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THIS AGREEMENT is made in quintuplet this 6th day of July, 2007.
BETWEEN THE PARTIES:
HER MAJESTY THE QUEEN in right of Ontario
As represented by the Attorney General
- AND -
THE DEAN OF OSGOODE HALL LAW SCHOOL, YORK UNIVERSITY
- AND -
THE LAW DEANS OF ONTARIO
- AND -
THE LAW FOUNDATION OF ONTARIO
- AND -
THE LAW SOCIETY OF UPPER CANADA
THE PARTIES AGREE AS FOLLOWS:
1. In this Agreement, unless the context otherwise requires:
(a) “Board” means the Board of Governors established under clause
4(1);
(b) “Executive Director” means the Executive Director hired under
clause 13(1);
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(c) “Law Commission” means the Law Commission of Ontario
established by this Agreement between the Parties;
(d) “Law Deans” means the Law Deans of the following law schools:
Osgoode Hall Law School, York University; Queen’s University
Faculty of Law; University of Ottawa Faculty of Law – Common Law
Section; University of Ottawa Faculty of Law – Civil Law Section,
University of Toronto Faculty of Law; University of Western Ontario
Faculty of Law; and the University of Windsor Faculty of Law;
(e) “Law Foundation” means the Law Foundation of Ontario;
(f) “Law Society” means the Law Society of Upper Canada;
(g) “Minister” means Her Majesty the Queen in right of Ontario as
represented by the Attorney General;
(h) “Parties” means Her Majesty the Queen in right of Ontario as
represented by the Attorney General, the Dean of Osgoode Hall
Law School, the Law Deans of Ontario, the Law Foundation of
Ontario, and the Law Society of Upper Canada.
2. (1) The Law Commission’s purpose is to recommend law reform measures to:
(a) Enhance the legal system’s relevance, effectiveness and
accessibility;
(b) Improve the administration of justice through the clarification and
simplification of the law; and
(c) Consider the effectiveness and use of technology as a means to
enhance access to justice.
(2) The Law Commission shall also:
(a) Stimulate critical debate about law and promote scholarly legal
research; and
(b) Develop priority areas for study which are underserved by other
research, determine ways to disseminate the information to those
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who need it and foster links with communities, groups and
agencies.
3. In furtherance of its mandate, the Law Commission may:
(a) undertake, promote, initiate and evaluate studies and research;
(b) support, publish, sell or otherwise disseminate studies, reports and
other documents;
(c) sponsor or support conferences, seminars and other meetings;
(d) facilitate and support cooperative efforts among the Law
Commission, governments, the academic community, the legal
profession and other organizations and persons interested in the
Commission’s work; and
(e) do all such things as are conducive to the furtherance of its
purpose.
4. (1) There is hereby established a governing body of the Law Commission
called the Board of Governors and consisting of the following members:
(a) One person appointed by the Law Foundation of Ontario;
(b) One person appointed by the Law Deans (other than Osgoode Hall
Law School);
(c) One person appointed by Osgoode Hall Law School;
(d) One person appointed by the Ministry of the Attorney General;
(e) One person appointed by the Law Society;
(f) One person appointed by the judiciary; and
(g) Other representatives as required and identified by the Board of
Governors.
(2) The first persons appointed under clause 4(1)(b), (d) and (f) shall be
appointed for a period of two years. The first persons appointed under clause
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4(1)(a), (c) and (e) shall be appointed for a period of three years. Following
these initial appointments, all appointments shall be for a period of three years.
(3) A member of the Board of Governors shall be eligible for reappointment
to the Law Commission in the same or another capacity.
(4) Upon the expiry of a member’s term of office, the member may continue
in office until his or her reappointment or until his or her successor is appointed,
as the case may be.
(5) A member who wishes to resign shall notify the Board of Governors and
the body that appointed him/ her in writing to that effect, and the resignation
becomes effective at the time the body receives the notice or at the time
specified in the notice, whichever is the later.
(6) A member who is appointed to the Board of Governors shall not be
appointed to the Research Advisory Board.
(7) As a group, the members of the Board of Governors should be broadly
representative of the regional and cultural diversity of the province of Ontario.
5. (1) The Board of Governors may elect a Chair of the Board of Governors from
among its members in accordance with clause 5(2), who shall preside over all
meetings of the Board of Governors and in his/ her absence the Board of
Governors may elect an Acting Chair to carry out the duties of the Chair.
(2) The Chair shall be selected based on the following criteria:
(a) High level of professional achievement in his/ her field of
endeavour;
(b) Demonstrated commitment to law reform;
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(c) Strong managerial and leadership skills;
(d) Interest in operational design and operational issues;
(e) Energetic and able to make the required time commitment; and
(f) Excellent interpersonal skills.
6. The members of the Board of Governors serve without remuneration, but
shall be entitled to be paid reasonable travel and living expenses incurred by the
member while absent from the member’s ordinary place of residence in the
course of performing duties under this Agreement.
7. (1) The Board of Governors shall manage and conduct the affairs and
business of the Law Commission and exercise the powers and perform the duties
necessary to achieve the Law Commission’s mandate and, without limiting the
generality of the foregoing, shall:
(a) be responsible for making final decisions regarding the research
agenda, research projects and final reports;
(b) be responsible for overseeing the operational functioning of the
Law Commission;
(c) make connections with the private bar and other Canadian and
international law reform bodies, including the Uniform Law
Conference of Canada; and
(d) be responsible for hiring the Executive Director, setting the terms
of employment and developing the Executive Director’s
performance measures.
(2) The Board of Governors may delegate any of its powers to committees
named by it from among its members.
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8. (1) The Board of Governors shall meet at such times as the Chair may
determine.
(2) A member of the Board of Governors may participate in a meeting of the
Board of Governors or of a committee of the Board of Governors by means of
such telephone or other communication facilities as permit all persons
participating in the meeting to communicate with each other, and a member
participating in a meeting is deemed for the purposes of this Agreement to be
present at the meeting.
(3) The Board of Governors shall not transact business unless half of the
Board of Governors members referred to in clause 4(1) are present.
9. (1) There is hereby established a research advisory body of the Law
Commission called the Research Advisory Board and consisting of the following
members:
(a) The Executive Director;
(b) One person appointed by Osgoode Hall Law School, York
University;
(c) One person appointed by Queen’s University Faculty of Law;
(d) One person appointed by the University of Ottawa Faculty of Law –
Civil Law Section;
(e) One person appointed by the University of Ottawa Faculty of Law –
Common Law Section;
(f) One person appointed by the University of Toronto Faculty of Law;
(g) One person appointed by the University of Western Ontario Faculty
of Law;
(h) One person appointed by the University of Windsor Faculty of Law;
(i) One person appointed by the Law Society;
(j) One person appointed by the Ministry of the Attorney General;
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(k) One representative of the private bar chosen by the other members
of the Research Advisory Board;
(l) One representative of another discipline chosen by the other
members of the Research Advisory Board; and
(m) Additional persons as identified by the Board of Governors.
(2) Members of the Research Advisory Board shall be appointed for a period
of three years.
(3) A member of the Research Advisory Board shall be eligible for
reappointment to the Law Commission in the same or another capacity.
(4) Upon the expiry of a member’s term of office, the member may continue
in office until his or her reappointment or until his or her successor is appointed,
as the case may be.
(5) A member who wishes to resign shall notify the Research Advisory Board
and the body that appointed him/ her in writing to that effect, and the
resignation becomes effective at the time the body receives the notice or at the
time specified in the notice, whichever is the later.
(6) A member who is appointed to the Research Advisory Board shall not be
appointed to the Board of Governors.
(7) As a group, the members of the Research Advisory Board should be
broadly representative of the regional and cultural diversity of the province of
Ontario.
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10. The members of the Research Advisory Board shall serve without
remuneration but shall be entitled to be paid reasonable travel and living
expenses incurred by the member while absent from the member’s ordinary
place of residence in the course of performing duties under this Agreement.
11. (1) The Research Advisory Board shall make recommendations to the Board
of Governors regarding the research agenda, particular research projects and
timelines.
(2) The Research Advisory Board shall be responsible for making
recommendations to the Board of Governors regarding the establishment of
multi-disciplinary project teams drawing on members from various law schools,
across other university faculties, the government and the practicing bar.
(3) The Research Advisory Board shall have the ability to create ad hoc
advisory groups with broad representation to advise on particular projects.
12. (1) The Research Advisory Board shall meet at such times as the Chair may
determine.
(2) A member of the Research Advisory Board may participate in a meeting
of the Research Advisory Board or of a committee of the Research Advisory
Board by means of such telephone or other communication facilities as permit all
persons participating in the meeting to communicate with each other, and a
member participating in a meeting is deemed for the purposes of this Agreement
to be present at the meeting.
(3) The Research Advisory Board shall not transact business unless half of
the Research Advisory Board members referred to in clause 9(1) are present.
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13. (1) There shall be an Executive Director who shall be appointed by the
Board of Governors and who shall be responsible to the Board of Governors for
the carrying out of the objectives of the Law Commission.
(2) Under the direction of the Chair of the Board of Governors, the Executive
Director has the day-to-day supervision over the staff and work of the Law
Commission.
(3) The Executive Director shall be a non-voting member of the Board of
Governors and shall support the Board of Governors meetings and decisionmaking
process.
(4) The Executive Director shall assist the Board of Governors to develop and
support the research agenda, conduct requests for proposals, set timelines and
provide project management.
(5) The Executive Director shall also assist the Board of Governors in the
maintenance of ongoing stakeholder communications and management.
14. (1) The Executive Director shall be the Chair of the Research Advisory Board
and shall preside over all meetings of the Research Advisory Board and in his/
her absence the Research Advisory Board may elect an Acting Chair to carry out
the duties of the Chair.
(2) The Executive Director shall assist the Research Advisory Board to
develop and support the research agenda, develop multi-disciplinary teams for
projects, develop and monitor timelines for projects and establish ad hoc
advisory committees as required for particular projects.
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15. The Law Commission, through the Executive Director, may employ legal
staff and administrative and secretarial staff that may be required to carry out
the mandate of the Law Commission.
16. The office of the Law Commission shall be at Osgoode Hall Law School.
17. Appointments and agreements on behalf of the Parties shall be made in
writing under the signatures,
(a) for her Majesty the Queen in right of Ontario, the Attorney General
or his/ her designate;
(b) for Osgoode Hall Law School, the Dean or his/ her designate;
(c) for the Law Deans, the Chair or his/ her designate;
(d) for the Law Foundation, the Chair or his/ her designate; and
(e) for the Law Society, the Treasurer or his/ her designate.
18. (1) The Board of Governors shall, on or before June 1 in each year, prepare
for submission to the Minister, Osgoode Hall Law School, the Law Society and
the Law Foundation, a budget for the next ensuing fiscal year and projected
expenditures for the second and third ensuing fiscal years.
(2) Notwithstanding any other provision of this Agreement and as a condition
precedent to the continuation of the Agreement, the Board of Governors shall
obtain from the Minister, the Dean of Osgoode Hall Law School, the Law Society
and the Law Foundation approval of the budget in each fiscal year and shall also
obtain approval in principle of the projected expenditures for the second and
third ensuing fiscal years and so long thereafter as this Agreement remains in
force.
(3) The budget shall identify items of expenditure, describe items of
expenditure and provide estimates of projected expenditures with respect to:
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(a) the salary and expenses payable to the Executive Director;
(b) office and administration expenses, including administrative and
secretarial staff and legal staff;
(c) provision of and addition to a research library and materials;
(d) expenses of all research projects, including services and expenses
of persons retained;
(e) the expenses for Board of Governors members and Research
Advisory Board members; and
(f) any other matters the Board of Governors considers appropriate.
19. The Law Commission shall annually provide to the Parties an annual
report on the affairs and business of the Law Commission during the preceding
term of this Agreement, including, without limitation,
(a) a financial statement and a summary statement of the source and
application of funds for the previous fiscal year prepared and
certified by an appropriate financial officer of Osgoode Hall Law
School;
(b) a summary of the Law Commission’s activities and business affairs
in its previous operating year.
20. (1) The term of this Agreement is from January 1, 2007 to January 1, 2011.
(2) The term of this Agreement may be extended by mutual agreement of
the Parties on any terms and conditions they may agree to.
(3) A party may terminate this Agreement before January 1, 2011, by giving
the other Parties two years notice in writing, on or before March 31 in any year.
(4) If notice is given under subclause (3), the Party giving the notice shall,
on giving the notice, provide a copy of the notice to the Executive Director.
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21. On the termination of this Agreement, unless otherwise specified, any
property shall become the property of the successor organization to the Law
Commission, if any. In the absence of such a successor organization, unless
otherwise specified, such items shall revert to the donor.
THE PARTIES have executed this Agreement by adding their signatures on the
following page.
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SIGNED, SEALED and DELIVERED by:
HER MAJESTY THE QUEEN in right of
the Province of Ontario, as represented
by the Attorney General
Per: ____________________________ ____________________________
Michael Bryant Date
OSGOODE HALL LAW SCHOOL
Per: ___________________________ ____________________________
Patrick Monahan Date
LAW DEANS OF ONTARIO
Per: ____________________________ ____________________________
Yves Le Bouthillier Date
LAW FOUNDATION OF ONTARIO
Per: ____________________________ ____________________________
Larry Banack Date
LAW SOCIETY OF UPPER CANADA
Per: ____________________________ ____________________________
Gavin Mackenzie Date