Terms of Reference for Canada’s National Contact Point for the OECD Guidelines for Multinational Enterprises

Table of Contents

Introduction

1. Definitions
2. Background
3. Purpose
4. Role and Responsibilities of the NCP
5. Core Criteria of Operations
6. Institutional Structure
7. Chairperson and Vice-Chairperson
8. Secretariat
9. Membership
10. Meetings
11. Specific Instances
12. Confidentiality
13. Reporting
14. Resources

Introduction

The Organisation for Economic Co-Operation and Development (OECD) Guidelines for Multinational Enterprises (Guidelines) constitute a well-established and authoritative set of international standards in the realm of corporate social responsibility (CSR). The Guidelines form a key component of the Government of Canada’s overall CSR policies. Canada is an adhering country to the OECD Guidelines and is required to maintain a National Contact Point for purposes of furthering the effectiveness of the Guidelines.

1. Definitions

1.1. In this Terms of Reference, the following terms shall be defined as follows:

Department:

means federal departments of the Government of Canada

CIRNAC:

Crown-Indigenous Relations and Northern Affairs Canada (CIRNAC)

ECCC:

Environment and Climate Change Canada

ESDC:

Labour Program of the Department of Employment and Social Development Canada

Finance:

Finance Canada

GAC:

Global Affairs Canada

Guidelines:

OECD Guidelines for Multinational Enterprises

ISDC:

Innovation, Science and Economic Development Canada

NCP:

The National Contact Point for the OECD Guidelines for Multinational Enterprises. The Canadian NCP consists of an interdepartmental committee which is supported by a Secretariat housed at GAC. References to the NCP are to the interdepartmental committee

NRCan:

Natural Resources Canada

PSPC:

Public Services and Procurement Canada

Permanent Members:

Departments of the Government of Canada who are permanent members of the NCP interdepartmental committee

Primary Contact:

Individual at a Department who is the main contact person or liaison official with respect to the NCP

Specific instance:

The term "specific instance" is one derived from the OECD Guidelines. Any individual, organisation, or community (“stakeholder”) that believes a corporation's actions or activities have breached the Guidelines may lodge a formal request for review regarding a “specific instance” with the NCP of the relevant country. Hence, a specific instance refers to allegations by stakeholders of an "issue or situation" that is believed to constitute the non-observance of the Guidelines by a multinational enterprise(s).

2. Background

2.1. The Guidelines are a government-endorsed comprehensive set of recommendations for multinational enterprises on principles and standards for responsible business conduct. The Guidelines are voluntary and are not intended to override local laws and legislation.
2.2. Canada has been an adhering country since the OECD adopted the Guidelines in 1976. The OECD Council Decision of 1991 created the requirement for all countries adhering to the Guidelines to maintain an NCP. The revisions to the Guidelines in 2000 set out recommended Procedural Guidance for the NCPs.

3. Purpose

3.1. The purpose of this Terms of Reference document is to provide a guide for the composition and operations of the Canadian NCP. Moreover, its adoption is expected to contribute to the transparency and accountability of the NCP’s operations.

4. Role and Responsibilities of the NCP

4.1. The primary documents that outline the role and responsibilities of NCPs are the “Procedural Guidance” chapter of the Guidelines, as well as the “Commentary on the Implementation Procedures of the OECD Guidelines for Multinational Enterprises”.

4.2. According to the Procedural Guidance notes for the OECD Guidelines, the role of the NCP is “to further the effectiveness of the Guidelines”, while the responsibilities of the NCP consist of:

1. making the Guidelines known and available;
2. raising awareness of the Guidelines;
3. responding to enquiries about the Guidelines;
4. contributing to the resolution of issues that arise relating to the implementation of the Guidelines in specific instances, and;
5. reporting annually to the OECD Investment Committee.

5. Core Criteria of Operations

5.1. The NCP will operate in accordance with the core criteria of visibility, accessibility, transparency and accountability, as recommended by the OECD Procedural Guidance.

6. Institutional Structure

6.1. The OECD does not prescribe an NCP structure to adhering countries. Each country has the flexibility to structure its NCP as it sees fit, so long as the NCP functions in accordance with the core criteria established by the OECD outlined in section 5. Canada’s NCP is an interdepartmental committee composed of federal government departments. The NCP may elect to alter its composition if such alteration is agreed to by all permanent members of the NCP.

6.2. The NCP may, as required, create Ad Hoc Working Groups to perform specific activities in carrying out the NCP mandate.

7. Chairperson and Vice-Chairperson

7.1. The NCP shall be chaired by a Director General level representative of GAC. The NCP Chair may designate a GAC Director level representative in executing Canada’s NCP duties.

7.2. The NCP shall designate a Vice-Chairperson, from among the Permanent Members of the committee other than the GAC NCP Secretariat, who shall be at least at the Director level.

7.3. The Vice-Chair shall assume the role of the Chairperson at meetings of the NCP when the Chairperson is absent.

8. Secretariat

8.1. The NCP Secretariat function shall be provided by GAC, with support from NCP members, as required.

9. Membership

9.1. Permanent Members: The Permanent Members of the Committee are CIRNAC, ECCC, ESDC, Finance, GAC, ISDC, NRCan and PSPC.

9.2. New Permanent Members: The NCP may by consensus accept new members.

9.3. Primary Contact: Each Permanent Member shall designate one of its employees to act as the Primary Contact.

9.4. The Primary Contacts will be responsible for liaising with the NCP and notifying the Secretariat of changes in representation or membership, as well as sharing information, providing appropriate input and coordinating views internally within their respective Departments. The Primary Contact person for each Department, or their proxy, with the respective Department’s approval, shall be the primary person with authority to express the views of the respective Department at NCP meetings.

9.5. The Chair of the NCP shall not be considered the Primary Contact for GAC. GAC shall designate another official to act as the Primary Contact for GAC.

9.6. Observers / Resource Persons: Each Department may have a number of operating units with an interest in NCP matters. The Primary Contact of each Department shall determine whether representatives of other units within their Department may participate in NCP meetings as an observer or resource person.

9.7. The Primary Contact for each Department shall ensure that the Secretariat is notified of the proposed participation of any additional Departmental representatives as either Observers or Resource Persons.

9.8. Ad Hoc Members: The NCP may seek to engage the participation of representatives from other federal government Departments on a case by case basis. In such situations, the respective Department may be invited to participate in the NCP’s work, and to contribute their knowledge and expertise on any particular subject matter as required.

10. Meetings

10.1. Calling of Meetings: The NCP shall meet at least twice annually, or as considered to be appropriate and necessary by the Chairperson.

10.2. The Secretariat, on behalf of the Chairperson, shall send meeting notices to the Primary Contact of each of the Permanent Members notifying them of meeting dates and times.

10.3. Any Permanent Member of the NCP may request a meeting of the NCP at any time through the Chairperson.

10.4. Quorum: Quorum shall be necessary for an NCP meeting to take place. Quorum shall consist of a gathering of the Primary Contacts, or their proxies, from at least fifty percent plus one (50% +1) of the Permanent Member Departments.

10.5. Decision-Making: Decisions may need to be made by the NCP from time to time on questions relating to the NCP’s fulfillment of its role and other matters. Each of the Permanent Members shall be able to express their views at NCP meetings through their Primary Contacts, or their proxies. The NCP will make every effort to make decisions based on consensus. Where a consensus cannot be reached, the majority shall prevail.

11. Specific Instances

11.1. Specific Instances shall be dealt with in accordance to the process outlined in the Guidelines, as well as in the procedures and protocols documents that are posted on the Canadian NCP website, as they may be amended from time to time.

12. Confidentiality

12.1. In order to facilitate the work of the NCP and in line with the OECD Guidelines Procedural Guidance notes, the NCP and all those invited to participate in its proceedings from various Departments shall take appropriate steps to protect sensitive business and other information.

13. Reporting

13.1. The Secretariat shall manage the website content for Canada’s NCP, as well as prepare and disseminate individual meeting reports and an annual report for submission to the OECD Investment Committee pursuant to the OECD requirements.

13.2. All Permanent Members shall be consulted and asked to contribute to the preparation of the annual report.

14. Resources

14.1. Permanent Members of the NCP shall, as necessary, endeavour to contribute resources (both human and financial) to the operations of the NCP for purposes of ensuring the timeliness and effectiveness of its work.