Bill S-207 explained in plain English
An Act to modernize the composition of the boards of directors of certain corporations, financial institutions and parent Crown corporations, and in particular to ensure the balanced representation of women and men on those boards
Federal Parliament bill summary, status, timeline, sponsor, votes, and official sources.
At a glance
Official Parliament of Canada snapshot for 42nd Parliament, 1st Session. MP vote breakdowns appear when the House of Commons publishes a recorded division export for that bill. Senate and House stage details include official debate/sitting links when LEGISinfo publishes them.
Our plain-language take, written for civic education.
Source: By PoliticalData.ca
Bill S-207 would require certain federally regulated corporations, financial institutions, and Crown corporations to ensure their boards have at least 40% representation of each gender, with phased-in compliance deadlines and provisions allowing shareholder voting against individual director candidates.
Bill S-207 would require certain large Canadian corporations, financial institutions, and parent Crown corporations to ensure their boards of directors have at least 40% representation of each gender. The bill would apply to distributing corporations under the Canada Business Corporations Act, banks listed in Schedule I of the Bank Act, cooperative credit associations, insurance companies, trust and loan companies, and other federally regulated publicly traded corporations. Parent Crown corporations listed in Schedule III of the Financial Administration Act would face the same requirement. For boards with eight members or fewer, the difference between the number of male and female directors cannot exceed two. The balanced representation requirement would take effect gradually: corporations would need to achieve at least 20% representation of each gender by the third annual shareholder meeting after the law comes into force, and at least 40% by the sixth annual meeting. If amending a corporation's founding documents is needed to comply, the deadline for the third annual meeting can be extended by one year. The bill would also allow shareholders to vote against individual director candidates (rather than only for or against an entire slate) if the corporation's articles do not provide for cumulative voting. Any director election or appointment that violates the balanced representation requirement would be invalid, and the vacant position would be filled according to the corporation's rules. However, board actions would remain valid even if the board does not meet the composition requirement. The bill would become law 180 days after receiving royal assent.
- Requires distributing corporations under the Canada Business Corporations Act to ensure board composition is at least 40% of each gender (or a difference of no more than two if the board has eight or fewer members)
- Requires Schedule I banks under the Bank Act to meet the same balanced representation requirement
- Requires cooperative credit associations to meet the same balanced representation requirement
- Requires insurance companies that are distributing companies to meet the same balanced representation requirement
- Requires trust and loan companies that are distributing companies to meet the same balanced representation requirement
- Requires other federally regulated publicly traded corporations to meet the same balanced representation requirement
- Requires parent Crown corporations listed in Schedule III of the Financial Administration Act to meet the same balanced representation requirement (except they do not have shareholder voting rights against candidates)
- Establishes a phased implementation: corporations must achieve at least 20% representation of each gender by the third annual shareholder meeting, and at least 40% by the sixth annual shareholder meeting after the law comes into force
- Allows corporations to apply for a one-year deferral of the third-year deadline if amending founding documents is required and would cause unreasonable hardship
- Allows shareholders to vote against individual director candidates if the corporation's articles do not provide for cumulative voting
- Makes any director election or appointment that violates the balanced representation requirement invalid, with the vacant position filled according to corporate rules
- Specifies that board actions remain valid even if the board composition does not meet the requirement
- Makes compliance with balanced representation a condition for issuing certificates or letters patent for certain corporate transactions
- Sets the commencement date as 180 days after royal assent
- Distributing corporations whose securities are publicly held, as defined under the Canada Business Corporations Act
- Banks listed in Schedule I of the Bank Act
- Cooperative credit associations regulated by the Cooperative Credit Associations Act
- Insurance companies that are distributing companies
- Trust and loan companies that are distributing companies
- Other federally regulated, publicly traded corporations
- Parent Crown corporations listed in Schedule III of the Financial Administration Act
- Shareholders of these corporations (who would gain the right to vote against individual director candidates)
- Directors of these corporations (who would need to ensure balanced gender representation)
- The Minister of Finance and financial regulators (who would enforce compliance through approval of corporate documents and transactions)
- Corporations must maintain board composition with at least 40% representation of each gender (or a maximum 2-person difference for boards of 8 or fewer)
- Corporations must achieve at least 20% representation of each gender by the third annual shareholder meeting after the law comes into force
- Corporations must achieve at least 40% representation of each gender by the sixth annual shareholder meeting after the law comes into force
- Corporations can apply for a one-year deferral of the third-year deadline if amending founding documents is required and would cause unreasonable hardship
- Shareholders gain the right to vote against individual director candidates (if the corporation's articles do not provide for cumulative voting)
- Directors elected with more votes against than for serve only until the earlier of 90 days after the meeting or when a replacement is appointed by the board
- Any director election or appointment that violates the balanced representation requirement is invalid
- Corporations must attach a statutory declaration or certificate to articles or statements confirming compliance with the balanced representation requirement
- Corporations cannot amend their founding documents or effect certain proposals without ensuring compliance with the balanced representation requirement
- The Act comes into force 180 days after receiving royal assent
- Corporations must achieve at least 20% representation of each gender by the close of the third annual shareholder meeting after the law comes into force
- Corporations must achieve at least 40% representation of each gender by the close of the sixth annual shareholder meeting after the law comes into force
- The one-year deferral, if granted, extends the third-year deadline to the close of the fourth annual shareholder meeting
- For parent Crown corporations, compliance is measured as of March 31 of the third year (at least 20%) and March 31 of the sixth year (at least 40%) after the law comes into force
- Any director election or appointment in violation of the balanced representation requirement is invalid and the vacant position must be filled according to corporate rules
- The Director under the Canada Business Corporations Act cannot issue a certificate of compliance unless satisfied that the corporation meets the balanced representation requirement (except for certificates related to bringing the corporation into compliance)
- The Minister cannot issue letters patent for bank, cooperative credit association, or insurance company proposals unless satisfied the corporation meets the balanced representation requirement (except for proposals to bring the corporation into compliance)
- Directors appointed or elected in violation of the requirement may have limited terms (90 days or until replaced, whichever is earlier) if they received more votes against than for
- Acts of the board of directors remain valid even if the board composition does not meet the requirement (this is not enforced as a penalty but protects the corporation's operations)
- The bill text does not specify how 'gender' is defined or how individuals identifying outside the binary of male/female would be counted toward the requirement
- The bill does not provide detailed guidance on what constitutes 'unreasonable hardship' for purposes of granting a deferral
- The bill's definition of 'corporation' in Part 3 excludes corporations listed in schedules to the Financial Administration Act, but the practical application depends on what those schedules contain at any given time
- The bill does not specify how the balanced representation requirement would apply to corporations with unusual board structures (e.g., boards that expand or contract in size)
- The bill was introduced on December 8, 2015, and as of the information provided, has not proceeded (no royal assent or later parliamentary action)
- The bill does not specify enforcement mechanisms beyond invalidating director appointments and restricting corporate transactions; there are no mentioned fines, penalties, or regulatory sanctions
- The bill does not address how the requirement applies to corporations whose shareholders disagree with the policy or wish to opt out
New sections added requiring distributing corporations to maintain boards with at least 40% representation of each gender (or a maximum 2-person difference for boards of 8 or fewer), with phased compliance timelines and shareholder voting rights against individual director candidates
New sections added requiring Schedule I banks to maintain boards with at least 40% representation of each gender, with phased compliance timelines and shareholder voting rights against individual director candidates
New sections added requiring cooperative credit associations to maintain boards with at least 40% representation of each gender, with phased compliance timelines and shareholder voting rights against individual director candidates
New sections added requiring distributing insurance companies to maintain boards with at least 40% representation of each gender, with phased compliance timelines and shareholder/policyholder voting rights against individual director candidates
New sections added requiring distributing trust and loan companies to maintain boards with at least 40% representation of each gender, with phased compliance timelines and shareholder voting rights against individual director candidates
New sections added requiring parent Crown corporations listed in Schedule III to maintain boards with at least 40% representation of each gender, with phased compliance timelines (but no shareholder voting rights against candidates)
Generated using AI from official bill text. Not legal advice. It is written by PoliticalData.ca for civic education, automatically checked and spot-reviewed before publishing.
Official textParliamentary Process
Bill S-207, aiming to modernize board composition for balanced gender representation, completed its first reading in the Senate in December 2015 but was not proceeded with, being dropped from the Order Paper in October 2016.
This artifact indicates that Bill S-207, concerning the modernization of corporate and financial institution boards to ensure balanced representation of men and women, completed its first reading in the Senate on December 8, 2015. It was later dropped from the Senate's Order Paper on October 25, 2016, meaning it was not further considered.
During the Senate's first reading of Bill S-207 on December 8, 2015, senators also addressed other procedural matters and questions of privilege.
On December 8, 2015, the Senate convened for its first reading of Bill S-207, "An Act to modernize the composition of the boards of directors of certain corporations, financial institutions and parent Crown corporations, and in particular to ensure the balanced representation of women and men on those boards." During this sitting, senators also engaged in welcoming remarks, discussed other procedural matters, and raised questions of privilege. The bill itself was introduced and read for the first time, and then placed on the Order of the Day for second reading at a later date. The artifact does not contain details about any debate on the content of Bill S-207 at this stage.
Bill S-207, aiming to modernize corporate boards for gender balance, was introduced and reached Second Reading in the Senate but was ultimately not proceeded with.
Bill S-207, concerning the modernization of corporate boards to ensure balanced representation of men and women, reached the Second Reading stage in the Senate on March 22, 2016. A related speech was made on May 31, 2016. However, the bill was ultimately dropped from the Senate Order Paper on October 25, 2016, and was not proceeded with.
The Senate continued the debate at the second reading of Bill S-207, the "Boards of Directors Modernization Bill", alongside other routine proceedings and statements.
During this Senate sitting on March 22, 2016, various proceedings took place. The Senate considered the "Boards of Directors Modernization Bill" (Bill S-207) at its second reading stage, with debate continuing. Other business included tabling reports, first readings of bills, notices of motions, and debates on other bills and motions. Senators also made statements on topics such as the tragedy in Brussels, La Journée internationale de la Francophonie, World Down Syndrome Day, and the abduction of children.
During the Senate's second reading debate on Bill S-207, Senator Hervieux Payette spoke in favour of modernizing corporate boards to ensure balanced gender representation, citing improved company performance and international examples, before the debate was adjourned.
On March 22, 2016, the Senate continued the second reading debate on Bill S-207, An Act to modernize the composition of the boards of directors of certain corporations, financial institutions and parent Crown corporations, and in particular to ensure the balanced representation of women and men on those boards. Senator Céline Hervieux Payette spoke in favour of the bill, emphasizing the need for balanced gender representation on corporate boards and highlighting research suggesting that such balance can lead to improved financial results. She also addressed common objections, such as concerns about qualifications, and pointed to Norway as a successful example of implementing similar legislation. The debate was adjourned, meaning the discussion on the bill was not completed at this stage. Other Senate business included tabling of committee reports, first readings of bills, and debates on various other bills and motions.
This Senate sitting on May 31, 2016, featured debates on various bills, including Bill S-207, Question Period with the Minister of National Revenue, and procedural steps for Bill C-14, while Bill S-207's second reading debate remained unfinished.
This artifact documents a sitting of the Senate on May 31, 2016. The sitting included Senators' Statements on various topics, Routine Proceedings where documents were tabled, and Orders of the Day where debates on several bills and motions continued or were adjourned. Notably, the debate on Bill S-207, concerning the modernization of corporate boards and balanced representation of women and men, was continued. Question Period followed, with the Minister of National Revenue addressing questions on tax settlements, offshore compliance, middle-class taxation, service delivery, terrorism financing, guaranteed income supplement, services for northern Canadians, tax havens, tax evasion, and audits of environmental charities. The sitting concluded with the tabling of Bill C-14, concerning medical assistance in dying, and the adoption of a modified motion to resolve into a Committee of the Whole to consider its subject matter. The artifact indicates that Bill S-207's stage state at this sitting was 'Not completed'.
Bill S-207, intended to modernize board composition for balanced gender representation, was removed from the Senate's agenda and did not proceed past its First Reading.
Bill S-207, aiming to update the composition of boards of directors for certain corporations, financial institutions, and parent Crown corporations to ensure balanced representation of women and men, did not proceed further in the Senate. It was removed from the Senate's Order Paper on October 25, 2016. The bill had reached its First Reading on December 8, 2015, and its Second Reading on March 22, 2016. There is no record of it proceeding to Third Reading or any subsequent stages.
Bill S-207, aiming to ensure balanced representation of women and men on corporate boards, reached the 'House of Commons First reading' stage but it was not reached, and the bill was later dropped from the Senate Order Paper.
This artifact describes the status of Bill S-207, An Act to modernize the composition of the boards of directors of certain corporations, financial institutions and parent Crown corporations, and in particular to ensure the balanced representation of women and men on those boards, within the House of Commons. The bill reached the 'House of Commons First reading' stage, but this stage was marked as 'Not reached'. The bill was ultimately dropped from the Senate Order Paper on October 25, 2016. It had previously completed First reading in the Senate on December 8, 2015, and Second reading on March 22, 2016, with a sponsor's speech given by Céline Hervieux-Payette.
Bill S-207, aiming to modernize corporate board composition for balanced gender representation, did not reach its Second Reading stage in the House of Commons and was subsequently dropped from the Senate Order Paper.
The artifact indicates that Bill S-207 reached the Second Reading stage in the House of Commons, but this stage was 'Not reached'. The bill was ultimately dropped from the Senate Order Paper on October 25, 2016, and has not proceeded further. The provided text also lists similar bills from previous parliamentary sessions that aimed to modernize corporate board composition and ensure balanced representation of men and women.
Bill S-207, aimed at modernizing corporate boards for balanced gender representation, has not proceeded to committee stage in the House of Commons and was previously dropped from the Senate Order Paper.
This artifact indicates that Bill S-207, an Act to modernize the composition of the boards of directors of certain corporations, financial institutions and parent Crown corporations to ensure balanced representation of women and men, has not proceeded further in the House of Commons. Specifically, the stage of 'House of Commons Consideration in committee' has not been reached. The bill was previously dropped from the Senate Order Paper on October 25, 2016.
Bill S-207, aiming to modernize corporate board composition for gender balance, did not advance to the Report stage in the House of Commons and was subsequently dropped from the Senate Order Paper.
This artifact indicates that Bill S-207, an Act to modernize the composition of the boards of directors of certain corporations, financial institutions and parent Crown corporations to ensure balanced representation of women and men, has not proceeded further in the House of Commons. Specifically, the Report stage in the House of Commons was not reached. The bill was ultimately dropped from the Senate Order Paper on October 25, 2016. The provided text outlines the bill's progression through the Senate, including its first and second readings, and mentions related bills from previous Parliaments.
Bill S-207, which aimed to ensure balanced gender representation on corporate boards, reached the House of Commons Third reading stage but was not proceeded with and was dropped from the Senate Order Paper.
The provided text indicates that Bill S-207 reached the Third reading stage in the House of Commons, but this stage was not reached. The bill was ultimately dropped from the Senate Order Paper on October 25, 2016. The bill aimed to modernize the composition of boards of directors for certain corporations, financial institutions, and parent Crown corporations by ensuring balanced representation of women and men. Similar bills (S-212 and S-217) were introduced in previous Parliaments.
Debate and sitting links point to official parliamentary sources when LEGISinfo publishes them. Any plain-language discussion summaries should be generated from those official texts and reviewed before public display.
Vote Summary
This bill is still active. We only show vote counts after the legislature publishes a recorded division.
No published representative vote breakdown
This bill is still moving through the process. When a recorded division is published, representative positions can be listed here.
Official sources
Status, sponsor, votes, and timeline on this page are drawn from these official legislative sources and public records. Each summary above is attributed to its own source.
How this data is sourced