Finance may authorize the Corporation to retain from any receipts and recoveries described in subsection (4) such part thereof as the Minister of Finance considers to be required to meet the expenses and overhead of the Corporation arising out of transactions described in that subsection.

• Marginal note:Financial management

  (6) The Minister, with the concurrence of the Minister of Finance, may authorize the Corporation to make any investment or enter into any transaction or any class of transactions — including the forgiveness in whole or in part of any debt or obligation — that is necessary or desirable for the management of assets and liabilities arising out of any transaction that may be entered into under this section.

Marginal note:Limit of liability

• 24 (1) Subject to subsection (2), in respect of transactions entered into under section 23, the total of the following liabilities and obligations must not at any time exceed $100,000,000,000:

  • (a) the contingent liability of the Corporation in respect of the principal amount owing under all outstanding arrangements giving rise to contingent liabilities,

  • (b) the obligation of the Corporation to advance funds in respect of any outstanding arrangement that has the effect of extending credit or to pay money to any person in respect of any outstanding arrangement, and

  • (c) the outstanding principal amount of obligations owed to the Corporation in respect of any arrangement that has the effect of extending credit.

• (1.1) [Repealed, 2024, c. 17, s. 178]

• (1.2) [Repealed, 2024, c. 17, s. 178]

• Marginal note:Exclusion

  (2) The amount of

  • (a) the contingent liability referred to in paragraph (1)(a) that the Corporation has insured or reinsured or with respect to which the Corporation has a right, by agreement, to be indemnified, and

  • (b) the obligations referred to in paragraphs (1)(b) and (c) that the Corporation has sold, assigned or otherwise transferred on a non-recourse basis

  shall not be taken into account in calculating the total liabilities and obligations under subsection (1).

Marginal note:Impact Assessment Act

24.1 Section 83 of the Impact Assessment Act does not apply when the Minister or the Minister of Finance exercises a power or performs a duty or function under this Act or any regulation made under it, or exercises a power of authorization or approval with respect to the Corporation under any other Act of Parliament or any regulation made under it.

Marginal note:Use of Corporation’s name or initials

• 24.2 (1) Except with the written consent of the Corporation, no person shall in any prospectus or advertisement, or for any other business purpose, use the following names and initials: “Export Development Canada”, “Exportation et développement Canada”, “Export Development Corporation”, “Société pour l’expansion des exportations”, “E.D.C.”, “EDC”, “S.E.E.” and “SEE”.

• Marginal note:Offence

  (2) A person who contravenes subsection (1) is guilty of an offence and liable on summary conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding six months, or to both.