Canada Post Corporation Act

This Act may be cited as the Canada Post Corporation Act.

In this Act,

Board means the Board of Directors of the Corporation; (conseil)

Chairman[Repealed, 2006, c. 9, s. 234]

Chairperson means the Chairperson of the Board, appointed pursuant to section 7; (président du conseil)

Corporation means the Canada Post Corporation established by section 4; (Société)

library material means books, magazines, records, CDs, CD-ROMs, audiocassettes, videocassettes, DVDs and other audiovisual materials and other similar library materials. (document de bibliothèque)

mail means mailable matter from the time it is posted to the time it is delivered to the addressee thereof; (envois ou courrier)

mail bag means any container or covering in which mail is transmitted, whether it contains mail or not; (contenant postal)

mail contractor means a person who has entered into a contract with the Corporation for the transmission of mail, which contract has not expired or been terminated; (entrepreneur postal)

mail conveyance means any physical, electronic, optical or other means used to transmit mail; (Version anglaise seulement)

mailable matter means any message, information, funds or goods that may be transmitted by post; (objets)

Minister means such member of the Queen’s Privy Council for Canada as is designated by the Governor in Council as the Minister for the purposes of this Act; (ministre)

post means to leave in a post office or with a person authorized by the Corporation to receive mailable matter; (poster ou déposer)

post office includes any place, receptacle, device or mail conveyance authorized by the Corporation for the posting, receipt, sorting, handling, transmission or delivery of mail; (bureaux de poste)

postage means the charge or surcharge payable for the collection, transmission and delivery by the Corporation of messages, information, funds or goods and for insurance or other special services provided by the Corporation in relation thereto; (port)

postage stamp means any stamp, postage impression or postage meter impression authorized by the Corporation for the purpose of paying postage; (timbres-poste)

postal remittance means any instrument authorized by the Corporation for the remittance of funds; (titre de versement postal)

President means the President of the Corporation appointed pursuant to section 8; (président)

transmit means to send or convey from one place to another place by any physical, electronic, optical or other means; (transmission)

transmit by post means to transmit through or by means of the Corporation; (transmission postale)

undeliverable letter means any letter that for any reason cannot be delivered to the addressee thereof and includes any letter the delivery of which is prohibited by law or is refused by the addressee or on which postage due is not paid by the sender on demand. (lettres non distribuables)

For the purposes of this Act, according to the usual manner of delivering mail to that addressee, is deemed to be delivery to the addressee.

leaving mail at the place of residence or business of the addressee thereof,

depositing mail in a post office lock box or rural mail box or any other receptacle or device provided for the receipt of mail of the addressee, or

leaving mail with the addressee or his servant or agent or with any other person who may reasonably be considered to be authorized to receive mail by the addressee thereof,

For the purposes of this Act, a thing is deemed to be in the course of post from the time it is posted to the time it is delivered to the addressee or returned to the sender thereof.

This Act is binding on Her Majesty in right of Canada or a province.

There is hereby established a corporation to be called the Canada Post Corporation.

The objects of the Corporation are

to establish and operate a postal service for the collection, transmission and delivery of messages, information, funds and goods both within Canada and between Canada and places outside Canada;

to manufacture and provide such products and to provide such services as are, in the opinion of the Corporation, necessary or incidental to the postal service provided by the Corporation; and

to provide to or on behalf of departments and agencies of, and corporations owned, controlled or operated by, the Government of Canada or any provincial, regional or municipal government in Canada or to any person services that, in the opinion of the Corporation, are capable of being conveniently provided in the course of carrying out the other objects of the Corporation.

While maintaining basic customary postal service, the Corporation, in carrying out its objects, shall have regard to

the desirability of improving and extending its products and services in the light of developments in the field of communications;

the need to conduct its operations on a self-sustaining financial basis while providing a standard of service that will meet the needs of the people of Canada and that is similar with respect to communities of the same size;

the need to conduct its operations in such manner as will best provide for the security of mail;

the desirability of utilizing the human resources of the Corporation in a manner that will both attain the objects of the Corporation and ensure the commitment and dedication of its employees to the attainment of those objects; and

the need to maintain a corporate identity program approved by the Governor in Council that reflects the role of the Corporation as an institution of the Government of Canada.

There shall be a Board of Directors of the Corporation consisting of the Chairperson, the President and nine other directors appointed as provided in this Act.

Each director, other than the Chairperson and the President, shall be appointed by the Minister, with the approval of the Governor in Council, to hold office during pleasure for a term not exceeding four years that will ensure, as far as possible, the expiration in any one year of the terms of office of not more than one half of the directors.

Where the office of a director becomes vacant during the term of the director appointed thereto, the Governor in Council may appoint a director for the remainder of the term.

A director may, on the expiration of his term of office, be re-appointed to the Board.

A director, other than the Chairperson, the President and any director selected from among persons employed in the federal public administration, is entitled to receive for attendance at meetings of the Board and any committee thereof such fees as may be fixed by the Governor in Council.

A director is entitled to be paid by the Corporation reasonable travel and living expenses incurred by him while absent from his ordinary place of residence in the course of his duties as a director.

The Chairperson of the Board shall be appointed by the Governor in Council to hold office during pleasure for such term as the Governor in Council considers appropriate.

The Chairperson shall be paid by the Corporation such salary or other remuneration as is fixed by the Governor in Council.

If the Chairperson is absent or unable to act or if the office of Chairperson is vacant, the Minister may designate another director of the Corporation to act as the Chairperson for the time being, but no director so designated has authority to act as Chairperson for a period exceeding ninety days without the approval of the Governor in Council.

The President of the Corporation shall be appointed by the Governor in Council to hold office during pleasure for such term as the Governor in Council considers appropriate.

The President is the chief executive officer of the Corporation.

The President shall be paid by the Corporation such salary or other remuneration as is fixed by the Governor in Council.

If the President is absent or unable to act or if the office of President is vacant, the Board may designate another director or an officer of the Corporation to act as the President for the time being, but no director or officer so designated has authority to act as President for a period exceeding ninety days without the approval of the Governor in Council.

The head office of the Corporation shall be at such place in Canada as may be designated by order of the Governor in Council.

The Board shall direct and manage the affairs of the Corporation and may for such purposes exercise all the powers and perform all the duties of the Corporation.

The Board may appoint and fix the salary of such number of Vice-Presidents as it considers necessary.

The Board may make by-laws

for the administration, management and control of the property and affairs of the Corporation;

for the regulation of proceedings of the Board, including the establishment of committees of the Board, the time and place for the holding of meetings of the Board or of any committee thereof, and the quorum and procedure at all such meetings;

prescribing the functions, duties and powers of any committee of the Board and of the Chairperson, President, directors, officers, agents and employees of the Corporation; and

respecting administration of contracts relating to any business of the Corporation.

The Corporation may employ such officers and employees and may engage the services of such agents, advisers and consultants as it considers necessary for the proper conduct of its business, and may fix the terms and conditions of their employment or engagement, as the case may be, and pay their remuneration.

Except as provided in subsections (2) and (4), every person employed or engaged pursuant to section 12 is deemed not to be employed in the federal public administration.

[Repealed, 1999, c. 34, s. 227]

The Public Service Superannuation Act does not apply to any director of the Corporation, other than the Chairperson, President and any director selected from among persons employed in the federal public administration, unless, in the case of any one of them, the Governor in Council otherwise directs.

For the purposes of any regulation made pursuant to section 9 of the Aeronautics Act, the Chairperson, President, officers and employees of the Corporation shall be deemed to be employed in the federal public administration.

Notwithstanding any provision of Part I of the Canada Labour Code, for the purposes of the application of that Part to the Corporation and to officers and employees of the Corporation, a mail contractor is deemed not to be a dependent contractor or an employee within the meaning of those terms in subsection 3(1) of that Act.

Subject to section 15, the Corporation has the sole and exclusive privilege of collecting, transmitting and delivering letters to the addressee thereof within Canada.

Nothing in this Act shall be construed as requiring any person to transmit by post any newspaper, magazine, book, catalogue or goods.

The exclusive privilege referred to in subsection 14(1) does not apply to

letters carried incidentally and delivered to the addressee thereof by a friend of the sender or addressee;

commissions, affidavits, writs, processes or proceedings issued by a court of justice;

letters lawfully brought into Canada and forthwith posted thereafter;

letters concerning goods for delivery therewith, carried by a common carrier without pay, reward, advantage or profit for so doing;

letters of an urgent nature that are transmitted by a messenger for a fee at least equal to an amount that is three times the regular rate of postage payable for delivery in Canada of similarly addressed letters weighing fifty grams;

letters of any merchant or owner of a cargo vessel or the cargo therein that are carried by such vessel or by any employee of such merchant or owner and delivered to the addressee thereof without pay, reward, advantage or profit for so doing;

letters concerning the affairs of an organization that are transmitted between offices of that organization by an employee thereof;

letters in the course of transmission by any electronic or optical means; and

letters transmitted by any naval, army or air forces of any foreign country that are in Canada with the consent of the Government of Canada.

Nothing in subsection (1) shall be construed as authorizing any person to collect or receive any letters for the purpose of transmitting or delivering them as described in that subsection.

The exclusive privilege referred to in subsection 14(1) does not apply to letters intended for delivery to an addressee outside Canada.

In carrying out its objects and duties under this Act, the Corporation has the capacity, and subject to this Act, the rights, powers and privileges of a natural person.

Without limiting the generality of subsection (1), the Corporation may acquire, hold, lease, sell or dispose of any real or personal property.

The Corporation may, in any case or class of cases approved by the Governor in Council, empower any officer of the Corporation to administer oaths and take and receive affidavits, declarations and affirmations for any purpose relating or incidental to the administration or enforcement of this Act or the regulations.

The Corporation may designate any employee of the Corporation as a postal inspector with the duty to provide for the security of the officers and employees of the Corporation, the property of the Corporation and anything in the course of post.

The Corporation may, with the approval of the Governor in Council, make regulations for the efficient operation of the business of the Corporation and for carrying the purposes and provisions of this Act into effect, and, without restricting the generality of the foregoing, may make regulations

prescribing, for the purposes of this Act and the regulations, what is a letter and what is non-mailable matter and undeliverable mail, other than undeliverable letters, and providing for the disposition of non-mailable matter, undeliverable mail and mail on which sufficient postage is not paid, including the disposition of anything found therein;

classifying mailable matter, including the setting of standards for any class thereof;

prescribing the conditions under which mailable matter may be transmitted by post;

prescribing rates of postage and the terms and conditions and method of payment thereof;

providing for the reduction of rates of postage on mailable matter prepared in the manner prescribed by the regulations;

providing for the refund of postage;

providing for the transmission by post, free of postage, of

letters, books, tapes, records and other similar material for the use of the blind, and

mailable matter relating solely to the business of the Corporation and addressed to or sent by a person engaged in that business;

providing for a reduced rate of postage for library materials lent by a library to a borrower, including by means of an interlibrary loan;

providing for the holding of mail by the Corporation at the request of the sender or addressee thereof or in any other circumstances specified in the regulations;

providing for the insurance of mail and the payment of indemnity by the Corporation in case of loss of or damage to mail;

[Repealed before coming into force, 2008, c. 20, s. 3]

governing the design, placement and use of any receptacle or device intended for the posting, insertion, reception, storage, transmission or delivery of mailable matter;

regulating or prohibiting the installation of machines for vending postage stamps, postal remittances or other products or services of the Corporation;

regulating or prohibiting the manufacture, installation and use of postage meters;

regulating or prohibiting the making or printing of postage stamps;

governing the preparation, design and issue of postage stamps;

providing for the closure of post offices, the termination of rural routes and the termination of letter carrier routes;

carrying out any international postal agreement or international arrangement entered into pursuant to this Act;

dealing with any matter that any provision of this Act contemplates being the subject of regulations; and

providing for the operation of any services or systems established pursuant to this Act.

The rates of postage prescribed pursuant to subsection (1) shall be fair and reasonable and consistent so far as possible with providing a revenue, together with any revenue from other sources, sufficient to defray the costs incurred by the Corporation in the conduct of its operations under this Act.

The Governor in Council may make regulations providing for the payment of compensation to the Corporation in respect of materials for the use of the blind transmitted in accordance with regulations made pursuant to subparagraph (1)(g)(i).

Subject to subsection (2), a copy of each regulation that the Corporation proposes to make under subsection 19(1) shall be published in the Canada Gazette and a reasonable opportunity shall be afforded to interested persons to make representations to the Minister with respect thereto.

No proposed regulation need be published more than once under subsection (1) whether or not it is amended after such publication as a result of representations made by interested persons as provided in that subsection.

Where a proposed regulation has been published pursuant to subsection (1) and has not been withdrawn by the Corporation within sixty days after such publication, the Minister shall forthwith thereafter submit the regulation or, if the regulation has been amended by the Corporation, the amended regulation, to the Governor in Council for consideration.

Forthwith after receiving a regulation made pursuant to subsection 19(1) for submission to the Governor in Council for consideration, the Clerk of the Privy Council shall send to the Corporation a letter acknowledging his receipt of the regulation and indicating the date of such receipt.

Every regulation made pursuant to subsection 19(1) is deemed to have been approved by the Governor in Council sixty days after the day it is received by the Clerk of the Privy Council for submission to the Governor in Council for consideration, unless the Governor in Council has previously approved or refused to approve the regulation.

Notwithstanding subsection 19(1) or any regulation made pursuant to that subsection, the Corporation may prescribe rates of postage otherwise than by regulation for any person who has entered into an agreement with the Corporation for

the variation of rates of postage on the mailable matter of that person in consideration of his mailing in bulk, preparing the mailable matter in a manner that facilitates the processing thereof or receiving additional services in relation thereto; or

the provision of experimental services related to the business of the Corporation for any period not exceeding three years.

The Corporation may, with the approval of the Governor in Council, enter into an agreement with Her Majesty in right of Canada to continue the reduced rate of postage for library books.

Five years after this Act comes into force, and every ten years thereafter, the Minister must have a review undertaken of the definition library material and of the operation of paragraph 19(1)(g.1).

Within one year after the review is undertaken, the Minister must submit to Parliament a report on the review.

The report stands referred to the committee of the House of Commons, or of both Houses of Parliament, that is designated or established for that purpose, which shall

as soon as possible thereafter, review the report; and

report to the House of Commons, or to both Houses of Parliament, within one year after the laying of the report of the Minister or any further time that the House of Commons, or both Houses of Parliament, may authorize.

In the exercise of its powers and the performance of its duties, the Corporation shall comply with such directives as the Minister may give to it.

Subsections 89(2) to (6) and section 153 of the Financial Administration Act apply, with such modifications as the circumstances require, to a directive given under subsection (1) as though it were a directive referred to in those provisions.

Where the Governor in Council is satisfied that the Corporation has sustained or is likely to sustain financial loss in complying with any directive given to it under subsection (1) or section 89 of the Financial Administration Act, he may compensate the Corporation for that loss and for that purpose he may

require an audit of the books and records of the Corporation to determine the amount of the loss;

determine the amount of the compensation that may be paid or the manner of calculating such amount, including the setting of a maximum amount; and

determine the manner in which and the time when the compensation may be paid.

The amount of any compensation under this section shall be paid out of moneys appropriated by Parliament therefor.

The Minister shall cause an estimate of any increased costs or losses likely to be incurred by the Corporation as a result of complying with any directive given to it under subsection (1) or section 89 of the Financial Administration Act to be laid before Parliament on any of the first fifteen days that either House of Parliament is sitting after the day the directive was so given.

The Corporation is, for the purposes of this Act, an agent of Her Majesty in right of Canada.

The Corporation may enter into contracts with Her Majesty as though it were not an agent of Her Majesty.

No Act relating to the winding-up of a corporation applies in respect of the Corporation and in no case shall the affairs of the Corporation be wound up unless Parliament so provides.

Notwithstanding section 9 of the Public Servants Inventions Act, the administration and control of any invention made by an officer or employee of the Corporation and vested in Her Majesty by that Act and any patent issued with respect thereto are vested in the Corporation, and any money received by the Corporation in the course of the administration and control of the invention or patent may be retained by the Corporation and used for its own purposes.

The definitions “beneficial ownership”, “debt obligation”, “redeemable share”, “security”, “security interest” and “special resolution” in subsection 2(1) and sections 23 to 26, 34, 36 to 38 (except subsection 38(6)), 42, 43, 50, 172 and 257 of the Canada Business Corporations Act apply, with such modifications as the circumstances require, in respect of the Corporation as if the references therein to articles were references to the by-laws of the Corporation.

For the purposes of applying subsections 34(2), 36(2) and 38(3) and section 42 of the Canada Business Corporations Act in respect of the Corporation, the assets held by the Corporation as an agent of Her Majesty in right of Canada shall be deemed to be assets of the Corporation.

The Corporation has an authorized capital consisting of an unlimited number of shares of such classes as the Board may, with the approval of the Governor in Council on the recommendation of the Minister, the Minister of Finance and the Treasury Board, prescribe by by-law.

Each class of shares of the Corporation has such rights, privileges, restrictions and conditions, and each shareholder and the Corporation have such rights and are subject to such restrictions in respect of the shares, as the Board may, with the approval of the Governor in Council on the recommendation of the Minister, the Minister of Finance and the Treasury Board, prescribe by by-law.

Without limiting the generality of subsection (2), the by-laws may

prescribe voting rights, rights of shareholders to require redemption, rights of the Corporation to redeem, restrictions or prohibitions on transfer, procedures for the enforcement of the restrictions or prohibitions, and rights on liquidation;

attach rights, privileges, restrictions or conditions only to shares held by employees of the Corporation or only to shares held in trust for Her Majesty in right of Canada; and

be inconsistent with any provision referred to in section 27.

No shares of the Corporation may be held or beneficially owned by any person, other than

Her Majesty in right of Canada or a trustee for Her Majesty in right of Canada; or

an employee of the Corporation or a trustee for an employee of the Corporation.

Not more than ten per cent of the issued and outstanding shares of the Corporation may be held or beneficially owned by the employees of the Corporation.

The Corporation is authorized to issue to the Minister, and the Minister is authorized to acquire, shares of the Corporation in substitution for the equity of the Corporation held by or on behalf of Her Majesty in right of Canada.

Shares of the Corporation acquired by the Minister shall be registered in the name of the Minister in the books of the Corporation and shall be held by the Minister in trust for Her Majesty in right of Canada.

Subsection 25(3) of the Canada Business Corporations Act does not apply in respect of the first issue of shares to the Minister.

The shares held by the Minister have the exclusive right to vote at meetings of the shareholders of the Corporation.

The amount standing to the credit of the Equity of Canada on the balance sheet of the Corporation as at the date of the first issue of shares to the Minister shall be equal to the net asset value of the Corporation on that date and shall be allocated, in such amounts as the Board, with the approval of the Minister and the Treasury Board, may determine, to the initial stated capital for the class of those shares and to one or more contributed surplus accounts, if any.

For the purposes of subsection (5), the net asset value of the Corporation on the date of the first issue of shares to the Minister is such amount as the Board, with the approval of the Treasury Board, deems appropriate, and any difference from the net asset value as reflected on the last audited balance sheet of the Corporation before that date shall be reflected as a charge or credit, as appropriate, to the Equity of Canada on the balance sheet of the Corporation for that date.

For the purposes of subsections (5) and (6), the date of the first issue of shares to the Minister shall be deemed to be such date as the Board, with the approval of the Treasury Board, may determine, which date may be before the date on which the determination is made.

The Minister, the Corporation and any subsidiary of the Corporation are authorized to issue or transfer to, and to purchase from, directly or indirectly, employees of the Corporation non-voting shares of the Corporation in accordance with such plan as the Board may, with the approval of the Governor in Council on the recommendation of the Minister, the Minister of Finance and the Treasury Board, establish by by-law.

Notwithstanding subsections 25(3) and (4) of the Canada Business Corporations Act, a by-law establishing a plan referred to in subsection (1) may authorize the issue of the shares for no consideration or for such consideration as the by-law may prescribe.

Subject to section 42 of the Canada Business Corporations Act and sections 130.1 and 130.2 of the Financial Administration Act, the Corporation shall declare and pay a dividend on the issued and outstanding shares of the Corporation in such form and amount as the Board may determine in accordance with the rights, privileges, restrictions and conditions attaching to the shares.

The Corporation may

borrow money on the credit of the Corporation; and

issue or reissue, sell or pledge debt obligations, secured or unsecured, of the Corporation.

The Minister of Finance, on the application of the Corporation approved by the Minister, may, with the approval of the Governor in Council, lend money to the Corporation from the Consolidated Revenue Fund on such terms and conditions as are approved by the Governor in Council.

The aggregate amount outstanding of the principal of loans made to the Corporation under section 29 shall not exceed five hundred million dollars.

Where at any time the available revenues of the Corporation are not sufficient to pay all the operating and income charges of the Corporation as and when due, the Minister of Finance, on the application of the Corporation approved by the Minister, may, with the approval of the Governor in Council, place at the disposal of the Corporation such amounts as may be required to enable the Corporation to meet all such charges.

All amounts placed at the disposal of the Corporation pursuant to section 31 shall be reimbursed to the Minister of Finance from the annual revenues of the Corporation in so far as such revenues are sufficient.

Where the annual revenues of the Corporation are insufficient for the purposes of subsection (1), the Minister shall cause the amount of the insufficiency to be included, in the form of a deficit appropriation item, in the next estimates laid before Parliament thereafter.

[Repealed, 2005, c. 30, s. 44]

Unless the Governor in Council otherwise directs, the financial year of the Corporation is the period beginning on April 1 in one year and ending on March 31 in the following year.

Subject to regulations made pursuant to section 36, mail to or from the Governor General is free of postage.

Subject to subsection (3), mail to or from is free of postage.

the Speaker or Clerk of the Senate or House of Commons,

a member of the Senate or House of Commons,

the Parliamentary Librarian or the Associate Parliamentary Librarian,

the Conflict of Interest and Ethics Commissioner or Senate Ethics Officer,

the Director of the Parliamentary Protective Service, or

the Parliamentary Budget Officer

Subject to regulations made pursuant to section 36, in any calendar year a member of the House of Commons may transmit by post free of postage to his constituents up to four mailings of printed matter without further address than “householder”, “boxholder”, “occupant” or “resident”.

Subsections (1) and (2) apply only in respect of mail addressed to a place in Canada and do not apply in respect of

parcels; or

postage for registration, special delivery, insurance or other special services.

The privileges provided under subsections (2) and (3) to a person who is a member of the House of Commons begin on the day that notice of his election to serve in the House of Commons is given by the Chief Electoral Officer in the Canada Gazette and end ten days after the day he ceases to be a member of that House.