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ONTARIO'S NOT-FOR-PROFIT CORPORATIONS ACT: THE WAIT CONTINUES

2020-11-12

Peter Murphy, HBA, JD

November 12, 2020

It appears the wait for Ontario's Not-for-Profit Corporations Act (“ONCA”) will continue into 2021. 

Currently, Ontario not-for-profit corporations are governed by the Corporations Act, R.S.O. 1990.  The Government of Ontario has made a number of amendments to this statute over the years, including recent changes to loosen the rules about how and when AGMs may be held during the COVID-19 emergency period.  While these amendments have been helpful, a major overhaul of the Corporations Act is still widely considered to be necessary. 

The Government of Ontario took steps to replace the Corporations Act back in 2010 when it passed the more modern ONCA.  Although ONCA was passed, it did not come into force – a situation that remains the case today.  The new statute must be proclaimed by the Lieutenant Governor to come into effect.  Until this happens, the Corporations Act continues as the governing legislation for not-for-profits incorporated in Ontario.

Ontario's Ministry of Government and Consumer Services previously indicated that ONCA would take effect in 2020.  However, the Ontario Legislative Assembly recently passed a resolution extending the proclamation period for ONCA until December 31, 2021.

When ONCA comes into force Ontario not-for-profit corporations will have a three-year transition period to conform their governing documents, including their by-laws, to the new law. 

This article is provided as general information and does not constitute legal advice. If you have any particular legal questions, please contact us.

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2020-11-12