Physical Activity and Sport Act

Marginal note:Provisions of Canada Business Corporations Act apply

• 31 (1) The following provisions of the Canada Business Corporations Act apply, with any modifications that the circumstances require, to the Centre and its directors, officers and employees as if the Centre were a corporation incorporated under that Act and the provisions of this Act were its articles of incorporation:

  • (a) section 16 (by-law not required to confer powers on Centre, restriction on powers of Centre and validity of acts of Centre);

  • (b) subsections 20(1), (2) and (4) (records, minutes and place of records);

  • (c) subsection 22(1) (form of corporate records);

  • (d) section 23 (corporate seal not needed to validate instrument);

  • (e) subsection 108(2) (resignation of director);

  • (f) subsections 114(1), (2), (5) to (7) and (9) (meeting of directors);

  • (g) section 116 (validity of acts of directors and officers);

  • (h) section 117 (validity of directors’ resolutions in lieu of meetings);

  • (i) section 120 (conflict of interest of directors and officers);

  • (j) section 123 (directors’ dissents);

  • (k) subsections 124(1) to (6) (indemnification of directors and officers and insurance for directors’ and officers’ liability);

  • (l) section 158 (approval of financial statements by directors);

  • (m) section 161 (qualifications of auditor);

  • (n) section 170 (right of auditor to information);

  • (o) subsections 171(4) to (7) and paragraph 171(8)(a) (duties and administration of audit committee);

  • (p) section 172 (qualified privilege in defamation for auditor’s statements);

  • (q) subsections 253(1) and (3) (notice to directors);

  • (r) section 255 (waiver of notice); and

  • (s) subsections 257(1) and (2) (certificates of Centre as evidence).

• Marginal note:Description with cross-references

  (2) The descriptive words in parentheses that follow the reference to a provision of the Canada Business Corporations Act in subsection (1) form no part of that subsection but are inserted for convenience of reference only.

• Marginal note:Canada Corporations Act does not apply

  (3) The Canada Corporations Act, chapter C-32 of the Revised Statutes of Canada, 1970, does not apply to the Centre.