New corporate non-profit acts
May 22, 2016
Industry Canada has sent out notices to thousands of Canada Corporations Act (CCA) corporations warning them of their pending dissolution as they have failed to transition to the Canada Not-for-profit Corporations Act (“CNCA”). Industry Canada wants to wind down the CCA and in order to do so they need to remove all remaining corporations under the CCA. It appears that up to 2000 of such corporations may be registered charities. Industry Canada had generally held off sending the notices to registered charities but the transition deadline of October 2014 is now over 1.5 years old.
April 17, 2016
I recently reviewed the CRA Charities Listing. It appears that 62 charities have been revoked by CRA over the past 4 years purely because they had been dissolved under their corporate legislation. The search is for "Revoked - Other" on the CRA database. Although CRA presumably gave notice to these groups that they need to obtain revivals of their corporate status it seems that these groups did not undertake that process. What we can learn from this is that you can lose your charity status if your charity is a corporation and it is dissolved. You should check whether your charity is dissolved or active.
April 12, 2016
We recently contacted Corporations Canada regarding the updated statistics on continuances and dissolutions under the Canada Not-for-profit Corporations Act ('CNCA'). Apparently in March there has been an increasing number of entities that have transitioned to the CNCA. Here are the current figures:
April 08, 2016
Many non-profits and charities are not aware of the charitable fundraising regulations in Alberta. If a non-profit or charity is fundraising in Alberta and meets specific criteria under the Charitable Fundraising Act (the 'Act'), it may need to be registered. Generally, if a Canadian non-profit or charity intends to raise or raises more than $25,000 in Alberta from individuals in a financial year then the non-profit or charity would need to register under the Act.
April 05, 2016
The new B.C. Societies Act (which is anticipated to come into force in November of 2016 and is replacing the old B.C. Society Act) has new requirements with respect to the registration of extra-provincial non-profit corporations. Under the previous legislation, extra-provincial registration was optional, however not being registered meant that the society could not maintain a proceeding in a court in B.C. in respect of any contracts made in B.C. and could also not acquire an interest in land in B.C.
March 15, 2016
I look forward to speaking at the AFP Ottawa Fundraising Day 2016 on May 18, 2016. My topic will be "Top 20 Charity Law Issues for Canadian Registered Charities".
January 22, 2016
Corporations Canada recently released a notice on the public disclosure requirements relating to the corporate information that they collect as part of the services they provide for corporations.
January 11, 2016
On Tuesday, April 19, 2016 I will be chairing an OBA program entitled "The Forfeited Property of Dissolved Not-for-Profit Corporations: New Developments in the Law". There will be 3 speakers from the Ontario government discussing upcoming changes.
December 21, 2015
I recently contacted Industry Canada and they advised that as at December 18, 2015 there were 19,997 not-for-profit corporations under Canada Not-for-profit Corporations Act (“CNCA”) . The figure includes new incorporations, continuances from the CCA and continuances from other acts/jurisdictions. The number of continuance have slowed down with less than 50 per month being submitted to Industry Canada. The number of continuances to the CNCA was 12,525 as at December 5, 2015. There are also 3,163 not-for-profit corporations still under the Canada Corporations Act (“CCA”)
November 10, 2015
Corporations Canada has a new email address when filing documents through e-mail. This is particularly important for CNCA corporations. The e-mail address has been changed to IC.corporationscanada.IC@canada.ca. In the meantime, Corporations Canada still receives and accepts filings sent through the old email address firstname.lastname@example.org, but moving forward, the new email address should be used when filing documents through e-mail to Corporations Canada.
October 16, 2015
Corporations Canada announced today that it will be offering two new online services for non-profits under the CNCA. It will now be possible for CNCA corporations to file by-laws and financial statements with Corporations Canada through the Online Filing Centre.
September 17, 2015
As many know the Ontario Not-for-Profit Corporations Act (ONCA) was passed in 2010 and was supposed to be brought in by January 2013. There are ostensibly 59,000 Ontario non-profits, although many may be dormant. The Ontario government announced today "The government is fully committed to bringing ONCA into force at the earliest opportunity and will provide the sector with at least 24 months’ notice before proclamation". This probably means that ONCA will not come into force until probably 2018 or later. This will be very disappointing for non-profits under the Ontario Corporations Act who will have waited over 8 years for the change.
May 18, 2015
The Bottom Line recently published an article entitled Ontario non-profits await new legislation by Mark Blumberg. The article discusses options for Ontario non-profits including waiting for ONCA or moving forward to the new CNCA and skipping ONCA altogether.
April 25, 2015
As many have noted the Ontario budget was not that exciting. There is one sentence on ONCA hidden at the end of a paragraph on business modernization. "As an early priority, the government will take steps to enable the proclamation of the Ontario Not-for-Profit Corporations Act, 2010." It is interesting that the government is concerned with modernizing corporate legislation as "a comprehensive review of corporate and commercial statutes has not been undertaken in the past 10 years". Wow 10 years! Well the Ontario Corporations Act has not been substantially changed since the 1950s (that is over 60 years!) and ONCA was passed in 2010 and still has not been brought into force.
March 13, 2015
Industry Canada is now providing as part of their ‘Monthly Transactions’ online a list of the Corporations that it intends to dissolve as a result of failing to transition to the Canada Not-for-Profit Corporations Act (‘CNCA’).
February 25, 2015
As we have reported before Industry Canada has sent out over 16,000 notices of pending dissolution to about 6000 CCA corporations. Typically Industry Canada sends such notice to the registered office and each director. However, if Industry Canada knows that the address is not correct they will not send out a notice to that address. Industry Canada was holding back sending notices to groups that have recently filed or are registered charities. However, in order to tie off the CCA, Industry Canada has to have removed all CCA corporations. Industry Canada a few weeks ago confirmed that its goal is to provide by September 2015 notices to all other remaining CCA corporations including registered charities.
February 24, 2015
We are now in February of 2015. ONCA has not moved forward since the Ontario election last year. It looks like ONCA may not even come into force until mid-2016 and perhaps 2017. It is difficult to know what will happen but the microfiche based record system for Ontario corporations and very outdated technology that Ontario currently uses will likely make the transition challenging. There are 59,000 Ontario non-profit corporation listed on the Ontario government database. If even 30,000 are active and need to make changes I am not confident that the Ontario system is going to work well. The easy and quick solution for many Ontario corporations that are not interested in waiting any longer is to move to the Federal CNCA. Skip the line up and anxiety of ONCA and move to the CNCA. Here is an article our firm wrote on the subject entitled "Ontario Corporations Don't Need to Wait for the ONCA - Continuing from the OCA to Federal Jurisdiction" for the Ontario Bar Association.
December 15, 2014
Over the last 6 weeks Corporations Canada of Industry Canada has sent out an estimated 16,000 notices to approximately 6000 Canadian Federal non-profit corporations that are still under the Canada Corporations Act (CCA). Industry Canada sends notices to the corporation and to each director. They also publish the names of the corporations online.
December 04, 2014
For a number of months Corporations Canada of Industry Canada has provided more director information on their website with respect to Federal non-profit Corporations under the Canada Corporations Act (“CCA”) and new Canada Not-for-profit Corporations Act (“CNCA”). Previously, the list of directors (and their addresses) was excluded from the free corporate information provided on Corporations Canada’s website. However, the public was able to access this director information by filing a request with Corporations Canada (a fee per page was being charged and you had to provide a credit card for the $1-$2 charge which is cumbersome).
November 13, 2014
Industry Canada has started the long and arduous process of notifying corporations under the Canada Corporations Act that have NOT continued to the CNCA that they will be dissolved. Industry Canada has sent notices of pending dissolution to the CCA corporations. Industry Canada's Monthly Transactions for November include a list of which corporations have received such notices of pending dissolution.
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