By John Cockburn, Partner
For three years I have served on the Board of a Charitable Corporation which I know was incorporated without share capital under the provisions of the Federal Canada Corporations Act. There have been rumblings recently around our boardroom table that we have to do something special because of new federal legislation. Is that true?
Also, we don’t really like the name of our Charity as it does not describe our main charitable activities. How can we change that name a little bit?
The rumblings are true, the Canada Not-for-Profit Corporations Act (CNCA) came into force October 17, 2011 and your Charity has until October 17 of 2014 to transition…..or to continue into the new Act. If you fail to meet the deadline, your Charity’s corporate status may be dissolved.
You must arrange to file “Articles of Continuance” along with the other required supporting materials.
You will want to review your existing By-laws to be certain that they are in line with the new CNCA requirements.
You can change the name of your corporation as part of the continuance process….supported of course by an appropriate name search report.
Don’t leave it too long to get your lawyer started on the continuance process.