Compliance Agreements

Commissioner Of Canada Elections

Canada Elections Act

Compliance agreement

This notice is published by the Commissioner of Canada Elections, pursuant to section 521 of the Canada Elections Act, S.C. 2000, c. 9.

On August 30, 2016, the Commissioner of Canada Elections entered into a Compliance Agreement with SNC-Lavalin Group Inc., pursuant to section 517 of the Canada Elections Act. The text of the Compliance Agreement is set out in full below.

August 30, 2016

Yves Côté, QC

Commissioner of Canada Elections

Compliance Agreement

Pursuant to section 517 of the Canada Elections Act (the Act), the Commissioner of Canada Elections (the Commissioner) and SNC-Lavalin Group Inc. (the Contracting Party) enter into this agreement aimed at ensuring compliance with the Act.

The provisions of the Act applicable at the relevant time were subsections 404(1), 405.2(1) and 405.2(2). Subsection 404(1) of the Act prohibited any person or entity other than an individual who is a citizen or permanent resident from making a contribution within the meaning of the Act. Subsection 405.2(1) of the Act prohibited any person or entity from circumventing or attempting to circumvent this prohibition or acting in collusion with another person or entity for this purpose. Lastly, subsection 405.2(2) of the Act prohibited any person or entity from concealing or attempting to conceal the identity of the source of a contribution, or acting in collusion with another person or entity for this purpose.

These provisions were re-enacted by S.C. 2014, c. 12, and correspond, respectively, to sections 363 and 368 of the current Act.

Statements by the Contracting Party

For the purposes of this compliance agreement, the Contracting Party states the following:

Factors considered by the Commissioner

In entering into this compliance agreement, the Commissioner took into account the factors described in section 32 of the Compliance and Enforcement Policy of the Commissioner of Canada Elections, which is available for consultation on the Commissioner's website at www.cef.cce.ca. In particular, the Commissioner took the following factors into account:

Undertakings and agreement

The Contracting Party undertakes to continue to collaborate fully and in good faith in the Commissioner's investigation and to provide in a timely manner and on its own initiative, or upon request by the Commissioner's investigators, any relevant documents or information that would help identify any contributions at the federal level that may have been made by the Contracting Party, in order for the ineligible contributions to be removed from the political financing system, in accordance with the purpose of subsection 363(2) of the current Act.

The Contracting Party undertakes to comply with the relevant provisions of the Act in the future and, more specifically, to take all necessary measures to ensure that its assets and financial or other resources are not used directly or indirectly, by its employees, directors or agents to make political contributions in violation of the Act or to directly or indirectly reimburse, in any manner, federal political contributions.

The Contracting Party undertakes to maintain the compliance measures and mechanisms described above or to adopt others, at least as rigorous, to ensure the achievement of the same purposes.

The Contracting Party undertakes to provide the Commissioner, by August 31 of the two years that follow the signing of this compliance agreement (2017 and 2018), a written report establishing that the Contracting Party has implemented the compliance measures and mechanisms referred to in the paragraph above.

The Contracting Party undertakes to publish, within 30 days of signing the compliance agreement, a notice entitled "SNC-Lavalin signs a compliance agreement with the Commissioner of Canada Elections regarding political contributions made between 2004 and 2011 and undertakes to continue to comply with the Canada Elections Act following its internal policy adopted in 2012" (notice of the compliance agreement), using the Contracting Party's logo, reproducing the exact terms preauthorized by the Commissioner, in a wide-circulation, national French-language newspaper (for the notice in French) and a wide-circulation, national English-language newspaper (for the notice in English), to be published on a Saturday in a format acceptable to the Commissioner.

The Contracting Party undertakes to post, on the home page of its Web site, in English and in French, within 30 days following the posting of the compliance agreement on the Commissioner's Web site, a clear and visible link entitled "SNC-Lavalin signs a compliance agreement with the Commissioner of Canada Elections regarding certain political contributions made between 2004 and 2011 and undertakes to continue to comply with Canada Elections Act following its internal policy adopted in 2012" that leads to the full text of the notice of the compliance agreement described above.

The Contracting Party undertakes to give written notice to its executives, as well as all members of its board of directors, of the signing and scope of this compliance agreement by providing them with a copy of the notice of the compliance agreement described above, electronically or otherwise, within 40 days following the signing of this compliance agreement.

The Contracting Party undertakes to provide written confirmation to the Commissioner that it has transmitted the notice referred to in the preceding paragraph to its directors and current board members within 30 days of them having been provided the notice.

With regard to executives or board members hired or appointed by the Contracting Party in the six months following the signing of the compliance agreement, the Contracting Party undertakes to notify them in writing, electronically or otherwise, of the signing of the compliance agreement and to provide them with a copy of the notice of the compliance agreement described above at the time of hiring or appointment. Within the same timeframe, the Contracting Party shall provide the Commissioner with written confirmation of its compliance with the requirements set out in this paragraph.

In accordance with subsection 517(5), the Commissioner and the Contracting Party acknowledge that the compliance agreement and statements it contains are not admissible as evidence against the Contracting Party in any civil or criminal proceedings.

The Commissioner agrees that the Contracting Party will have complied with this compliance agreement when it has satisfied the requirements contained therein.

In accordance with subsection 517(8) of the Act, the Commissioner and the Contracting Party acknowledge that, when a compliance agreement is entered into, the Commissioner may not refer the matter to the Director of Public Prosecutions for prosecution of the Contracting Party unless there is non-compliance on the part of the Contracting Party with the compliance agreement and, in any event, the Director of Public Prosecutions may not institute such a prosecution against the Contracting Party unless it has been shown that the Compliance agreement has not been fulfilled. However, this compliance agreement has no effect on the Commissioner's ability to refer the matter to the Director of Public Prosecutions or the latter's ability to institute a prosecution in respect of any individual who may have been involved in the proscribed activities.


Signed by the Contracting Party in the city of Montreal (Quebec), on this 4th day of August 2016.


Neil Bruce
President and Chief Executive officer
SNC-Lavalin Group Inc.

Signed by the Commissioner of Canada Elections in the city of Gatineau (Quebec), on this 30th day of August 2016.

Yves Côté, QC
Commissioner of Canada Elections

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