S-14.001 - Act respecting the Société du Centre des congrès de Québec

Updated to 22 October 1999

This document has official status.

chapter S-14.001

Act respecting the Société du Centre des congrès de Québec

CHAPTER I ESTABLISHMENT AND ORGANIZATION

1. The “Société du Centre des congrès de Québec” is hereby established.

1993, c. 34, s. 1; 1999, c. 40, s. 287.

2. The Société is a legal person.

1993, c. 34, s. 2; 1999, c. 40, s. 287.

3. The Société is a mandatary of the State.

The property of the Société forms part of the domain of the State, but the performance of its obligations may be levied against its property.

The Société binds none but itself when it acts in its own name.

1993, c. 34, s. 3; 1999, c. 40, s. 287.

4. The head office of the Société shall be in the territory of Ville de Québec, at the place determined by the Government. Notice of the location or of any change in location of the head office shall be published in the Gazette officielle du Québec.

1993, c. 34, s. 4; 1996, c. 2, s. 915; 1999, c. 40, s. 287.

5. The affairs of the Société shall be administered by a board of directors consisting of not more than nine members appointed by the Government, including a president and a vice-president.

1993, c. 34, s. 5; 1999, c. 40, s. 287.

6. The president shall preside over the meetings of the board of directors, direct its operations and carry out the other functions vested in him by by-law of the Société.

1993, c. 34, s. 6; 1999, c. 40, s. 287.

7. The president of the board of directors is appointed for a term of not over five years, and the other members of the board are appointed for a term of not over three years.

At the expiry of their terms of office, the members of the board of directors shall remain in office until replaced or reappointed.

1993, c. 34, s. 7.

8. Any vacancy occurring in the course of a term of office shall be filled according to the mode of appointment set out in section 5.

Absence from the number of meetings of the board of directors determined by an internal by-law of the Société shall constitute a vacancy in the cases and circumstances specified in the by-law.

1993, c. 34, s. 8; 1999, c. 40, s. 287.

9. The Government may appoint a director general for a term of not over five years.

The Government may appoint the same person to hold office as president of the board of directors and as director general.

1993, c. 34, s. 9.

10. The director general is responsible for the management of the Société within the scope of its by-laws. He shall hold office on a full-time basis.

1993, c. 34, s. 10; 1999, c. 40, s. 287.

11. The Government shall fix the remuneration, social benefits and other conditions of employment of the director general.

The members of the board of directors shall receive no remuneration except in such cases, on such conditions and to such extent as the Government may determine. They are, however, entitled to the reimbursement of expenses incurred in the discharge of their duties on the conditions and to the extent the Government determines.

1993, c. 34, s. 11.

12. At meetings of the board of directors, a majority of members constitutes a quorum.

1993, c. 34, s. 12.

13. A decision of the board of directors signed by all its members has the same value as if made during an ordinary meeting.

1993, c. 34, s. 13.

14. The secretary and the other members of the personnel of the Société shall be appointed are remunerated in accordance with the scales, standards and staffing plan established by by-law of the Société. Such by-law is subject to approval by the Government.

1993, c. 34, s. 14; 1999, c. 40, s. 287.

15. Any member of the board of directors having any direct or indirect interest in any undertaking causing his interest to conflict with that of the Société shall, under pain of forfeiture of office, disclose it in writing to the director general and abstain from participating in any discussion or decision involving the undertaking in which he has the interest or in any meeting during which his interest is discussed.

Neither the director general nor any other member of the personnel of the Société may, under pain of forfeiture of office, have any direct or indirect interest in any undertaking causing his interest to conflict with that of the Société. However, forfeiture is not incurred where the interest devolves to him by succession or gift, provided he renounces or disposes of it with dispatch.

1993, c. 34, s. 15; 1999, c. 40, s. 287.

16. The Société may make any by-law respecting the exercise of its powers and its internal management.

Such a by-law shall come into force on the date of its approval by the Government or on any other date the Government determines.

1993, c. 34, s. 16; 1999, c. 40, s. 287.

CHAPTER II OBJECTS AND POWERS OF THE SOCIÉTÉ

1999, c. 40, s. 287.

17. The Société has the following objects:

(1)  to manage and operate the Centre des congrès de Québec;

(2)  to draw up development or operational plans for the Centre des congrès;

(3)  to carry on such commercial and other activities as may foster the development of the Centre des congrès and take up their operation, promotion and management.

1993, c. 34, s. 17; 1999, c. 40, s. 287.

18. To attain its objects, the Société shall, alone or with others, from such date and on such conditions as are determined by the Government, rent or acquire such of the property owned by the Société immobilière du Québec as is required for the operation of the Centre des congrès.

The Société shall acquire, in the same manner, any right granted by, and any obligation contracted by, the Société immobilière du Québec for the realization of the Centre des congrès de Québec.

1993, c. 34, s. 18; 1999, c. 40, s. 287.

19. The Société may associate or contract with any person to attain its objects.

1993, c. 34, s. 19; 1999, c. 40, s. 287.

20. In no case may the Société, without the authorization of the Government,

(1)  build, acquire, alienate, lease or pledge an immovable;

(2)  make a financial commitment that is incompatible with the limits and the terms and conditions determined by the Government;

(3)  contract a loan that increases the aggregate of its outstanding loans to more than the amount determined by the Government.

1993, c. 34, s. 20; 1999, c. 40, s. 287.

CHAPTER III DOCUMENTS, ACCOUNTS AND REPORTS

21. No act, document or writing shall bind the Société unless it is signed by the president of the board of directors, the director general or, to the extent determined by by-law of the Société, by a member of its personnel.

The Société may allow, by by-law, subject to the conditions and on the documents it determines, that a signature be affixed by means of an automatic device or that a facsimile signature be engraved, lithographed or printed. However, the facsimile shall have the same force as the signature itself only if the document is countersigned by a person authorized by by-law of the Société.

1993, c. 34, s. 21; 1999, c. 40, s. 287.

22. The minutes of the meetings of the board of directors, approved by the board and signed by the president or by any other person so authorized by by-law of the Société, are authentic, as are documents and copies emanating from the Société or forming part of its records if signed or certified true by an authorized person.

1993, c. 34, s. 22; 1999, c. 40, s. 287.

23. The fiscal year of the Société ends on 31 March each year.

1993, c. 34, s. 23; 1999, c. 40, s. 287.

24. The Société must, not later than four months after the end of its fiscal year, remit its financial statements to the Minister together with an annual report for the preceding fiscal year.

The financial statements and annual report must contain all the information required by the Minister.

1993, c. 34, s. 24; 1999, c. 40, s. 287.

25. The Minister shall table the financial statements and the annual report before the National Assembly within 30 days of receiving them if it is in session or, if it is not sitting, within 30 days of resumption.

1993, c. 34, s. 25.

26. The Société must, in addition, provide the Minister with any other information he requires concerning its activities.

1993, c. 34, s. 26; 1999, c. 40, s. 287.

27. Each year, the Société shall submit its budgetary estimates for the ensuing fiscal year to the Minister for approval at the time, in the form and with the contents determined by the Minister.

1993, c. 34, s. 27; 1999, c. 40, s. 287.

28. The books and accounts of the Société shall be audited by the Auditor General each year and whenever so ordered by the Government; the Auditor General may, with government approval, designate another auditor.

The report of the Auditor General or of the auditor designated by him must accompany the annual report and the financial statements of the Société.

1993, c. 34, s. 28; 1999, c. 40, s. 287.

CHAPTER IV FINANCIAL PROVISIONS

29. The Government may, on the conditions and according to the terms and conditions it determines,

(1)  guarantee the payment in capital and interest of any loan contracted by the Société and the performance of its other obligations;

(2)  authorize the Minister of Finance to advance to the Société any amount considered necessary for the pursuit of its objects;

(3)  grant a subsidy to the Société to provide for its obligations.

The sums that the Government may be called upon to pay under subparagraphs 1 and 2 of the first paragraph shall be taken out of the Consolidated Revenue Fund.

1993, c. 34, s. 29; 1999, c. 40, s. 287.

30. The sums received by the Société are used to meet its obligations and the balance is paid into the Consolidated Revenue Fund at the Government’s request.

1993, c. 34, s. 30; 1999, c. 40, s. 287.

CHAPTER V TRANSITIONAL AND FINAL PROVISIONS

31. The Act respecting duties on transfers of immovables (chapter D-15.1) does not apply to transfers of immovables to the Société and to the Société immobilière du Québec for the realization of the Centre des congrès de Québec.

1993, c. 34, s. 31; 1999, c. 40, s. 287.

32. (Omitted).

1993, c. 34, s. 32.

33. The minister designated by the Government is responsible for the administration of this Act.

1993, c. 34, s. 33; 1994, c. 16, s. 49.

The Minister of Tourism is responsible for the administration of this Act. Order in Council 1649-2022 dated 20 October 2022, (2022) 154 G.O. 2 (French), 6519.

34. (Omitted).

1993, c. 34, s. 34.

REPEAL SCHEDULE

In accordance with section 9 of the Act respecting the consolidation of the statutes and regulations (chapter R-3), chapter 34 of the statutes of 1993, in force on 1 September 1993, is repealed, except sections 32 and 34, effective from the coming into force of chapter S-14.001 of the Revised Statutes.