I
105TH CONGRESS
2D SESSION
H. R. 3147
To authorize the United States to enter into an executive agreement with
Canada relating to the establishment and operation of a binational cor-
poration to operate, maintain, and improve facilities on the Saint Law-
rence Seaway, and for other purposes.
IN THE HOUSE OF REPRESENTATIVES
FEBRUARY 3, 1998
Mr. OBERSTAR (for himself, Mr. LATOURETTE, Mr. DINGELL, Mr. OBEY, Mr.
CONYERS, Ms. KAPTUR, Mr. LIPINSKI, Mr. TRAFICANT, Mr. VISCLOSKY,
Mr. PETERSON of Minnesota, Mr. STUPAK, Mr. LAFALCE, Mr. JOHNSON
of Wisconsin, Ms. STABENOW, Mr. JACKSON of Illinois, and Ms. RIVERS)
introduced the following bill; which was referred to the Committee on
Transportation and Infrastructure, and in addition to the Committee on
International Relations, for a period to be subsequently determined by the
Speaker, in each case for consideration of such provisions as fall within
the jurisdiction of the committee concerned
A BILL
To authorize the United States to enter into an executive
agreement with Canada relating to the establishment
and operation of a binational corporation to operate,
maintain, and improve facilities on the Saint Lawrence
Seaway, and for other purposes.
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled,
SECTION 1. SHORT TITLE; TABLE OF CONTENTS.
(a) SHORT TITLE.—This Act may be cited as the
‘‘Binational Great Lakes-Seaway Enhancement Act of
1998’’.
(b) TABLE OF CONTENTS.—
Sec. 1. Short title; table of contents.
Sec. 2. Findings and purposes.
Sec. 3. Definitions.
Sec. 4. Executive agreement.
TITLE I—SAINT LAWRENCE SEAWAY CORPORATION
Sec. 101. Functions of Corporation.
Sec. 102. Board of directors.
Sec. 103. Director General.
Sec. 104. Employment system and practices.
Sec. 105. SLSDC employees.
Sec. 106. Conflicts of interest.
Sec. 107. Acquisition of property by Secretary.
Sec. 108. Corporate powers.
Sec. 109. Ownership of assets.
Sec. 110. Transfer of rights, liabilities, and obligations.
Sec. 111. Continuation of regulations and agreement.
Sec. 112. Transfer of unexpended balances of appropriations.
Sec. 113. Audits and reports.
Sec. 114. Repeal of Saint Lawrence Seaway Act.
Sec. 115. Authorization of appropriations.
TITLE II—GREAT LAKES DEVELOPMENT BANK
Sec. 201. Establishment and status of Bank.
Sec. 202. Functions of Bank.
Sec. 203. Operational principles.
Sec. 204. Board of directors.
Sec. 205. Managing director.
Sec. 206. Forms of assistance.
Sec. 207. Eligible projects.
Sec. 208. Conditions on assistance.
Sec. 209. Bank requirements.
Sec. 210. Bank corporate powers.
Sec. 211. Bank membership.
Sec. 212. United States participation.
Sec. 213. Limitations on United States liability.
Sec. 214. Federal Reserve banks as depositories.
Sec. 215. Reports on bank securities.
Sec. 216. Jurisdiction and venue of civil actions by or against bank.
Sec. 217. Audits and reports.
Sec. 218. Authorization of appropriations.
SEC. 2. FINDINGS AND PURPOSES.
(a) FINDINGS.—Congress makes the following find-
ings:
(1) The Saint Lawrence Seaway is an impor-
tant transportation route linking the industrial
heartland of the United States with the rest of the
world.
(2) More than 20 percent of our Nation’s out-
put is produced in the Great Lakes-Saint Lawrence
Seaway basin and about 15 percent of our exports
originates from that region.
(3) About 10 percent of the United States pop-
ulation and about 1⁄4 of Canada’s population live in
the Great Lakes basin and the livelihood of many of
these people would be improved by modernization of
the Seaway.
(4) The Seaway, as a transportation corridor, is
constrained by its limited physical dimensions, cur-
rently capable of accommodating only about 30 per-
cent of the world’s ocean fleet.
(5) Costs to users of the Seaway can be reduced
by eliminating duplicative operations by the United
States and Canada.
(6) Although the financial markets are efficient
and capable of meeting the financing needs of large
borrowers, small public and private entities often en-
counter difficulties in obtaining credit on reasonable
terms to finance their investment projects.
(7) Small maritime commerce-related enter-
prises in the Great Lakes and Seaway region, such
as ports, warehouses, and terminals, have potential
investment projects that could benefit from an addi-
tional credit facility that provides innovative invest-
ment financing and with a special focus on the
Great Lakes and the Seaway.
(8) High-risk ventures, such as cargo liner serv-
ice and passenger cruise service, are beginning or
under consideration for the Great Lakes. Their fea-
sibility or viability would be improved with credit or
other financing assistance available only outside reg-
ular commercial channels.
(b) PURPOSES.—The purposes of this Act are as fol-
lows:
(1) To authorize establishment and operation of
a binational Saint Lawrence Seaway Corporation
that coordinates and streamlines operation of the
Seaway for the purposes of reducing operating costs
and costs to users and for making the Seaway more
competitive as a transportation route.
(2) To transfer operations and employees of the
Saint Lawrence Seaway Development Corporation to
the binational corporation.
(3) To establish a procedure to assist the bina-
tional corporation in achieving long-term financial
self-sufficiency.
(4) To establish a legislative procedure for ap-
proving an executive agreement entered into under
section 4 to carry out the purposes of paragraphs
(1), (2), and (3).
(5) To authorize establishment and operation of
a binational Great Lakes Development Bank that
provides increased financing flexibility for maritime
commerce-related infrastructure investment on the
Great Lakes and the Seaway and for establishing
freight or passenger liner service between ports on
the Great Lakes and the Seaway and ports in other
countries.
(6) To establish a structure of membership for
the Bank, including certain financial responsibilities
of Bank members.
(7) To authorize participation by the United
States in the Bank and to specify limitations on
such participation.
SEC. 3. DEFINITIONS.
In this Act, the following definitions apply:
(1) BANK.—The term ‘‘Bank’’ means the Great
Lakes Development Bank to be established under
this Act.
(2) BANK BOARD.—The term ‘‘Bank Board’’
means the board of directors of the Bank.
(3) CHAIRMAN.—The term ‘‘Chairman’’ means
the Chairman of the Corporate Board.
(4) COMPETITIVE SERVICE.—The term ‘‘com-
petitive service’’ has the meaning such term has
under section 2102 of title 5, United States Code.
(5) CORPORATE BOARD.—The term ‘‘Corporate
Board’’ means the board of directors of the Corpora-
tion.
(6) CORPORATION.—The term ‘‘Corporation’’
means the Saint Lawrence Seaway Corporation to be
established under this Act.
(7) DATE OF AGREEMENT.—The term ‘‘date of
agreement’’ means the date on which the executive
agreement authorized by section 4 of this Act is
signed by the representatives of the United States
and Canada.
(8) DATE OF ESTABLISHMENT OF THE BANK.—
The term ‘‘date of establishment of the Bank’’
means the date the last member of the initial Bank
Board is appointed.
(9) DATE OF ESTABLISHMENT OF THE COR-
PORATION.—The term ‘‘date of establishment’’
means the date the last initial member of the Cor-
porate Board is appointed.
(10) DATE OF OPERATION.—The term ‘‘date of
operation’’ means the first January 15th following
the date of appointment of the initial Director Gen-
eral.
(11) DIRECTOR GENERAL.—The term ‘‘Director
General’’ means the Director General of the Cor-
poration.
(12) FIXED ASSETS.—The term ‘‘fixed assets’’
means buildings, vessel traffic control centers, and
locks and major appurtenant facilities, including any
gatelifters, tugboats, and buoy tenders.
(13) GREAT LAKES.—The term ‘‘Great Lakes’’
means Lake Ontario, Lake Erie, Lake Huron (in-
cluding Lake St. Clair), Lake Michigan, and Lake
Superior and the following connecting channels: the
Detroit River, the St. Clair River, and the St. Marys
River.
(14) GREAT
LAKES
PROVINCES.—The term
‘‘Great Lakes Provinces’’ means the Canadian Prov-
inces of Ontario and Quebec.
(15) GREAT LAKES STATES.—The term ‘‘Great
Lakes States’’ means the States of Illinois, Indiana,
Michigan, Minnesota, New York, Ohio, Pennsyl-
vania, and Wisconsin.
(16) MANAGING DIRECTOR.—The term ‘‘Man-
aging Director’’ means the Managing Director of the
Bank.
(17) 
SECRETARY.—The 
term 
‘‘Secretary’’
means the Secretary of Transportation.
(18) SLSDC.—The term ‘‘SLSDC’’ means the
Saint Lawrence Seaway Development Corporation.
(19) SLSDC EMPLOYEES.—The term ‘‘SLSDC
employees’’ means all permanent SLSDC personnel
employed on the day before the date of operation.
(20) SAINT
LAWRENCE
SEAWAY.—The term
‘‘Saint Lawrence Seaway’’ means the deep-draft wa-
terway between the Port of Montreal and Lake Erie
and includes all locks, canals, and connecting and
contiguous waters that are part of the deep-draft
waterway and all other canals and works, wherever
located, the management, administration, and con-
trol of which are under the Saint Lawrence Seaway
Development Corporation or the Saint Lawrence
Seaway Authority of Canada on the day before the
date of operation.
SEC. 4. EXECUTIVE AGREEMENT.
(a) IN GENERAL.—The President is authorized to
enter into an executive agreement on behalf of the United
States with Canada—
(1) to establish and operate a binational cor-
poration to be known as the ‘‘Saint Lawrence Sea-
way Corporation’’ for the purposes of operating,
maintaining, and improving the assets of the United
States and Canada on the Saint Lawrence Seaway,
facilitating safe navigation on the Seaway, and pro-
moting domestic and international trade involving
the Great Lakes States and Great Lakes Provinces;
and
(2) to establish a binational credit facility to be
known as the ‘‘Great Lakes Development Bank’’ for
the purposes of providing loans and other assistance
and technical and management assistance to the
Seaway and public and private entities that are in-
volved in maritime commerce in the Great Lakes
and Seaway region and facilitating maritime com-
merce-related investment on the Seaway and in such
region.
The executive agreement shall include, at a minimum,
such terms and conditions as are necessary to ensure com-
pliance with this Act on a continuing basis.
(b) GUIDING PRINCIPLES.—In negotiating the execu-
tive agreement under this section, the United States shall
be guided by the following principles:
(1) Improvement of operational coordination
among assets of the United States and Canada on
the Seaway.
(2) Assurance of navigational safety on, and
operational reliability of, the Seaway.
(3) Establishment of clear and mutually advan-
tageous rules governing the combination of Seaway
assets and employees of the United States and Can-
ada.
(4) Protection of the rights of current Seaway
employees of the United States and Canada.
(5) Enhancement of the competitiveness of the
Seaway as a transportation route for world trade.
(6) Development of vessel and cargo traffic
through the Seaway and expansion of world trade
involving the Great Lakes States and Great Lakes
Provinces.
(7) Creation of new business and employment
opportunities in, and improvement of living stand-
ards for, such States and Provinces.
(8) Facilitation of infrastructure investment in
the Great Lakes and Seaway region.
(9) Protection of the sovereign interests of the
United States and Canada.
(10) Assurance of equity between the United
States and Canada with respect to their authorities
over, and responsibilities for, establishment and op-
eration of the Corporation.
(11) Protection of the aquatic and riparian en-
vironment of the Seaway and the Great Lakes.
(12) Assurance of equity between the United
States and Canada in their respective contributions
toward the establishment and operations of the Cor-
poration and the Bank.
(13) Assurance of equity between the United
States and Canada in their respective opportunities
of obtaining loans and other assistance from the
Bank.
(14) Improvement of the general welfare of the
Great Lakes States and Great Lake Provinces.
(c) AGREEMENT NEGOTIATION AND SUBMITTAL TO
PRESIDENT.—The agreement under this section shall be
negotiated by the Secretary of State, with the technical
assistance and concurrence of the Secretary, and shall be
submitted to the President jointly by the Secretary of
State and the Secretary, together with the views and rec-
ommendations of the Secretary of State and the Secretary.
(d) ANALYSIS BY SECRETARY.—The Secretary shall
analyze the agreement negotiated under this section and
the principles set forth in subsection (b) to determine if
the agreement is consistent with such principles and sub-
stantially complies with the requirements of this Act. Not
later than 30 days after the date of agreement, the Sec-
retary shall submit to the President a report on the results
of such analysis.
(e) CERTIFICATION
AND
APPROVAL
BY
PRESI-
DENT.—The President shall determine and certify that
the terms of the agreement are consistent with the prin-
ciples set forth in subsection (b) and substantially comply
with the requirements of this Act.
(f) CONGRESSIONAL REVIEW PROCEDURE.—
(1) SUBMISSION
TO
CONGRESS.—Before the
President may exchange notes with the Government
of Canada under subsection (g), the President shall
submit to each House of Congress a report contain-
ing—
(A) a copy of the agreement negotiated
under this section;
(B) the certification of the President under
subsection (e); and
(C) the analysis of the Secretary under
subsection (d).
(2) LIMITATION
ON
EFFECTIVE
DATE.—The
agreement may only take effect after—
(A) the date occurring 60 legislative days
after the date on which Congress receives the
agreement; or
(B) in any case in which Congress passes
a joint resolution of disapproval relating to the
agreement under such an expedited procedure
as Congress may provide and the President
signs a veto of such resolution, the earlier
date—
(i) on which either House of Congress
votes and fails to override the veto of the
President; or
(ii) occurring 30 legislative days after
the date on which Congress received the
veto and objections of the President.
(g) CONDITIONS
FOR
ENTRY
INTO
FORCE
OF
AGREEMENT.—The President shall exchange notes with
the Government of Canada providing for the entry into
force of the agreement with respect to Canada at such
time before the appointment by the President of any mem-
ber to the Corporate Board as—
(1) the President—
(A) determines that Canada has imple-
mented the statutory changes necessary to
bring Canada into compliance with its obliga-
tions under the agreement, and
(B) transmits a report to the House of
Representatives and the Senate setting forth
the determination under subparagraph (A); and
(2) Canada exchanges notes with the United
States providing for the entry into force of the
agreement.
TITLE I—SAINT LAWRENCE
SEAWAY CORPORATION
SEC. 101. FUNCTIONS OF CORPORATION.
The Corporation shall be responsible for the follow-
ing:
(1) Operating, maintaining, and improving the
assets of the United States and Canada on the Saint
Lawrence Seaway.
(2) Ensuring safe navigation in, and reliable
operation of, the Seaway.
(3) Providing a high quality of service to users
of, and visitors to, the Seaway.
(4) Promoting domestic and international trade
involving the Great Lakes States and Great Lakes
Provinces.
(5) Facilitating agencies with primary respon-
sibility for enforcing marine safety and environ-
mental protection regulations of the United States,
Canada, the Great Lakes States, and the Great
Lakes Provinces in enforcing such regulations and
any additional regulations for the protection of safe-
ty and the environment in the Seaway that are
issued by the Corporation and are consistent such
marine safety and environmental protection regula-
tions.
(6) Ensuring the orderly transfer to the Cor-
poration of—
(A) responsibilities for assets of the United
States and Canada on the Seaway; and
(B) employees from the SLSDC and the
Saint Lawrence Seaway Authority of Canada.
(7) Developing a long-term plan for operating,
maintaining, and improving Seaway assets and for
financing such operation, maintenance, and improve-
ments on a self-sustaining basis.
SEC. 102. BOARD OF DIRECTORS.
(a) IN GENERAL.—The Corporation shall have a
board of directors which shall be composed of 12 members
as follows:
(1) The Secretary or, if the Secretary so des-
ignates, the Deputy Secretary of Transportation or
the Assistant Secretary of Transportation who has
responsibility for international affairs.
(2) 5 members appointed by the President, by
and with the advice and consent of the Senate—
(A) 1 of whom shall be an official of a
Great Lakes State;
(B) 1 of whom shall be an official of a po-
litical subdivision of a Great Lakes State; and
(C) 3 of whom may not be an officer or
employee of the United States or a State.
(3) 6 members appointed or otherwise des-
ignated by the Government of Canada.
(b) CHAIRMAN.—The members of the Corporate
Board shall elect the Chairman from among such mem-
bers. No person may serve as Chairman for a period of
more than 2 years.
(c) RULES FOR APPOINTMENTS.—
(1) CITIZENSHIP AND BACKGROUND REQUIRE-
MENTS.—Members of the Corporate Board ap-
pointed under subsection (a)(2) shall be citizens of
(3) appoint, fix the compensation of, and estab-
lish the authority and duties of, the Director Gen-
eral;
(4) establish an employment system for the
Corporation;
(5) adopt, in an open process that affords an
opportunity for participation by interested persons
and governmental entities, such rules and regula-
tions as may be necessary or appropriate to conduct
business of the Corporation;
(6) ensure that the functions of the Corporation
described in section 101 are carried out;
(7) develop and ensure compliance with a code
of ethics for the Corporation and its officers and em-
ployees;
(8) prepare and transmit to the President, Con-
gress, and the Government of Canada an annual
business-type budget program that—
(A) lays out the Corporation’s plan of op-
eration;
(B) contains estimates of the financial con-
dition and operations of the Corporation for the
current and following fiscal years and the finan-
cial condition and results of such operations in
the preceding fiscal year;
(C) contains statements of the financial
condition, income and expense, and sources and
use of money, an analysis of surplus or deficit,
and additional statements and information to
make known the financial condition and oper-
ations of the Corporation, including estimates
of operations by major activities, administrative
expenses, borrowings, and expenditure needed
to make capital improvements; and
(D) provides for emergencies and other
contingencies so that the Corporation may carry
out its responsibilities;
(9) prepare and transmit to the President, Con-
gress, and the Government of Canada an annual
management report which includes—
(A) a statement of financial position;
(B) a statement of operations relating to
the long-term plan prepared under paragraph
(10);
(C) a statement of cash flows;
(D) a reconciliation to the budget program
of the Corporation, if applicable;
(E) a statement on the internal accounting
and administrative control systems being imple-
mented by the Director General;
(F) the report resulting from the annual
audit of the financial statements of the Cor-
poration conducted by independent public ac-
countants under section 114(a); and
(G) any other comments and information
necessary to inform the President, Congress,
and the Government of Canada about the oper-
ations and financial condition of the Corpora-
tion;
(10) prepare and, not later than the last day of
the 5-year period beginning on the date of establish-
ment of the Corporation, transmit to the President,
Congress, and the Government of Canada a long-
term plan for operating and improving the assets on
the Saint Lawrence Seaway and for financing such
operation, maintenance, and improvements on a self-
sustaining basis;
(11) prepare and, not later than the last day of
such 5-year period, transmit to the President, Con-
gress, and the Government of Canada a report on all
actions by agencies of the United States Government
and the Government of Canada which affect the safe
and cost-effective operation of vessels through the
Seaway, including recommendations for assuming
operation of activities of such agencies by the Cor-
poration; and
(12) conduct, or contract with an outside pro-
vider to conduct, a study to determine the feasibility
of various options of improving the locks and other
navigational facilities on the Seaway.
(e) TERM OF OFFICE.—
(1) IN GENERAL.—Except as provided in para-
graphs (2) and (3), each member appointed to the
Corporate Board by the President or the Govern-
ment of Canada shall serve for a term of 5 years.
No person may serve on the Corporate Board for a
period of more than 10 years.
(2) TERMS OF INITIAL APPOINTEES.—As des-
ignated by the President at the time of appointment,
of the members initially appointed under subsection
(a)(2)—
(A) 1 shall be appointed for a term of 1
year;
(B) 1 shall be appointed for a term of 2
years;
(C) 1 shall be appointed for a term of 3
years;
(D) 1 shall be appointed for a term of 4
years; and
(E) 1 shall be appointed for a term of 5
years.
(3) REMOVAL FOR CAUSE.—The President may
remove from office for cause, including failure to at-
tend 3 consecutive meetings of the Corporate Board
scheduled by the Chairman, a person appointed by
the President to serve as a member of the Corporate
Board.
(4) VACANCIES.—Any member appointed to fill
a vacancy occurring before the expiration of the
term for which the member’s predecessor was ap-
pointed shall be appointed only for the remainder of
that term. A member may serve after the expiration
of that member’s term until a successor has taken
office. A vacancy on the Corporate Board shall be
filled in the manner in which the original appoint-
ment was made.
(f) COMPENSATION AND EXPENSES.—
(1) COMPENSATION.—A member of the Cor-
porate Board appointed under subsection (a)(2)(C)
shall receive compensation at a rate equivalent to 25
percent of the rate of pay in effect for level III of
the Executive Schedule under subchapter II of chap-
ter 53 of title 5, United States Code; except that, if
such member is elected Chairman, such member
while serving as Chairman may receive such addi-
tional compensation as the Corporate Board deter-
mines appropriate. The Secretary or the designee of
the Secretary and members of the Corporate Board
appointed under subsections (a)(2)(A) and (a)(2)(B)
shall serve without pay.
(2) TRAVEL
AND
SUBSISTENCE
EXPENSES.—
Each member of the Corporate Board appointed by
the President and the Secretary or the designee of
the Secretary shall receive reimbursement for actual
travel and subsistence expenses incurred in the per-
formance of duties vested in the Corporate Board.
(g) MEETINGS.—
(1) FREQUENCY.—The Corporate Board shall
meet at the call of the Chairman or at the request
of at least 5 members of the Corporate Board, but
not less than once per calendar year.
(2) QUORUM.—A quorum for any meeting of
the Corporate Board shall be at least 7 members, at
least 3 of whom shall be members referred to in sub-
sections (a)(1) and (a)(2).
(3) VOTING.—No action of the Corporate
Board shall be effective unless taken at a meeting at
which a quorum of members is present and a major-
ity of those members vote in favor of the action and