Instructions for Form 4013 - Articles of Reorganization

Form 4013 - Articles of Reorganization (PDF Version, 842 KB)

Notes:

You are providing information required by the NFP Act. Note that both the NFP Act Act and the Privacy Act allow this information to be disclosed to the public. It will be stored in personal information bank number IC/PPU-049.
All statutory references are to the Canada Not-for-profit Corporations Act(NFP Act).
A reorganization must comply with the requirements of section 215.
If the space available at section 3D is insufficient, please attach a schedule.

3. A: The corporate name must be distinctive and be distinguishable from corporate names used by other organizations or businesses. You must include a valid NUANS Name Search Report unless you would like a numbered name (e.g., 123456 Canada Foundation). Corporations Canada will use the NUANS report to determine whether the name is distinctive and otherwise meets the requirements of the NFP Act. If you would like a numbered name, leave a blank space, followed by the word "Canada" and one of the following prescribed terms: Association, Center, Centre, Foundation, Fondation, Institut, Institute, Society.

C: Every corporation must have at least one director, except a soliciting corporation (i.e., one that receives public donations and/or government grants in excess of $10,000 in a single financial year). A soliciting corporation must have no fewer than three directors, at least two of whom are not officers or employees of the corporation or its affiliates.

D: Other amendments include changes to:

the statement of the purpose of the corporation;
the restrictions on the activities the corporation may carry on;
the classes, or regional or other groups, of members that the corporation is authorized to establish;
the statement regarding the distribution of property remaining on liquidation;
any other provision included in the corporation's articles.

Note: All amendments must indicate clearly which articles or paragraphs or sub-paragraphs of the articles are being amended.

If the corporation is or intends to become a registered charity under the Income Tax Act, it is strongly recommended that the Charities Directorate of the Canada Revenue Agency (CRA) be consulted at http://www.cra-arc.gc.ca/charities or by contacting CRA at: 1-800-267-2384, prior to making a request to Corporations Canada for reorganization to amend these provisions.

4. These articles must be signed by a director or an authorized officer of the corporation.

Also Include

Copy of the court order;
Form 4003 - Change of Registered Office Address, if applicable;
Form 4006 - Changes Regarding Directors, if applicable;
NUANS Name Search Report, if applicable
Fees of $200, payable by credit card (American Express, Visa or Master Card) or by cheque made payable to the Receiver General for Canada.

Reporting Obligations

For information on a corporation's ongoing reporting obligations, consult:Corporate Records and Filing Obligations

More Information

For more information, consult: www.corporationscanada.ic.gc.ca or call toll-free (within Canada) 1-866-333-5556 or (from outside Canada) 613-941-9042.