Indigenous Advisory Council to the Major Projects Office - Terms of Reference

1. Preamble

The Indigenous Advisory Council (Council) to the Major Projects Office (MPO) is established to provide independent, distinctions-based advice and First Nations, Inuit, and Métis perspectives.

The Council recognizes that Indigenous rights are inherent, and that Treaties and self-government agreements form the constitutional foundation for Nation-to-Nation, Inuit–Crown, and Government-to-Government relationships.

These Terms of Reference have been developed to clarify the Council’s advisory mandate, govern how that mandate is fulfilled, and reflect a shared commitment amongst the Council and the MPO to co-development, collaboration, and respect for Indigenous governance systems and knowledge.

The Council’s work, guided by these Terms of Reference, does not contribute to the Crown’s efforts to consult and accommodate, nor does it replace or diminish obligations under Treaties or section 35 of the Constitution Act, 1982.

2. Guiding principles

The Council’s work will be guided by Indigenous values of respect, reciprocity, responsibility, and relational accountability, and by the principles of co-development, consensus-building, and transparency.

3. About 

On September 10, 2025, the Prime Minister announced the appointment of members to the Council to the MPO. The Council is an advisory body through which individuals from First Nations, Inuit, and Métis communities will work closely with the MPO, with the expectation that the MPO will integrate Indigenous perspectives and priorities into Canada’s approach to getting major, transformative projects built.

4. Independence

The Council operates as an independent body, advising on policies, programs, and processes related to Major Project development.

5. Definitions

• “Conflict of Interest” means any situation in which a Member’s personal, professional, financial, or other interests could improperly influence, or be reasonably perceived to influence, the advice or recommendations provided by that Member or the Council as a whole.
• “Council” means the Indigenous Advisory Council to the MPO.
• “Major Project” means a large-scale or transformative project referred to the MPO or identified under the Building Canada Act or other federal legislation, including but not limited to energy, infrastructure, and resource development projects with potential regional, environmental, or economic impacts.
• “majority” in relation to a majority vote means a vote passed by a simple majority (50% plus one) of votes cast, and in relation to a majority of Council means a simple majority (50% plus one) of Members then on Council.
• “MPO” means the Major Projects Office.
• “Members” means the individuals appointed to serve on the Council, bringing First Nations, Inuit, and Métis perspectives, including those from Modern Treaty and Self-Governing governments.
• “Secretariat” means the administrative and logistical support unit within the MPO that assists the Council by organizing meetings, maintaining records, facilitating communications, and ensuring appropriate resource and coordination support.

6. Mandate

The Council provides expertise and culturally informed knowledge, along with advice and recommendations, to the MPO. Its role is to ensure that Indigenous perspectives are meaningfully embedded in the policies, practices, and systems that guide the MPO’s approach to Major Project development so that Major Projects contribute to long-term benefits for Indigenous communities and Nations, including economic opportunities.  

The Council is advisory in nature and does not hold decision-making or intake authority regarding the projects referred to the MPO, or projects under the Building Canada Act. Members may recuse themselves at any time if they are not comfortable advising on a specific subject matter.

Members participate as individuals and do not represent the voices of rights-holders. The work of the Council, as guided by these Terms of Reference, does not fulfill or replace the obligations of the Crown, including the Crown’s duty to consult and accommodate, or the Treaty, Inherent and constitutional rights and obligations to Indigenous Peoples.

These Terms of Reference and the work of the Council neither override nor diminish the rights and responsibilities as set out in Treaties, self-government agreements, or Indigenous laws.

The Council does not engage directly with proponents or conduct any form of consultation in the context of the legal Duty to Consult directly with rights holders on behalf of the MPO or otherwise.

The work of the Council does not override any protocols, processes and policies created by Indigenous Peoples for engaging government, industry, or others, or for gathering, documenting, managing or sharing Indigenous Knowledge. 

7. Expected outcomes

Through its advisory role, the Council will work toward the following outcomes:

1. Offer advice on policies, operational practices, and system improvements related to the inclusion of Indigenous Peoples in the MPO’s approach to Major Project development.
2. Identify emerging issues and opportunities related to the participation and leadership of Indigenous Peoples in relation to Major Project development.
3. Deliver advice and recommendations to the MPO that can help advance the interests of Indigenous Peoples in relation to Major Project development.

8. Membership of the Council

Membership for the Council will reflect First Nations, Inuit, Métis, and Modern Treaty and Self-Governing distinctions, the regional diversity of Canada, and gender diversity.

Members are appointed for an initial two-year term. Upon accepting an appointment, each Member shall enter into an individual services contract with the Government of Canada to assume their role.

The Council has been initially comprised of eleven (11) Members.

A Member ceases to be a Member of the Council if their term of appointment expires or their individual contract otherwise terminates, or they resign in writing by providing notice to the Chair and the Secretariat. The Chair and the Secretariat will ensure that the Council and the MPO, respectively, are kept apprised of any changes in the Council’s membership.

If the Council has or becomes aware of concerns regarding the conduct or performance of one of its Members, it may make a recommendation to the MPO in respect of such concerns and, if the Council in its discretion determines that a Member’s conduct or performance warrants suspension, the Council may, after informing that Member of the concerns and affording the Member an opportunity to provide a response, suspend a Member from participating in Council meetings. For clarity, a Member is only removed from the Council upon termination of their individual contract.

9. Structure of the Council

The Council will annually nominate and appoint its Chair and Co-Chair for a term of one year. The Chair and Co-Chair will be appointed by consensus or, if required, by a majority vote.

The Chair and Co-Chair will both be responsible for:

• Communicating with the Council;
• Co-developing meeting agendas, with input from the Council, the Secretariat, and the MPO Executive;
• Liaising with the Secretariat and other units of the MPO on matters related to the Council, including meeting planning and logistics, coordination and review of contractual arrangements, follow-up on issues raised by the Council, and planning for Council activities and priorities;
• Overseeing the development of any reports related to the Council in collaboration with the Secretariat; and
• Supporting, in any other way, the fulfillment of the Council’s mandate.

The Chair, or the Co-Chair in the Chair’s absence, will be responsible for:

• Presiding over meetings of the Council and facilitating discussions among Members;
• Making public statements on behalf of the Council, if and when asked by the Council to do so; and
• Coordinating online polling of Members if and when required.

The Council may, at its discretion, create its own internal committees and ad hoc working groups to advance its work (e.g., the Governance Working Group and the Communications Working Group). These committees and working groups will report back directly to the Council and will share information with the MPO.

10. Roles and responsibilities of the Council

The Council will provide timely advice to the MPO to support the development of policies, products, and approaches for projects and initiatives referred to the MPO.

In addition, the Council will provide direct advice to the MPO's senior leadership.

The Council will from time to time need to undertake independent work with experts on issues that will advance the ability of the MPO to effectively fulfill its mandate with respect to the inclusion of the interests of Indigenous peoples. In these instances, the Council will lead the development of its own research, work plans, and communications materials, supported by the MPO administratively and financially within the allotted budget approved by the MPO, and through external support, as required. Ongoing updates on the MPO’s priorities and plans will be shared with the Council to identify synergies and inform the Council’s work plan.

The Council will maintain a six-month outlook on workplan activities that are aligned with the requirements of the MPO’s work plan activities. The Council and the MPO recognize that true co-development requires that they work together to design and guide work. From time to time, the MPO may request that the Council undertake independent work on key topics that will impact the success of building major projects in Canada, and in such instances the Council will lead the development of a workplan, timeframe and execution of the work.

Members are expected to act honestly and in good faith. Members will not be held personally liable by the Government of Canada for advice or recommendations while performing their official duties.

Individual Members' roles and responsibilities require them to do the following:

• Engage where appropriate and as they otherwise individually would do with external parties to inform advice to the Council and MPO (e.g., Regional Indigenous Organizations, forums, conferences, meetings, events, and directly with rights holders), as set out in section 14;   
• Regularly attend meetings;
• Prepare for meetings and actively participate in them;
• Respect the confidentiality of sensitive or in-camera discussions of the Council and not disclose any confidential information provided to the Council;
• Remain actively engaged in ongoing dialogue and relationship-building with Indigenous governments, organizations, and communities;
• Conduct themselves in accordance with the values of respect, reciprocity, responsibility, and relational accountability, and principles of co-development, consensus-building, and transparency;
• Adhere to these Terms of Reference and all policies in respect of Conflicts of Interest adopted by the Council;
• Review meeting summaries and other Council-related documents.

11. Meetings

The Council will hold at least four (4) regular in-person meetings per calendar year. Additional regular meetings may be held virtually.

MPO will solicit Members’ availability for potential regular meeting dates for the year and will send out options.

Regular meetings will be scheduled in advance, with an annual calendar of proposed meeting dates for the following year issued by the Secretariat based on Members’ availability.  

Any Member or the MPO may propose a change to a scheduled regular meeting with at least two (2) weeks’ notice, provided that a proposed change will only be effective if approved by a majority of Council and the MPO.

Agendas for regular meetings will be co-developed by the MPO and the Council. Standing items will include Members-only in-camera sessions, updates from the MPO, reports from any Council committees and working groups, reports from Members on any outreach activities undertaken, and updates on future outreach opportunities and community dialogue activities.

The Secretariat, working with the Chair and Co-Chair, will make best efforts to ensure that materials are distributed to all Members at least one (1) week in advance of every regular meeting, and that Members have access to the same materials whether they are attending a regular meeting in person or virtually.

The Chair will advise the Secretariat of extraordinary meetings of the Council that may be called by the Chair. Extraordinary meetings of the Council may be called by the Chair to address time-sensitive matters, provided that at least three (3) calendar days’ notice is provided to all Members and to the Secretariat. Extraordinary meetings will take place virtually, unless otherwise agreed by a majority of the Council and the MPO.

The quorum for all meetings of the Council will be a majority of the Council.

In-camera sessions may be used by the Council for any internal discussions, which require that only Members be present. In-camera sessions for the Council may be used to independently present, discuss and prepare recommendations, or for discussions among Members regarding the Council’s mandate, activities, and concerns.

12. Recommendations and decisions

Decisions on any matter of procedure at a meeting will be decided by consensus or, if consensus cannot be reached after reasonable discussion, by a majority vote.

Any matter that requires approval of the Council outside of a meeting, such as a proposed scheduling change or a draft public statement, may be decided by a majority of Council as indicated by email communication or such other online polling method acceptable to the Chair. If the Chair determines that a majority of the Council has approved a matter, or not approved a matter, as the case may be, they will promptly notify all Members to confirm same.

The Council’s recommendations and advice to the MPO will, wherever feasible, reflect the consensus of the Members at a meeting. However, if consensus is not achievable for advice to the MPO, the MPO will take the majority and dissenting advice as all such advice is relevant for the MPO and votes shall not be required. A summary of the discussion will be made available to all Members for record-keeping and information purposes.

13. Compensation

14. Outreach activities and external communications     

The Council takes its advisory responsibilities seriously. To provide well-informed advice to the MPO, Members must remain actively engaged in ongoing dialogue and relationship-building with Indigenous governments, organizations, and communities. Meetings between the MPO and the Council may, where appropriate, include presentations from Indigenous governments, organizations, or communities to support informed advice and strengthen mutual understanding.

Participation in Indigenous-related community discussions, listening sessions, and knowledge-sharing forums directly supports the Council’s role in advancing Indigenous perspectives on Major Project development.

The MPO and the Council will apply reasonable flexibility within the approved MPO budget to participate in such activities by Members, recognizing that outreach, dialogue, and engagement are integral to the Council’s advisory role. Prior to any engagements Members wish to undertake, Members will communicate with the Secretariat to ensure alignment and coordination. Members and the Secretariat will work collaboratively to reach a shared understanding of Members’ participation, ensuring engagements align with the Council’s mandate. While Members may be based in specific regions, they may participate in relevant engagement activities in other regions to support relationship-building and learning.

Where appropriate, Members are encouraged to participate virtually in such activities, to support flexibility and reduce travel demands. The Members should be provided with an appropriate time to consider and confirm engagements. It is recommended that anyone inviting a Member or Members to participate in such activities provide a minimum of six weeks’ notice.

Members will also advise the Secretariat when engagements present an opportunity for joint participation with the MPO.

The Secretariat will track long-term engagement opportunities and provide updates to Members at meetings to promote awareness of ongoing outreach.

Members are welcome to accept engagements or participate in events of their choosing in their personal capacity. The MPO does not assume responsibility for costs associated with external engagements undertaken in a personal capacity. The MPO does not expect Members to accept speaking or event opportunities on its behalf.

15. Communication with external parties and media requests

Upon approval by the MPO and the Government of Canada, Members may communicate with external parties, including the media, regarding the Council's work on matters of a non-confidential nature. The MPO and Council will work to determine from time to time whether certain event attendance is warranted and if so, will in all cases be considered against associated costs and will be supported by communications experts.

A record of interactions with external parties and media will be maintained by the Secretariat for transparency, reporting, and reference purposes.

To ensure Members can manage media requests, the MPO will ensure that Members receive notices of upcoming major project announcements led by the MPO.

The MPO will support the Council in providing communications materials that facilitate media requests for Members.

The Council may also issue joint or independent statements to clarify its recommendations or priorities, provided that confidential information is protected. The Council will discuss intentions to release statements with the MPO.

Public statements on behalf of the Council will normally be drafted and issued by the Chair and Co-Chair, reviewed by the Secretariat for accuracy and approved by the Council to ensure consistency and alignment with its collective advice. Upon mutual agreement, the Secretariat will publish these statements on the MPO website.

Occasionally, the MPO may issue public statements on the work of the Council via news releases or updates to the MPO website. These public statements will be drafted by MPO’s communications team, reviewed by the Council and the Secretariat for accuracy, and approved by the Council during MPO’s approvals process prior to publication.

16. Process for joint statements between the Council and the MPO

The Council or the MPO may initiate a joint statement about the work of the Council. The initiating party will inform the other party through the Secretariat with a brief outline of the issue, purpose, and urgency. The party initiating the joint statement will prepare an initial draft. If the matter relates primarily to Council work or Council advice, the Council or Secretariat may lead drafting. 

Drafts should be concise, factual, and aligned with the shared mandate.

The reviewing party will provide comments, edits, or additions within an agreed timeline. For routine matters, a five (5) business-day review period is recommended. For urgent issues, both parties may agree to a shorter review period.

Both parties will work towards a consensus to approve the joint statement.

No joint statement about the Council will be released without mutual agreement.

The final document will use a joint logo, ensure consistent formatting and reflect the shared voice of both parties.

The Secretariat will coordinate the release of the joint statement through approved channels, including website public posting, direct distribution to stakeholders, and media outreach, if required (both parties will receive the final copy and distribution list).

A finalized copy of every joint statement will be filed by the Secretariat and logged for reference at future meetings.

17. Annual reports

Key themes and recommendations arising from the Council's advice will be summarized in an annual report.

The Council’s annual report will include sections authored by the Council, and reviewed and approved by the Council.

18. Travel

Members will be reimbursed for their travel, accommodations, travel time and associated expenses in accordance with relevant Government of Canada policies, including the National Joint Council Travel Directive for participating in Council activities. The Secretariat will supply Members with a copy of the directive and assist as needed.

Recognizing the unique geographic realities and higher travel demands of northern and remote Members, the Secretariat will work with northern and remote Members to ensure reasonable and necessary arrangements are consistently covered in accordance with the intent of the National Joint Council Travel Directive, ensuring no Member is disadvantaged by geography.

19. Secretariat support

The MPO, through the Secretariat, will provide secretariat support to the Council. This includes:

• organizing meeting logistics, including preparing draft meeting agendas, summaries, forwarding agendas for review by the Council, and coordinating in-person and virtual meetings;
• preparing information and conducting background research for the Council, as requested by Members; and
• providing administrative support to Members.

If the Council determines that it requires additional independent advice and expertise to fulfill its mandate, including potential support for research and reports or legal advice, it will identify this need to the Secretariat and, subject to budget availability, the MPO will approve and facilitate the required support.

In supporting the Council, the Secretariat and other MPO units will respect the Council’s independent advisory role and provide enabling support that facilitates, rather than directs, its work.

20. Conflicts of interest

Members are only to provide advice exclusively in their personal capacity. Their roles on the Council cannot be reasonably construed as being for their private gain or for that of any other person, company, or organization.

Members are required to avoid real, potential, or perceived conflicts of interest and are expected to recuse themselves when necessary.

The Council will adopt a policy to govern conflicts of interest procedure, including how and when Members are expected to disclose interests and declare conflicts, and what steps the Council may take to ensure that Members with real, potential or perceived conflicts recuse themselves from the business of the Council. The policy adopted by the Council may include a standard form of declaration and procedure to ensure transparency and accountability in accordance with federal guidelines.

21. Dispute resolution and consensus-building

The Council affirms that open dialogue, mutual respect, and consensus-building are central to Indigenous governance and will guide all meetings.

(i) Within the Council

In the event of disagreement among Members, the matter will first be addressed through respectful discussion facilitated by the Chair and Co-Chair. If further support is needed, an Elder, a Knowledge Keeper, or a mutually agreed third-party facilitator may be invited to assist in reaching consensus and in providing cultural or procedural guidance.

(ii) Between the Council and the MPO

Should any disagreement or misunderstanding arise between the Council and the MPO regarding process, interpretation of the Terms of Reference, or implementation of advice, the issue will first be discussed in good faith between the Chair and Co-Chair and the MPO Secretariat. If unresolved, it may be elevated to the Chair and Co-Chair and the MPO’s senior leadership for joint consideration and resolution, in a manner that upholds the Council’s independence, integrity, and collaborative intent.

22. Review and amendment

These Terms of Reference will be reviewed annually to ensure they remain relevant and practical. The review will be led by the Council with support from the Secretariat. Any updates or amendments to these Terms of Reference will be made in writing and adopted by the Council and acknowledged by the MPO.

23. Continuity

Where new Members are appointed, the MPO and the Council will work together to ensure appropriate knowledge transfer to enable new Members to contribute effectively to the Council in a timely manner.

24. Performance and evaluation

The Council will periodically assess the effectiveness of the Council’s advice, operations, and collaboration. Lessons learned will inform updates to the Terms of Reference and future work planning.

25. Adoption

These Terms of Reference were developed and adopted by the Council on March 10, 2026, and acknowledged by the MPO on March 10, 2026.