Ontario’s Not-for-Profit Corporations Act


Ontario’s Not-for-Profit Corporations Act

Since Ontario’s Not-for-profit Corporations Act (ONCA) was proclaimed on October 19th, 2021, many local organizations have been wondering, “Does this apply to me? And if so, how do I adapt?”

There is still some time for organizations to review, update, and file their documents before October 18th, 2024, when out-of-date bylaws will become invalid. Please use the resources on this page to guide you through this process.


ONCA BYOB: Bring Your Own Bylaws with Benjamin Miller — Thursday, May 18, 2023, 10am-3pm. — The Local Community Food Centre (612 Erie Street, Stratford, ON)

THIS WORKSHOP IS NOW FULL AND REGISTRATION IS CLOSED. Please contact wwellington@perthhuron.unitedway.ca with any questions.

Ontario’s Not-for-profit Corporations Act (ONCA) was proclaimed on October 19th, 2021. Nonprofits have until October 18th, 2024 to update their bylaws and letters patent to comply with ONCA.

In this half-day working session, participants will work through their bylaws and letters patent and a special workbook to identify what they might want or need to change in order to comply with ONCA.

Preparation: Participants are advised to review their governing documents ahead of time to be somewhat familiar with the layout and content. Participants must bring a digital or physical copy of their bylaws and (preferably) letters patent.

This session is for: senior leaders, board members, and anyone involved in the corporate governance of organizations already incorporated under Ontario’s Corporations Act or a special Act.

This session is not for

  • Organizations that are not themselves incorporated but part of a larger organization or government,
  • Organizations incorporated under Canada Not-for-Profit Corporations Act,
  • Organizations incorporated under Co-operative Corporations Act, or
  • Other statutes outside of Ontario

ONCA 101 with Benjamin Miller — Wednesday, January 25, 2023 at 10am.

Ontario’s Not-for-profit Corporations Act (ONCA) was proclaimed on October 19th, 2021. Nonprofits have until October 18th, 2024 to update their bylaws and letters patent to comply with ONCA. This webinar will walk through what is new in the ONCA, steps nonprofits need to take to transition to the ONCA, and how CLEO’s free resources can help you create ONCA compliant bylaws from scratch or adapt your current bylaws. To learn more about the ONCA visit nonprofitlaw.cleo.on.ca.

Benjamin Miller (he/him) is a staff lawyer on the Nonprofit Law Ontario project of Community Legal Education Ontario (CLEO) where he focuses on the legal needs of nonprofits and charities. Over the past 5 years at CLEO, Benjamin has answered hundreds of nonprofit law questions and developed an online interactive bylaw builder for the ONCA. Benjamin also works at the Ontario Nonprofit Network and has worked at the Canada Revenue Agency in the past. Benjamin holds a JD and MPP from the University of Toronto and an MA in political theory from the University of Ottawa.

This session is for: senior leaders, board members, and anyone involved in the corporate governance of organizations already incorporated under Ontario’s Corporations Act or a special Act.

This session is not for:

  • Organizations that are not themselves incorporated but part of a larger organization or government,
  • Organizations incorporated under Canada Not-for-Profit Corporations Act,
  • Organizations incorporated under Co-operative Corporations Act, or
  • Other statutes outside of Ontario

View the slides here.

In the presentation, the question of a “director’s consent form” came up. This “first director’s consent form” can be adapted for all directors by removing the word “first.” See below for a generic director’s consent form created by United Way Perth-Huron


MORE RESOURCES

CLEO Resources

CLEO resources are a great place to start to understand ONCA. These resources will walk you through whether you need to take action and what actions to take. They also include an interactive bylaw builder to walk you through the process of creating ONCA compliant bylaws: https://nonprofitlaw.cleo.on.ca/transition-to-onca/

Fillable Spreadsheet

Based on those resources, United Way Perth-Huron has created a spreadsheet form to take you through the process step-by-step. You can download that here.

Sample Director’s Consent Form

Microsoft Word | Fillable PDF

Webinar: Introduction to ONCA and the Ontario Business Registry with Keith Masterman

In this workshop from September 2021, lawyer Keith Masterman

  • Discusses the advantages and disadvantages of the new legislation.
  • Reviews the changes impacted by the legislation requiring not-for-profit corporations to take action, and
  • Reviews the effect of the Ontario Business Registry on the not-for-profit industry.
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