S-16.011 - Act respecting the Société du Plan Nord

Updated to 4 January 2015

This document has official status.

chapter S-16.011

Act respecting the Société du Plan Nord

CHAPTER II MISSION, ACTIVITIES AND POWERS

DIVISION I MISSION

8. The government departments and the other public bodies subject to the Act respecting Access to documents held by public bodies and the Protection of personal information (chapter A-2.1), except those listed or referred to in the second paragraph of section 3 of that Act, must inform the Company, at its request, of their actions and projects in the area covered by the Northern Plan.

2014, c. 16, s. 8.

DIVISION II STRATEGIC PLAN, CAPITAL PLAN AND OPERATING PLAN

14. The Company establishes, in accordance with the form, content and schedule determined by the Government, a strategic plan setting out the objectives it is pursuing and the priorities it has established in accordance with the Government’s policy directions relating to the Northern Plan. The strategic plan must include the activities of the Company’s subsidiaries.

The Company sends the plan to the Minister after obtaining the opinion of the Assembly of Partners established under section 51.

2014, c. 16, s. 14.

15. Planned expenditures and investments for the implementation of the strategic plan must correspond to the contributions the Company receives, the monies it collects and the sums from the Northern Plan Fund put at its disposal during the life of the strategic plan.

2014, c. 16, s. 15.

CHAPTER III ORGANIZATION AND OPERATION

DIVISION I BOARD OF DIRECTORS

29. The Company is administered by a board of directors composed of 9 to 15 members, including the chair of the board and the president and chief executive officer.

At least the majority of the board members, including the chair, must qualify as independent directors in the opinion of the Government.

The majority of the board members must be from the area covered by the Northern Plan.

The Government appoints the members of the board of directors, other than the chair and the president and chief executive officer, based on the expertise and experience profiles approved by the board, and on their interest in and knowledge of the northern environment.

Those members are appointed for a term of up to four years.

2014, c. 16, s. 29.

30. The Government appoints the chair of the board of directors for a term of up to five years. The chair must reside in the area covered by the Northern Plan.

2014, c. 16, s. 30.

36. Board members other than the president and chief executive officer receive no remuneration, except in the cases, on the conditions and to the extent determined by the Government. They are, however, entitled to the reimbursement of expenses incurred in the exercise of their functions, on the conditions and to the extent determined by the Government.

2014, c. 16, s. 36.

37. The quorum at meetings of the board of directors is the majority of its members, including the president and chief executive officer or the chair of the board.

Decisions of the board are made by a majority vote of the members present. In the case of a tie vote, the chair of the meeting has a casting vote.

2014, c. 16, s. 37.

38. The board of directors of the Company may sit anywhere in Québec.

2014, c. 16, s. 38.

39. The board members may waive notice of a board meeting. Their attendance at a board meeting constitutes a waiver of notice, unless they are present for the sole purpose of contesting the legality of the meeting.

2014, c. 16, s. 39.

40. Unless otherwise provided in the by-laws, the board members may, if all consent, participate in a meeting of the board by means of equipment enabling all participants to communicate directly with one another.

In such a case, they are deemed to be present at the meeting.

2014, c. 16, s. 40.

41. A written resolution, signed by all the board members entitled to vote on that resolution, has the same value as if adopted during a meeting of the board of directors.

A copy of the resolution must be kept with the minutes of the proceedings or any other equivalent record book.

2014, c. 16, s. 41.

42. The minutes of board meetings, approved by the board and certified true by the chair of the board, the president and chief executive officer or any other person so authorized by the by-laws, are authentic, as are the documents and copies emanating from the Company or forming part of its records if signed or certified true by one of those persons.

2014, c. 16, s. 42.

46. For the purposes of section 19 of the Act respecting the governance of state-owned enterprises (chapter G-1.02), the board of directors establishes a governance, ethics and human resources committee and an audit committee, each of which is to be composed of a majority of independent directors.

2014, c. 16, s. 46.

47. The members of the Company’s personnel are appointed in accordance with the staffing plan established by the board of directors.

Subject to a collective agreement, the Company determines the standards and scales of remuneration and the employee benefits and other conditions of employment of the members of its personnel in accordance with the conditions defined by the Government.

2014, c. 16, s. 47.

DIVISION II ASSEMBLY OF PARTNERS

51. The Assembly of Partners, whose role is to provide an opinion on any matter the Minister or the Company submits to it in relation to the Company’s mission or activities, is established.

The Assembly may also, on its own initiative, submit advice and recommendations to the Minister or the Company.

The opinion of the Assembly of Partners is not binding on the board of directors.

2014, c. 16, s. 51.

52. In appointing the members of the Assembly of Partners, the Company ensures that it is representative of the local and Native communities in the territories of Nunavik, James Bay–Eeyou Istchee, Côte-Nord and northern Saguenay–Lac-Saint-Jean and the main sectors of activity concerned.

Any vacancy during the term of office of a member of the Assembly of Partners is filled in the manner prescribed for the appointment of the member to be replaced.

At the expiry of their terms, the members of the Assembly of Partners remain in office until they are replaced or reappointed.

2014, c. 16, s. 52.

53. The Assembly of Partners appoints a president and a vice-president from among its members.

2014, c. 16, s. 53.

54. The chair of the board of directors and the president and chief executive officer of the Company participate in the meetings of the Assembly of Partners as observers.

2014, c. 16, s. 54.

55. The Company establishes by by-law the other rules of the Assembly of Partners governing the appointment and term of office of its members and its operation.

2014, c. 16, s. 55.

CHAPTER VI AMENDING PROVISIONS

FINANCIAL ADMINISTRATION ACT

70. (Amendment integrated into c. A-6.001, Schedule 2).

2014, c. 16, s. 70.

CHAPTER VII TRANSITIONAL AND FINAL PROVISIONS

DIVISION I HUMAN RESOURCES

92. The person holding the position of Associate Secretary General at the Ministère du Conseil exécutif, responsible for the Secrétariat au Plan Nord on 4 January 2015, becomes the president and chief executive officer of the Company on the same conditions until appointed as such or replaced by the Government.

During that time, the person is on leave without pay from the public service, if applicable.

2014, c. 16, s. 92.

DIVISION II ORGANIZATION

100. For the appointment of the first board of directors, section 29 is to be read as follows:

“29. The Company is administered by a board of directors composed of 9 to 15 members, including the chair and the president and chief executive officer.

At least the majority of the board members, including the chair, must qualify as independent directors in the opinion of the Government.

The majority of the board members must be from the area covered by the Northern Plan.

The Government appoints the members of the board of directors, other than the chair and the president and chief executive officer, based on their interest in and knowledge of the northern environment.

The majority of the board members, other than the chair and the president and chief executive officer, are appointed for a term of up to two years. The other members are appointed for a term of up to four years.”

2014, c. 16, s. 100.

DIVISION III FINAL PROVISIONS

104. The Government appoints the minister responsible for the administration of this Act.

2014, c. 16, s. 104.

The Minister of Natural Resources and Forests is responsible for the application of this Act. Order in Council 1662-2022 dated 20 October 2022, (2022) 154 G.O. 2 (French), 6524.

105. (Omitted).

2014, c. 16, s. 105.