Canada Pension Plan Investment Board Act — C-8.3 43
Definition of firm of accountants 43 (1) In this section, firm of accountants means a partnership, the members of which are accountants engaged in the practice of accounting, or a body corporate that is incorporated by or under an Act of the legislature of a province and engaged in the practice of accounting. Qualification of auditor (2) A natural person or firm of accountants is qualified to be the auditor of the Board if (a) in the case of a natural person, the person is an accountant who (i) is a member in good standing of an institute or association of accountants incorporated by or under an Act of the legislature of a province, (ii) has at least five years experience at a senior level in performing audits of a financial institution, (iii) is ordinarily resident in Canada, and (iv) is independent of the Board, each of its subsidiaries, and the directors and officers of the Board and those of each of its subsidiaries; and (b) in the case of a firm of accountants, the member or officer of the firm jointly designated by the firm and the Board to conduct the audit of the Board on behalf of the firm meets the qualifications described in paragraph (a). Independence (3) For the purposes of this section, (a) independence is a question of fact; and (b) a person is deemed not to be independent if that person or any of that person’s business partners (i) is a business partner, director, officer or employee of the Board or of any of its subsidiaries, or a business partner of any director, officer or employee of the Board or of any of its subsidiaries, or (ii) has been a liquidator, trustee in bankruptcy, receiver or receiver and manager of any of the Board’s subsidiaries within the two years before the natural person’s or the firm of accountants’ proposed appointment, as the case may be, as the Board’s auditor. Joint designation (4) Within 15 days after appointing a firm of accountants as its auditor, the Board and the firm shall jointly designate a member or officer of the firm who has the qualifications described in paragraph (2)(a) to conduct the audit of the Board on behalf of the firm. Resignation (5) An auditor of the Board who becomes disqualified under this section shall resign without delay after becoming aware of the disqualification. When resignation becomes effective (6) A resignation of an auditor of the Board becomes effective at the time the Board receives a written resignation from the auditor or at the time specified in the resignation, whichever is later. Statement of auditor (7) Where the Board’s auditor resigns or receives a notice or otherwise learns of a meeting of the board of directors at which another auditor is to be appointed in place of the auditor and the auditor objects to being replaced, the auditor shall submit to the Board a written statement giving the reasons for the resignation or the reasons why the auditor objects to being replaced. Statement to be sent to Ministers (8) Where the Board receives a written statement referred to in subsection (7) that relates to a resignation of its auditor as a result of a disagreement with the directors or officers of the Board or that relates to a replacement or proposed replacement of the auditor, the Board shall without delay send a copy of the statement to the Minister and to the appropriate provincial Ministers of the participating provinces.