The BC NDP government today introduced Bill 30: Labour relations code amendment act, 2019. The BC Green Caucus issued a media release (reproduced below) in response to the Bill’s introduction. I look forward to debating this bill at second reading in the near future and I will provide a more comprehensive analysis of it at that time.
B.C. Green Caucus Supports Labour Relations Code Amendments
For immediate releaseApril 30, 2019
VICTORIA, B.C. Ending the pendulum swings that have defined labour policy the past 30 years is a priority for the B.C. Greens, and the proposed amendments to the Labour Relations Code are a step towards reaching that balance while also enhancing important protections for workers.
“British Columbians deserve to expect certainty and stability in labour policy, which is what our caucus has advocated all along,” said B.C. Green Party leader Andrew Weaver. “For the past 30 years, labour policy in B.C. has been defined by pendulum swings between Liberal and NDP governments. Thorough our consultations with government, we made clear that progressive changes are needed to protect workers through moderate, evidence-based policy adjustments.
“The expert review panel made balanced and thoughtful recommendations on updating the labour code that are reflected in this legislation. Retaining the secret ballot while shortening the time frame for votes from ten to five business days, and enacting stronger protections against employer interference, is a reasonable path forward to maintain balance in workplaces and ensure workers are protected as they exercise their choice.”
The B.C. Green caucus supports other significant provisions of this legislation, which take important steps forward to better protect workers and ensure balance in workplaces. These include:
“We think this legislation strikes the right balance and therefore better able to ensure fairness and balance in workplaces, which is in the interest of both workers and employers,” Weaver said.
These amendments are necessary adjustments to existing labour law, but they fail to address the more fundamental challenges facing the economy.
“Unfortunately, what continues to be missing from the conversation is a focus on how we can adapt our labour laws to support people grappling with the changing nature of work,” Weaver said. “From increases in precarious, gig-based jobs, to the increasing use of contractors instead of employees, British Columbians are dealing with huge changes to job stability and income security, and our laws aren’t keeping up.”
The B.C. Green caucus consults with government to improve fairness for workers and ensure balance in the workplace as part of the Confidence and Supply Agreement.
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Media contact
Macon McGinley, Press Secretary
B.C. Green Third Party Caucus
+1 250-882-6187 |macon.mcginley@leg.bc.ca
Today in the legislature we debated at second reading Bill M209: Business Corporations Amendment Act, 2019. This is my Private Members’ bill that proposes amendments to the Business Corporations Act and will create a new Part 2.3 in the Act that enables companies to become benefit companies. The bill passed second reading today and moves on to committee stage shortly.
Below I reproduce the text and video of my second reading speech.
A. Weaver: I move that Bill M209 be now read a second time.
It gives me great pleasure to rise and speak at second reading to Bill M209, Business Corporations Amendment Act. I will outline my speech in four different sections. I’ll start by giving a brief introduction as to the purpose and the intent of the bill — what it does — moving on to the process by which it was created and finishing with a conclusion and the type of the economy it’s trying to encourage and build.
This is a bill that my office has been working on for quite some months since May of last year, and I’m thrilled that we’ve been given the opportunity to debate it today. I’m, frankly, grateful to government for providing us and members of the opposition access to legislative drafters to allow us to bring this bill in the form that we know has gone through the formal legislative drafting process.
I’ve talked a lot about the emerging economy and the fact that the government needs to be prepared and resilient amidst the rapid shifts that are occurring in our society and our economy. These include, but are not limited to, things like climate change, environmental degradation, changes to the nature of work, rapid technological advance, the whole increasing disparity between those who have and those who don’t have income security and so forth. I believe that, frankly, business must play a central role in helping us tackle these enormous challenges and find solutions. It is not only up to government to find the solutions. It is also up to business.
That’s why we created this legislation to create benefit companies in British Columbia. The idea for this legislation was brought to us from the business community, from both small and large companies that are already using their business to do good and wanted a clearer legal framework under which to operate. I think government, frankly, needs to do more to encourage and support these types of businesses that have chosen to go beyond the pursuit of profit to also pursue critical social and environmental values.
What does the bill do? I want to start by highlighting some of the key elements of the bill. One, it adds a new part to the Business Corporations Act, enabling companies to incorporate as benefit companies. It would provide a legal framework for companies that are committed to pursuing a triple bottom line to embedding social responsibility and environmental sustainability into their companies’ DNA. These companies could take on expanded purpose, accountability and transparency.
The bill would require companies to change their articles to enshrine a commitment to act in a responsible and sustainable manner. This means they must — that’s important, the word “must” — take into account the well-being of persons affected by their conduct and endeavour to use a fair and proportionate share of available environmental, social and economic resources and capacities. They must, again, also pursue one or more specific public benefits of a positive effect on society or the environment.
Another key component of the legislation is that it creates new duties for directors of benefit companies. They must — again I use the word “must” — balance their duty to act in the best interests of the company with the new duties to act with a view to operating their business responsibly and sustainably, as well as to promote specific public benefits. I want to come to highlight this a little bit more because I think this is an important element, a key element, that we need to highlight.
Right now it’s clear. Our case law already makes it very clear that directors may — the very important word “may,” as opposed to “must” — consider broader stakeholders as they consider their duty to act in the best interests of the corporation. The federal government recognized this and is now codifying this into the Canada Business Corporations Act. That’s a very welcome move, frankly, that the federal government is doing in making it clear that all directors have the ability to consider broader stakeholders in their decision-making — that they may consider. That’s based on the case law that arose from the very famous BCE case that enshrined at the Supreme Court level that directors may in fact go broader than just fiduciary responsibility.
We also know that considering broader stakeholders in their decision-making is one thing but also that Canadian directors are not bound by a shareholder primacy rule. This bill does something different. It does something very different: it goes further. It creates a duty for directors of benefit companies to act responsibly and sustainably to promote public benefits. More than this, it requires directors of benefit companies to balance their existing duty to act in the best interests of the company with these new duties to act responsibly and sustainably and promote public benefits. I’m going to come back to this. This was an issue brought to us by small and large business looking for certainty, looking to do a reduced risk as they move forward in these directions.
It’s important to note that nothing in this legislation precludes the directors of an ordinary company from also considering other interests, like employees or the environment, when acting in the best interest of the company. This is not preclude any existing company from doing that. But benefit companies must also report their performance against an independent third-party standard which must be developed by a person or entity that is unrelated to the benefit company.
The reporting must be done annually and must be available to the public. This element is important to ensure transparency for suppliers, purchasers and customers that the company is indeed living up to its stated goals. I hope that this requirement will spur innovation in B.C. and that strong local standards will emerge for benefit companies to use, as put forward and adjudicated by strong, B.C.-based, third-party verifiers.
The legislation creates clear expectations about the nature and mandate of the company and provides protections for directors who choose to prioritize public benefits and not only profit.
This legislation would help mission-driven companies stay true to their mission as they grow and protect the vision of the founders of benefit companies by embedding the environmental and social benefits into the companies’ actual mandate.
It would provide more certainty for impact investors, another critical aspect of this bill. The impact investors are looking to invest in mission-aligned companies of the nature and the mandate of a company, but what’s critical to them is that they not have an asset lock that existed in very fine enabling legislation for the creation of what are called C3s in the province of British Columbia, put forward by the B.C. Liberals in the last session. That doesn’t affect that at all.
But what it does here…. The asset lock associated with those C3s precluded impact investors from actually moving forward, because you invest and you can’t get your investment back out. This would allow impact investors to actually know that the company is triple-bottom-line and is one focused on a much broader mandate than just fiscal benefit for the shareholders.
The act would provide more certainty for impact investors looking to invest in mission-aligned companies, as I said. And moreover, this legislation would provide a simple framework for companies to adhere to that is legally and commercially recognized.
The choice to become a benefit company is completely voluntary. There’s no requirement. There’s no impact on existing corporations and no tax implications at all. Although the government down the road may view some kind of change in the way it incorporates tax to benefit companies versus other companies, if a government moving forward sees that this is something they wish to encourage…. But that is up to government and not something that we’ll be bringing or discussing in a private member’s bill.
I also believe that the benefit company legislation would be complementary to existing structures in place. And I want to recognize again — come back to this — the leadership and initiative put forward by the previous government in creating the so-called C3, or community contribution companies, that I spoke about. I see C3s and benefit companies as different ways, on a spectrum, for government to support socially and environmentally responsible business forums.
Now, I’ve heard, and we’ve consulted extensively, from many businesses that the C3 structure is simply too restrictive for many for-profit businesses, since they would need to fundamentally change their corporate structure and reduce their ability to attract investment. We can and should, frankly, provide another option to support sustainable and responsible businesses in B.C.
The C3 structure works wonderfully if a not-for-profit is looking to create a business arm that is permanently associated with the not-for-profit because the asset lock of the company associated with a not-for-profit is the not-for-profit. So any profits must be flowed back to the not-for-profit. That works well in that case. It does not work well for a for-profit business venture which is seeking to do more than just fiscal bottom line.
I’d fully support any efforts to continue the work started by the previous administration to support C3s. Steps in this direction could include, for example, doing more to promote the C3 brand, enhancing public awareness of C3s and providing tax incentives and benefits for investments in C3s.
So this, again, is not something that we believe competes with C3s. It’s something that we believe is very complementary to C3s. But it gives certain classes of companies, those that are looking to the triple bottom line and not have to worry about the asset lock associated with the C3 to actually incorporate and move forward in that manner….
I’d like to take a few minutes on section 3 here to discuss the process that led to the position we’re in now. As many, obviously, who are aware, I first introduced this bill for debate last May with the purpose of starting a conversation of that legislation.
We had a discussion and a debate and passed second reading, and over the following months, we worked as a caucus very hard to consult stakeholders and experts from across Canada, frankly, and elsewhere to make sure that we got the details right. We met with many, many business leaders, as well as leaders in social enterprise and owners of C3s, about their goals for a sustainable economy and how this legislation would fit in or what we needed to do to ensure that we were able to build support.
We also undertook an extensive consultation with the B.C. branch of the Canadian Bar Association to get insight from them as to the various legal questions that might be arise from this.
Throughout this process, we worked closely with the legislative drafter, the one that we’ve assigned to this project, to craft this amendment in order to ensure that it is legally enforceable and that it works well and is consistent with existing B.C. laws. And, of course, we consulted with government through the confidence and supply agreement secretariat.
In conclusion, I’m very proud of this piece of legislation, and I’m very glad to see that we’re debating it at second reading today. I’m grateful to government for bringing this forward to the order papers to actually allow us to have this debate. I think it bodes well for working across party lines to see private members’ bills discussed in this fashion. I hope we’re able to move forward both with opposition bills as well as other bills from others in this chamber.
We will have a rather interesting and novel process in committee stage. I look forward to articulating that as we move towards that. This hasn’t been done before in this Legislature, as far as we can tell, where an opposition member is in committee stage. That will be a unique experience. I think we might point to some revisions in standing orders that we might want to discuss collectively as we move forward, as we move to this committee phase, an odd committee phase that it is, in the B.C. Legislature compared to other jurisdictions.
I believe that, frankly, becoming the first jurisdiction in Canada to champion benefit companies is a huge opportunity. We know that Quebec is right behind us here and likely going to follow through shortly thereafter. But we’re leaders here in B.C. We don’t follow others. I think British Columbians enjoy being leaders, and that’s why I’m excited that government has continued to support this effort moving forward.
B.C. is already, like Quebec…. We’re sort of a mirror of Quebec in that regard. We are home to many, many socially responsible companies. It’s part of our, frankly, stellar brand as one of the greenest places in the world. “Super, natural British Columbia” and “Beautiful British Columbia” are monikers on our licence plates, for years have been focusing on our natural beauty and what brings people to our lovely province.
We’ve been seeing, also, shifts in consumer patterns and behaviour, particularly among younger demographics sensitive to social and environmental impacts. We know, again, from our extensive consultation, that the millennial group — the category, however you want to call them — millennials in this area, are very concerned about social enterprises. They’re very supportive of and look actually to buy from and invest in social enterprises or triple-bottom-line companies. Benefit companies allow those companies, from small to large, to actually demonstrate, distinguish and be publicly transparent about their overall mission in a triple-bottom-line sense.
Frankly, we’re struggling as a society to adjust and respond to massive technological, social and environmental shifts that we’re facing — whether it be, as I said earlier, from climate change to automation. We need, frankly, I think, to think differently in order to turn our challenges into opportunities. This is one of the things this bill does here.
We need the partnership and to engage with the business community to help us deal with these challenges. Not to prescribe solutions to business but to work with business to allow the innovative ideas in business to flow through in an environment that seeds and nurtures this innovation. That’s how we’ll be successful.
Government and the non-profit sector cannot, by themselves, respond to the challenges that we face before us; frankly, nor should they. Businesses play an incredible and a huge role in our society, and they must be part of any solution to any problem that we see emerging. Companies that pursue a triple bottom line, frankly, are on the cutting edge of rethinking the role of business in the 21st century.
Now, some are doing so voluntarily. Others wish to do so, and they wish to be protected. This legislation gives them protection and gives them the ability to follow a suite of rules that are set out to ensure that what they do is enshrined in their articles and protected moving forward.
You know, businesses know that acting in the best interests of people and the planet is the best way to build a thriving economy for the long term. If B.C. had this legislation on the books and if companies were able to incorporate as benefit companies, with an explicit social or environmental benefit baked into that purpose, it would send a very strong signal to the market that the government supports this approach to business, and British Columbia is a home and wants to seek and attract new business in this area.
We look forward and encourage more companies to incorporate social and environmental values into their own business, empowering them to create change in our province and to help us to solve many of the challenges that face us all.
I look forward to listening to the other comments and the deliberations at committee phase.
Today the BC Government tabled Bill 8: Employment Standards Amendment Act, 2019. Improving fairness for workers and ensuring balance in workplaces are part of the Confidence and Supply Agreement we signed with the NDP. Our caucus has approached this issue from the start by focusing on sensible policy that puts the health and well-being of people at its core. Our goal is to see an end to the pendulum swings that have marked labour policy in our province over the past three decades. Many of the changes in this legislation appear to be positive steps in that direction. In particular, the changes will give job security to workers fleeing domestic violence and protect children from dangerous work.
Below is our initial statement released in response to the Bill’s introduction. We look forward to debating this bill at second reading in the near future. I will provide a more comprehensive analysis of it once we have had a chance to examine it in detail.
Employment Standards Amendment Act
For immediate release
April 29, 2019
VICTORIA, B.C. – The B.C. Green caucus supports government’s legislation amending the Employment Standards Act, which aligns the province with United Nations standards to better protect children and youth, protect workers facing domestic violence, and improve balance in workplaces.
“Key elements of this legislation better protect the health and well-being of some of the most vulnerable people in our communities,” B.C. Green Party leader Andrew Weaver said. “This legislation will improve safety for children and youth in the workforce, and it allows survivors of domestic violence to take time off when they need it, knowing they will have a job to return to, which can make all the difference to those living in dangerous circumstances. We should take this a step further and provide paid leave for people fleeing domestic violence, to support them as they find safety.
“We have approached this issue from the start by focusing on sensible policy that puts the health and well-being of people at its core. Our goal is to see an end to the pendulum swings that have marked labour policy in our province over the past three decades.
“The upcoming months will require government to engage in a thorough consultation process to establish clear, fair and balanced regulations that businesses can follow. We must also start earnest work to modernize our laws to better support workers as they are forced to adapt to the changing nature of work and the growth of the gig economy.”
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Media contact
Macon McGinley, Press Secretary
+1 250-882-6187 |macon.mcginley@leg.bc.ca
On May 14, 2018 I first introduced Bill M216: Business Corporations Amendment Act, 2018. This bill passed second reading on May 17, 2018 but was not called for committee debate during the 3rd session of the 42st parliament. As such, I reintroduced a slightly revised version of the bill today: Bill M209: Business Corporations Amendment Act, 2019.
This bill proposes amendments to the Business Corporations Act and will create a new Part 2.3 in the Act that enables companies to become benefit companies. These companies will have to meet certain requirements, including:
The choice to become a benefit corporation status is completely voluntary and has no impact on other existing corporations, other corporate forms, taxes or government regulation
It’s generally recognized that Canadian corporate law does not have a strict “shareholder primacy” rule as the US does, so directors of companies in Canada have more discretion to pursue a broader mandate beyond maximizing shareholder profits. However, this legislation is needed to
This legislation would also encourage more companies to pursue a socially responsible and environmentally sustainable approach to business, creating beneficial outcomes for society as a whole and leveraging the power of business to help us to tackle significant social and environmental challenges.
Below I introduce the video and text of the introduction of this bill. I also attach a copy of the media release that we issued today.
A. Weaver: I move that a bill intituled Business Corporations Amendment Act, 2019, of which notice has been given in my name on the order paper, be introduced and read a first time now.
This bill amends the Business Corporations Act, adding a new part to the act that would give companies in British Columbia the ability to incorporate as benefit companies. This legislation would support companies that choose to put the pursuit of social and environmental goals at the heart of their mission. Benefit companies would embed a commitment into their articles to operate in an environmentally sustainable and socially responsible way and to pursue public benefits.
B.C. is home to a number of incredibly innovative and socially responsible companies that want to play a bigger role in addressing the challenges we face collectively. This legislation is one that government can support and encourage business to take on this critically important role in our society.
Mr. Speaker: The question is first reading of the bill.
Motion approved.
A. Weaver: I move that the bill be placed on the orders of the day for second reading at the next sitting of the House.
Bill M209, Business Corporations Amendment Act, 2019, introduced, read a first time and ordered to be placed on orders of the day for second reading at the next sitting of the House after today.
B.C. Greens introduce legislation to support companies pursuing environmental and social goals
For immediate release
April 10, 2019
VICTORIA, B.C. – The B.C. Green caucus introduced legislation today to provide a legal framework for B.C. businesses committed to pursuing social and environmental goals to incorporate as benefit companies under theBusiness Corporations Act.If passed, the bill would become the first Private Member’s Bill from an opposition party to be passed directly into law in British Columbia.
“B.C. Greens are showing a path forward, both by supporting companies committed to pursuing a triple bottom line who choose to embed social responsibility and environmental sustainability right into their corporate DNA, and also by demonstrating yet another way a small caucus can offer leadership within a stable minority government,” said MLA Andrew Weaver, leader of the B.C. Green Party.
“B.C. is home to incredibly innovative companies that want to play a bigger role in addressing the challenges and opportunities we face – climate change, rapid changes in the nature of work, the gig economy, rapid technological advances, and growing income inequality,” said Weaver. “This legislation is part of positioning our province to be a leader on the cutting edge of global economic trends. We are seeing shifts in consumer patterns and behaviour, particularly among younger demographics sensitive to their social and environmental impact. By becoming the first jurisdiction in Canada to create benefit companies, B.C. can best position our economy for success.”
Government recognizes the impact B.C. businesses make in their communities, and has been supportive of the concept of benefit companies.
“I want to thank our partners in the Green Party Caucus for bringing this idea forward,” said Carole James, Minister of Finance. “Many B.C. businesses are leaders in building sustainable and socially responsible practices into their enterprises. We’ve worked closely with our minority government partners to create this opportunity for B.C. businesses to choose a new corporate structure that includes their social and environmental goals.”
The legislation amends the Business Corporations Act, and would enable companies to incorporate as a new type of company in B.C., a benefit company. Benefit companies would embed into their articles two commitments: operating in a responsible and sustainable manner, and pursuing specific public benefits. Directors of benefit companies would need to balance this broader mandate against their traditional duty to pursue the best interests of the corporation. Companies would also need to report their progress against an independent third-party standard. This legislation would ensure that mission-driven companies can stay true to their mission as they grow, and it would help them to attract capital by providing investors with certainty about the mandate of the company without being overly prescriptive with regards to how companies must spend profits.
“B.C. is already home to number of socially responsible companies,” said Weaver. “But government should do more to support those companies that want to create environmental and social value. More companies want to follow the leadership of the early adopters, so let’s give them the framework that will best support them as they take on this critical work.”
Catherine Warren, CEO, Vancouver Economic Commission-
“As Vancouverites and British Columbians, we are proud to be a hub for bold, mission-driven companies, so it comes as no surprise to us that B.C. could pass the first benefit company legislation in the country. Jobseekers, international businesses, and investors with common values come here to build on common ground. The Vancouver Economic Commission is focused on inclusive, resilient economic development and prosperity for all. We recognize that we can always do more – to help local companies lead for people, planet, and prosperity – and VEC’s sees this legislation as one way to ensure that social and environmental values advance tomorrow’s economy.”
Chris Arkell, co-founder of Sea to Sky Removal-
“As a company focused on waste management in the construction industry, we wanted to hold ourselves to the highest available standard of public accountability. Unlike traditional corporations, companies like ours are committed to considering the impact of their decisions not only on their shareholders, but also on their stakeholders – workers, suppliers, community, consumers, and the environment. This legislation would strengthen our ability to maintain our core values even as future directors, management or ownership changes may happen.“
Michelle Reid, sustainability czar, Mills Office Productivity-
“We have been a B.C.-based family business for 70 years. Multiple generations of our family have continued our founder’s commitment to delivering office products ethically and sustainably. This legislation sends a strong signal to the market that businesses like ours are moving in the right direction. We thank the B.C. Greens for showing the way forward for more companies to join us in doing the right thing for our customers, our community and our planet.”
What does this legislation do?
○ Directors act with a broader purpose with respect to society and the environment, and balance this commitment against the best interests of the company.
○ Companies promote a specific “public benefit”, or a positive effect.
○ Directors must publish an annual report that describes the company’s activities in relation to their benefit commitments, and they must select an independent third party standard to report their work against.
How do benefit companies differ from Community Contribution Companies (C3s)?
How can a company become a benefit company?
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Media contact
Macon McGinley, Press Secretary
+1 250-882-6187 |macon.mcginley@leg.BC.ca
Today the government introduced Bill 28: Zero-emission vehicles act. This bill sets into law the zero-emission vehicle mandate that was announced in the fall as part of the CleanBC economic agenda. It further outlines a credit/debit system, similar to what exists in California, that will allow new vehicle car dealers to meet the provincial compliance targets. In particular, the bill legislates that:
“(a) in 2025 and in each subsequent year, at least 10% of all new light-duty motor vehicles sold or leased in British Columbia must be zero-emission vehicles;
(b) in 2030 and in each subsequent year, at least 30% of all new light-duty motor vehicles sold or leased in British Columbia must be zero-emission vehicles;
(c) in 2040 and in each subsequent year, 100% of all new light-duty motor vehicles sold or leased in British Columbia must be zero-emission vehicles.”
Below is the media release we issued in support of this bill.
B.C. zero-emission vehicle standard is CleanBC in action
For immediate release
April 10, 2019
VICTORIA, B.C. – Today’s announcement of a ZEV standard marks a critical step towards creating a low carbon, innovative economy free from dependency on fossil fuels, and the implementation of a key piece of the B.C. Green’s vision that they have pushed for since the start of this minority government.
“I am thrilled that B.C. is adopting a rigorous zero-emission vehicle mandate,” said Dr. Andrew Weaver, leader of the B.C. Green caucus. “Climate change is the biggest threat facing our province, and, after B.C. NDP just doubled down on the crisis by adding 3.45 million tonnes of emissions from the first phase of LNG alone, we must do everything we can to decrease our emissions elsewhere. This legislation is one way CleanBC empowers each of us to do our part. Transportation makes up 40 per cent of B.C.’s household emissions. By improving the affordability and accessibility of clean vehicles we are helping support British Columbians who make the shift towards zero-emission vehicles.
“But we must follow through with this initiative to ensure that the infrastructure is in place to support the added demand this creates. Government needs to invest in more charging stations, especially in rural areas and throughout Northern B.C., and incentives should be given to homeowners to install generators to capture and store leftover electricity.
“Establishing a ZEV standard is a flagship program; it gives people the power to do their part to fight climate change and it drives the advancement of a modern economy. It would not exist without the work of my caucus and I in making the CleanBC a priority for this government. However, it is deeply counterproductive that such important policy is advanced at the same time as the B.C. NDP have chosen to set us farther down the wrong path with new tax credits for fossil fuel companies.
“Governments continue to think they can have it both ways, but our coastal communities feel the pressure from impending sea level rise and British Columbians know that their country is taking the brunt of climate change with warming rates twice the global average. B.C. can and should be positioned as a leader in sustainable technologies and renewable energy. Our caucus will continue to force change for the betterment of our province and future generations.”
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Media contact
Macon McGinley, Press Secretary
+1 250-882-6187 macon.mcginley@leg.BC.ca