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BRITISH COLUMBIA BUILDINGS CORPORATION ACT

[RSBC 1996] CHAPTER 33

Contents

Section

 

1

Definitions

 

2

Corporation continued

 

3

Corporation as agent of the government

 

4

Purpose and powers

 

5

Management

 

6

Officers and employees

 

7

Financial administration

 

8

Application of revenue

 

9

Borrowing powers

 

10

Reissuance of securities

 

11

Form of securities

 

12

Sinking funds

 

13

Authorization to borrow from Canada Pension Plan

 

14

Maximum borrowing power

 

15

Government guarantee

 

16

Guarantees respecting leases

 

17

Grants instead of taxes

 

18

Transfer of government property

 

19

Application of sections of Company Act

 

20

Power to make regulations

Definitions

1 In this Act:

"buildings" means buildings, structures or work, and related facilities or amenities;

"corporation" means the corporation continued under section 2.

Corporation continued

2 (1) The British Columbia Buildings Corporation is continued consisting of not more than 9 directors appointed by the Lieutenant Governor in Council.

(2) The Lieutenant Governor in Council may appoint one of the directors as chair of the corporation.

(3) A member of the Executive Council or of the public service who is appointed a director of the corporation ceases to be a director when the person ceases to be a member of the Executive Council or of the public service.

(4) A director must be paid the reasonable travelling and incidental expenses necessarily incurred in attending the meetings of the corporation.

(5) A director who is not a member of the Executive Council or of the public service may be paid remuneration set by the Lieutenant Governor in Council for the person's services as a director.

Corporation as agent of the government

3 (1) The corporation is an agent of the government.

(2) The Minister of Finance and Corporate Relations is the fiscal agent of the corporation.

(3) The corporation has the power and capacity of a natural person of full capacity.

Purpose and powers

4 (1) The purpose of the corporation is to serve as an agency of the government in providing land and buildings for accommodation of ministries of government and agents, corporate or otherwise, of the government by lease or licence or any other arrangement for the use and occupation of the accommodation.

(2) In addition to its powers under this or any other Act the corporation may, in its own name, do one or more of the following for the purposes of this Act:

(a) acquire land and buildings;

(b) construct and maintain buildings;

(c) dispose of the whole or any part of its land or buildings;

(d) make studies, investigations and surveys and do research with regard to future accommodation requirements;

(e) conserve heritage property;

(f) acquire or construct land and buildings that provide more accommodation than is required for its purposes at the time;

(g) acquire or construct land and buildings that include premises suitable for commercial use and lease any of the accommodation or premises to any public or private body or person;

(h) enter into joint undertakings with others for the provision of land and buildings, for joint use or advantage;

(i) provide and maintain public amenities in connection with any land or building out of money granted to it by the government for the purpose;

(j) subject to and in accordance with the Purchasing Commission Act, acquire by purchase, rental or otherwise, equipment, fixtures and other property, real or personal and movable or immovable, required for the land and buildings;

(k) do those things consistent with this Act that it considers necessary or advisable for carrying out its purpose and powers.

Management

5 (1) The directors must manage the affairs of the corporation or supervise the management of those affairs and may do one or more of the following:

(a) exercise the powers conferred on them under this Act;

(b) exercise the powers of the corporation on behalf of the corporation;

(c) delegate the exercise or performance of any power or duty conferred or imposed on them to a person employed by the corporation.

(2) The directors may pass the resolutions they consider necessary or advisable for the management and conduct of the affairs of the corporation and the exercise of their powers or duties.

(3) Without limiting subsection (2), the directors may pass resolutions respecting the calling and holding of meetings of the directors and the procedure to be followed at the meetings.

(4) A majority of the directors for the time being holding office constitutes a quorum at meetings of the directors, and the affirmative votes of the majority of the directors present at a meeting at which a quorum is present are sufficient to pass a bylaw or resolution of the corporation.

(5) A resolution in writing, signed by all the directors, takes effect as if it had been passed at a meeting of directors properly called and constituted.

Officers and employees

6 (1) The directors must appoint a general manager to hold office during pleasure and must define the duties of the general manager.

(2) Despite any other Act, the directors may determine the salary to be paid to the general manager.

(3) The directors may or, if authorized by the directors, the general manager, may

(a) appoint the officers and employees they consider necessary to carry on the business and operations of the corporation, and

(b) define their duties, determine their remuneration and provide a system of organization to set responsibility and promote efficiency.

(4) The Public Service Act does not apply to the officers and employees of the corporation.

(5) The Pension (Public Service) Act applies to the corporation and its employees and the corporation and its employees are an employer and its employees within the meaning of that Act.

(6) The corporation must

(a) make the deductions from the salaries of the employees as required under section 9 of the Pension (Public Service) Act and pay the money to the commissioner under that Act, and

(b) pay to the commissioner employer's contributions in amounts equivalent to the amounts required under that Act.

(7) The Public Service Benefit Plan Act applies to the officers and employees of the corporation.

Financial administration

7 (1) The corporation must

(a) establish and maintain an accounting system satisfactory to the minister, and

(b) whenever required by the minister, render detailed accounts of its revenues and expenditures for the period or to the day the minister designates.

(2) All books or records of account, documents and other financial records must at all times be open for inspection by the minister or a person the minister designates.

(3) The Minister of Finance and Corporate Relations may direct the Comptroller General to examine and report to the Treasury Board on any or all of the financial and accounting operations of the corporation.

(4) At least once in every year, the accounts of the corporation must be audited and reported on by an auditor appointed by the Lieutenant Governor in Council.

(5) The costs of the audit under subsection (4) must be paid by the corporation.

(6) The minister must lay before the Legislative Assembly annually

(a) a report of the corporation on its operations for the preceding fiscal year, and

(b) a financial statement showing the assets and liabilities of the corporation at the end of the preceding fiscal year and the operations of the corporation for that year in the form required by the minister.

(7) The report and financial statement referred to in subsection (6) must be laid before the Legislative Assembly within 90 days following the end of the fiscal year for which the report and statement are made if the Legislative Assembly is then in session, otherwise within 15 days after the opening of the next session.

(8) The financial statement referred to in subsection (6) must be prepared in accordance with generally accepted accounting principles.

(9) The Financial Information Act applies to the corporation.

(10) The fiscal year end of the corporation is March 31.

Application of revenue

8 (1) All funds, including borrowings, income and revenue that come into the hands of the corporation, whether as agent, trustee, owner or otherwise, form one fund out of which the corporation is to pay all expenditures necessary for its purposes.

(2) The corporation must account for the fund and all payments out of it in its annual report.

(3) The corporation may invest or loan the funds or any portion of them not otherwise required for the purposes of the corporation in those investments or loans authorized by the Lieutenant Governor in Council.

Borrowing powers

9 (1) Subject to the approval of the Lieutenant Governor in Council and within the borrowing limitations established by section 14, to carry out any of the objects or powers referred to in this Act or for the exercise of a power, right, function or duty conferred or imposed on it under this or any other Act, the corporation may borrow those sums of money it considers necessary or advisable and may issue notes, bonds, debentures and other securities bearing interest at the rates and payable as to principal and interest in the currencies and at the places and times and in the manner determined by the corporation.

(2) The board of directors may, by resolution, delegate any of their powers or the powers of the corporation under this section to any director or officer of the corporation.

(3) A resolution under this section approved by the required number of directors by telex, telegraph, telephone or any other similar means of communication confirmed in writing or other graphic communication, takes effect as if it had been passed at a meeting of the directors properly called and constituted.

(4) The notes, bonds, debentures and other securities of the corporation may be made redeemable in advance of maturity at the times and prices the directors of the corporation may determine at the time the securities are issued.

(5) The corporation may borrow and issue securities in the amount that will realize the net sum required by the corporation for its purposes, and a recital or a declaration in a resolution of the corporation authorizing the issue of securities to the effect that the issue of the securities authorized is being made for the purposes of the corporation and that the amount is necessary to realize the net sum required for the purposes of the corporation, is conclusive evidence of the fact.

(6) Subject to the approval of the Lieutenant Governor in Council, the corporation may, on terms considered necessary or advisable,

(a) sell, exchange or otherwise dispose of the notes, bonds, debentures and other securities of the corporation, either at par value or at less or more than par value, and

(b) charge, pledge, hypothecate, deposit or otherwise deal with the securities as collateral security.

(7) Subject to any restrictions that may be placed on it by the Lieutenant Governor in Council and within the borrowing limitation established by section 14, the corporation may also borrow, by way of temporary loans from any person, those sums on the terms and for the purposes the directors may determine,

(a) by way of bank overdraft or line of credit,

(b) by the pledging as security for the temporary loans of notes, bonds, debentures or other securities of the corporation pending their sale or instead of selling them, or

(c) in whatever other manner the directors may determine.

(8) A cheque, promissory note or other instrument that may be necessary or advisable in connection with borrowing money and obtaining advances by way of temporary loans may be executed in whatever manner the directors of the corporation determine.

(9) The Minister of Finance and Corporate Relations, as fiscal agent of the corporation, may arrange all details and do, transact and execute all deeds, matters and things that are requisite during the negotiation of a loan or for the purpose of placing a loan.

(10) Money raised by the corporation under this section must be paid by the corporation into the fund established under section 8.

Reissuance of securities

10 (1) Securities of the corporation, dealt with as collateral security, may be treated by the corporation as unissued

(a) if redelivered to the corporation or its nominees on or after payment, satisfaction, release or discharge, in whole or in part, of any indebtedness or obligation for which the securities may have been given as collateral, or

(b) if the corporation again becomes entitled to the securities.

(2) Subject to the approval of the Lieutenant Governor in Council, securities referred to in subsection (1)

(a) may be issued, reissued, charged, pledged, hypothecated, deposited, dealt with as collateral security, sold or otherwise disposed of on the terms the directors of the corporation consider necessary or advisable, or

(b) may be cancelled and fresh securities to the same amount, in similar form and with similar consequences may be issued instead, and on the issue or reissue a person entitled to them has the same rights and remedies as if the securities had not been previously issued.

(3) The borrowing power of the corporation is not affected by the issuance, reissuance, pledging, depositing or selling of the securities under this section and section 9.

Form of securities

11 (1) The notes, bonds, debentures and other securities of the corporation must be in the form determined by the directors of the corporation, subject to the approval of the Minister of Finance and Corporate Relations.

(2) The bonds, debentures and other securities must bear the seal of the corporation and, together with any coupons attached, must bear the signatures in writing, as defined in the Interpretation Act, of

(a) the chair and another director or officer, or

(b) other directors or officers as the corporation may determine.

(3) The directors of the corporation may provide that the seal of the corporation may be engraved, lithographed, printed or otherwise mechanically reproduced on a security to which it is to be affixed.

(4) The seal of the corporation when mechanically reproduced has the same effect as if manually affixed, and the mechanically reproduced signatures are for all purposes valid and binding on the corporation, even if the person whose signature is reproduced has ceased to hold office before the date of the security or before its issue.

Sinking funds

12 (1) Except in the case of temporary loans of a term not longer than 5 years and of issues of securities repayable in installments of principal, the corporation must set aside in each year during the period mentioned in this subsection a sum that, together with interest compounded annually at a rate determined by the Lieutenant Governor in Council, would be sufficient, irrespective of the dates of maturity of the securities being issued, to provide a sinking fund for the repayment in full of any securities issued by the corporation within a period not exceeding 30 years after the date of issue.

(2) The sums referred to in subsection (1) must be paid to the Minister of Finance and Corporate Relations, who must

(a) act as trustee for the corporation,

(b) establish one or more appropriate sinking fund trustee accounts, and

(c) subject to subsections (3) and (4), invest the sums and the interest earnings in investments permitted for a trust fund under section 40 (4) of the Financial Administration Act.

(3) Despite this Act, the corporation may make other provisions as may be approved by the Lieutenant Governor in Council for the payment by the corporation to the Minister of Finance and Corporate Relations as trustee for the corporation of a sinking fund for the repayment at or before maturity of the whole or any part of securities issued by the corporation and for the application by the Minister of Finance and Corporate Relations on behalf of the corporation of the whole or any part of the sinking fund so paid and any interest earnings to the purchase and, in the case of securities issued subject to redemption in advance of maturity, to the redemption by call of those securities.

(4) The Minister of Finance and Corporate Relations must apply the sinking fund in accordance with the provisions approved under subsection (3), and securities purchased or redeemed may be retained in the sinking fund and, if retained, may be cancelled on the authorization of the Lieutenant Governor in Council.

(5) To calculate the sum to be set aside for the sinking fund in respect of securities payable in United States dollars, $1 in lawful money of Canada is deemed to be the equivalent of $1 in lawful money of the United States of America.

Authorization to borrow from Canada Pension Plan

13 (1) Despite this Act, the corporation may, in a bylaw or resolution under sections 9 to 12, authorize the Minister of Finance and Corporate Relations or, with the concurrence of the Minister of Finance and Corporate Relations, authorize the Minister of Finance of Canada to determine any matter required to be determined under those sections for the purpose of

(a) borrowing money from the Canada Pension Plan Investment Fund established under the Canada Pension Plan, and

(b) issuing and selling to the Receiver General and Minister of Finance of Canada for the credit of the Canada Pension Plan Investment Fund debentures as security for the loans.

(2) Subsection (1) is conclusively deemed to have come into force on September 30, 1976 and is retroactive to the extent necessary to give effect to its provisions on and after that date.

(3) Every bylaw or resolution passed under sections 9 to 12 since September 30, 1976 for the purpose of borrowing money from the Canada Pension Plan Investment Fund is conclusively deemed to grant the authorization referred to in subsection (1).

(4) Debentures issued and sold to the Receiver General and Minister of Finance of Canada under sections 9 to 12 are validated and confirmed.

Maximum borrowing power

14 (1) The aggregate of the sums that may be borrowed under the authority of this Act, after payment of discount, commission, brokerage and all other expenses of all loans, must not exceed the aggregate net sum of $900 million.

(2) In computing the aggregate net sum under subsection (1), the following must be deducted:

(a) sums borrowed by the corporation for any of the purposes of repayment on account of advances by the Minister of Finance and Corporate Relations to the corporation or repayment of notes, bonds, debentures or other securities of the corporation purchased by the Minister of Finance and Corporate Relations;

(b) sums borrowed by the corporation for any of the purposes of payment, refunding, exchange or renewal of the whole or a part of a loan raised or security issued by the corporation, except to the extent that a sinking fund is available for the payment of the loan or securities, and a recital or declaration in a resolution of the corporation authorizing the issue of securities as to the amount of a sinking fund so available is conclusive evidence of the fact;

(c) sums borrowed by the corporation for any of the purposes of payment of the whole or any part of a loan, or of any liability, or of any bonds, debentures or other securities, payment of which is guaranteed or assumed by the corporation;

(d) sums borrowed by the corporation that have been repaid by the corporation otherwise than out of the proceeds of the sale of securities of the corporation issued for the purpose or out of a sinking fund;

(e) sums borrowed by the corporation to repay in whole or in part outstanding temporary loans of the corporation;

(f) the amount of debt of any person assumed by the corporation or money borrowed to repay the debt assumed;

(g) securities of the corporation hypothecated or pledged by the corporation as collateral security for temporary loans of the corporation, except to the extent that the net sum realized on a subsequent sale by the corporation of those securities exceeds the amount of the temporary loan paid or to be repaid from the proceeds of the sale;

(h) the amount of debt incurred or assumed by the corporation respecting acquisition of property from the government or respecting money borrowed to repay a debt so incurred or assumed;

(i) the value, as determined by the Minister of Finance and Corporate Relations, of sinking fund balances attributable to the corporation.

Government guarantee

15 (1) On terms approved by the Lieutenant Governor in Council, the government may guarantee

(a) the payment of principal and interest, and

(b) the performance of any obligation for the payment of money,

of the notes, bonds, debentures and other securities issued by the corporation.

(2) The Lieutenant Governor in Council may authorize the Minister of Finance and Corporate Relations or an officer of the Ministry of Finance and Corporate Relations to sign the guarantee on behalf of the government and the signature of that person on the guarantee is conclusive proof that this section has been complied with.

(3) A guarantee under this section, in the form and manner approved by the Lieutenant Governor in Council, may be endorsed on the notes, bonds, debentures and other securities issued by the corporation, and the signature of the person authorized to sign the guarantee may be reproduced by engraving, lithographing, printing or other means.

(4) The reproduced signature of a person referred to in subsection (3) is for all purposes the signature of that person and is binding on the government even if

(a) the person whose signature is reproduced did not hold office at the date of the notes, bonds, debentures or other securities or at the date of their delivery, or

(b) the person who holds that office at the date the signature is affixed is not the person who holds that office at the date of the notes, bonds, debentures or other securities or at the date of their delivery.

(5) Money required to be paid by the government in respect of a guarantee under this section may be paid out of the consolidated revenue fund without any appropriation other than this Act.

Guarantees respecting leases

16 (1) On terms approved by the Lieutenant Governor in Council, the government may guarantee payments of the corporation under a lease made by or to the corporation.

(2) The Lieutenant Governor in Council may authorize the Minister of Finance and Corporate Relations, or an officer of the Ministry of Finance and Corporate Relations to sign the guarantee on behalf of the government, and the signature of that person on the guarantee is conclusive proof that this section has been complied with.

(3) Money required to be paid by the government in respect of a guarantee under this section may be paid out of the consolidated revenue fund without an appropriation other than this Act.

Grants instead of taxes

17 Subject to the approval of the Lieutenant Governor in Council, the corporation may in any year pay to a municipality in which it has property a grant not greater than the amount that would be payable as taxes on the property in that year if the property were not exempt from taxation by the municipality.

Transfer of government property

18 (1) The Lieutenant Governor in Council may order that the interest of the government in any land or building, together with furnishings, equipment and other movable or immovable property on or in it, be transferred to the corporation.

(2) If an order is made under subsection (1) and the interest of the government is registered in a land title office

(a) that interest is the registered interest of the corporation,

(b) the registrar of land titles must make all necessary amendments to the register, and

(c) the amendments constitute registration under the Land Title Act in favour of the corporation.

(3) A transfer ordered under subsection (1) is effective despite any lack of fulfilment of a provision in a lease or other agreement or instrument requiring consent, leave or approval to or of the transfer or assignment.

Application of sections of Company Act

19 (1) Despite section 3 (1) of the Company Act, sections 19, 32 and 33 of that Act apply to the corporation.

(2) The Lieutenant Governor in Council may declare that one or more additional provisions of the Company Act apply to the corporation.

Power to make regulations

20 The Lieutenant Governor in Council may make regulations referred to in section 41 of the Interpretation Act.