Ontario Not-for-Profit Corporations Act (“ONCA”) – only a little more than one year for groups to make changes and for some this may not be enough time

The Ontario Not-for-Profit Corporations Act (“ONCA”) came into force on October 19, 2021 and groups have until October 19, 2024 to bring themselves into compliance with the ‘new’ act. For some groups, this may seem like a long time, but it will not be enough time for other groups.

The Ontario non-profits that typically require the most time are:

1. Registered charities that should get preapproval for object changes. Such pre-approval from CRA requires both objects and a detailed statement of activities. Some charities can take months to prepare the submission and then CRA can take 2-6 months to review it. Even if a registered charity is not changing its objects, CRA may not accept old objects and the group may have to change them.
2. Ontario non-profits with large memberships. While calling a members meeting is quite easy for some groups, for others with large memberships and/or groups needing to come together in person, the time and cost of having a separate meeting aside from the normal AGM can be quite significant. Therefore it is helpful to have all the documents ready for the AGM and that is the real deadline for many groups not October 2024.
3. Groups that require external approval for governance changes. Many groups are not completely independent and they may be a branch or affiliate of another organization. In some cases, the umbrella organization may not even be in Canada and they may take time to try to understand the corporate changes and to internally approve them.
4. Groups that wish to make significant changes to their current structure. Some charities are making more ‘technical’ compliance changes but others want to make significant changes. If for example a group has a large membership and the costs of such membership far outweigh the benefits, then a group may wish to change such membership. These are not simple and easy discussions. If one wants to go from a large open membership to a small closed membership, there may need to be a lot of discussion and communication required in order to carry out such a major change.

If your non-profit or registered charity requires assistance with ONCA, you can retain our law firm to review your documents and discuss options with you.