Bill 102 adds a new section 20.1 to the Conflict of Interest Act that permits a provincial Minister to continue holding a licence—or all the shares of a corporation that holds a licence—and to personally perform activities authorized by that licence in narrow circumstances. The exception applies despite the Act’s general prohibitions (section 17 and subsections 18(1) and 19(1)), but only where the applicable licensing regime both requires the licence be held by the licence holder and forbids transfer, assignment, divestment or placing the licence in trust; and where the Minister discloses all material facts to the Conflict of Interest Commissioner.
This change is targeted: it responds to situations where compliance with conflict-of-interest divestment rules would be impossible without violating another statutory licensing scheme. It removes an absolute bar in specified cases while preserving the Commissioner’s disclosure and oversight role and leaving the rest of the Act intact.
That combination creates administrative decisions for the Commissioner, new disclosure duties for Ministers, and a narrow pathway for ministers who would otherwise be forced to choose between public office and compliance with other legal obligations.
At a Glance
What It Does
The bill inserts section 20.1, which creates an exception to specified conflict-of-interest prohibitions so a Minister may retain a licence (or all shares of a licensed corporation) and carry out licensed activities when the licence is non-transferable and required to be held personally. It requires disclosure of ‘‘all material facts’’ to the Conflict of Interest Commissioner and leaves other Act obligations in place.
Who It Affects
Directly affects any provincial Minister who holds a licence (or wholly owns a licensed corporation) subject to a licensing regime that mandates personal, non‑transferable holding. It also affects the Conflict of Interest Commissioner, regulated industries with non‑transferable licences, and counsel/compliance teams advising Ministers on divestment and recusal.
Why It Matters
This amendment resolves a legal incompatibility by permitting continued licensed activity where divestment is impossible under another enactment, but it narrows the exception tightly and shifts discretionary, factual determinations to the Commissioner—introducing new administrative and reputational considerations for ministers and the government.
More articles like this one.
A weekly email with all the latest developments on this topic.
What This Bill Actually Does
The bill takes the Conflict of Interest Act’s general prohibitions—those that ordinarily stop ministers from keeping private interests or benefiting from them—and creates a limited escape hatch. If a minister holds a licence that, under provincial or federal law, must be held by the licence holder and cannot be transferred, assigned, divested or put into trust, the minister may keep that licence and even carry out the activities the licence allows.
The same relief extends where the minister owns all the shares of a corporation that itself holds such a licence.
That relief is not automatic. The minister must disclose “all material facts” about the licence to the Conflict of Interest Commissioner so the Commissioner can confirm the licence meets the statutory conditions.
The bill leaves the rest of the Conflict of Interest Act intact—so other restrictions, duties and any required recusal under the Act still apply unless otherwise addressed by the Commissioner’s assessment.The bill defines “licence” broadly to include licences, permits, quotas or other authorizations under provincial or federal law. The explanatory notes make clear the policy intent: to address cases where a minister would otherwise be forced to contravene a licensing regime in order to comply with divestment requirements.
Practically, the change creates a fact‑intensive review role for the Commissioner, raises questions about timing and standards for disclosure determinations, and produces a narrow, documented pathway for ministers caught between competing legal obligations.
The Five Things You Need to Know
The amendment inserts a new section 20.1 and expressly applies notwithstanding section 17 and subsections 18(1) and 19(1) of the Conflict of Interest Act.
Clause (1)(a) requires two conditions for the exception: the licence must be (i) required to be held only by the licence holder and (ii) incapable of transfer, assignment, divestment or placement in a trust.
The bill permits a Minister to ‘‘engage in and personally carry out activities authorized under that licence’’—not merely to retain a passive financial interest.
The Minister must disclose “all material facts” relating to the licence to the Conflict of Interest Commissioner for the purpose of confirming the statutory conditions are met.
The bill defines “licence” to include a licence, permit, quota or other authorization issued under a Prince Edward Island or Canadian enactment, so federal licences fall within the exception’s scope.
Section-by-Section Breakdown
Every bill we cover gets an analysis of its key sections.
Narrow statutory exception allowing ministers to retain certain licences or wholly owned licensed corporations
This subsection creates the operative exception: it lets a Minister keep a licence (or keep all shares of a corporation that holds the licence) and to carry out licensed activities despite the Act’s general prohibitions. The two-prong statutory test is mechanical—(i) the licence must legally be required to be held by the licence holder and (ii) the licence must be non-transferable and not capable of divestment or being put into trust—which tightens the exception to cases of literal impossibility of divestment.
For practitioners, this is the core compliance gate: counsel must map the licensing statute’s transferability rules and produce documentary evidence to satisfy the Commissioner that both prongs are present.
Clarifies that holding a qualifying licence is not by itself a conflict of interest
Subsection (2) states, for certainty, that a conflict of interest does not arise solely because a Minister holds such a licence or the shares of a corporation that holds it. That provision limits the reach of the Act’s automatic‑conflict triggers but does not eliminate other possible conflicts (for example, if a minister’s decisions directly affect the licensing regime). Practically, the subsection reduces categorical disqualification risk but increases reliance on case-by-case Commissioner determinations and possible recusal decisions.
Broad definition of ‘licence’ and cross‑jurisdictional coverage
Subsection (3) defines “licence” to include licences, permits, quotas or other authorizations under Prince Edward Island or Canadian law. That wording ensures federal authorizations fall inside the exception and prevents narrow drafting from excluding common administrative instruments. It also means the Commissioner’s factual assessment may require analysis of both provincial and federal administrative regimes and their transferability rules.
This bill is one of many.
Codify tracks hundreds of bills on this topic across all five countries.
Explore this topic in Codify Search →Who Benefits and Who Bears the Cost
Every bill creates winners and losers. Here's who stands to gain and who bears the cost.
Who Benefits
- Ministers who hold non‑transferable licences or wholly own licensed corporations — they gain a statutory path to retain and use those licences without being automatically in breach of the Conflict of Interest Act, avoiding forced resignation or illegal divestment.
- Licensed businesses and sectors with non‑transferable statutory authorizations — they avoid disruption when a license‑holding individual enters cabinet, because the licence can remain in active hands rather than being suspended or transferred.
- Government continuity and service delivery — regulators and licensing bodies can continue to rely on legally required license‑holders to perform regulated activities, reducing administrative gaps that would otherwise arise from ministerial appointments.
Who Bears the Cost
- The Conflict of Interest Commissioner — the bill imposes a new, discretionary fact‑finding and confirmation duty that will require reviewing licensing statutes, evidence and possibly producing written determinations without specified timelines or procedures.
- Ministers generally — although the exception exists, ministers must disclose material facts and accept the reputational risk and potential for stricter public scrutiny, recusal demands or litigation from affected stakeholders.
- Competitors and other private actors — firms that cannot hold licences or that must transfer licences may face competitive disadvantage or challenge the fairness of allowing an incoming minister to retain licensed operations, potentially leading to complaints or legal disputes.
Key Issues
The Core Tension
The bill tries to balance two legitimate aims: preventing ministers from using office for private gain versus recognizing that some licensing regimes legally forbid divestment; the dilemma is whether to prioritize strict, bright‑line conflict prohibitions (which force resignation or legal noncompliance) or to allow tailored, disclosure‑based exceptions that protect legal compliance but can erode public confidence and shift burdens to administrative oversight.
The amendment resolves a narrow legal incompatibility but creates practical and normative questions. Implementation depends on the Commissioner’s fact‑intensive confirmation: the bill requires disclosure of “all material facts” but sets no standard for what suffices, no deadline for the Commissioner’s decision, and no prescribed recordkeeping or publication requirement.
That leaves open procedural uncertainty and potential delay when a newly appointed Minister needs rapid clearance to continue licensed activities.
The statutory test is tight but susceptible to avoidance or complex structuring. Requiring that a licence be non‑transferable narrows applicability, but ownership through corporate forms (the bill permits retention of a corporation’s shares) may let a minister maintain functional control while insulating personal ownership—raising questions about economic substance, control and whether further restrictions (for example, blind trusts or managed divestment plans) would be needed to preserve public confidence.
Finally, because federal licences are included, interjurisdictional licensing regimes could complicate assessments: federal rules that appear non‑transferable might still allow administrative workarounds, and the Commissioner will need expertise across statutes it may not currently review regularly.
There's more to this law than the bill.
Codify Laws traces every connection across the legislative lifecycle.