Not-for-Profit Corporations

Prior to October 17, 2011, The Canada Corporations Act, Part II, (sections 153 to 157.1(3)) allowed for the incorporation of non-profit corporations at the federal level. The Canada Corporations Act, Part II had remained largely unchanged since 1917, and lacked the rules and provisions for the corporate governance systems that have been introduced into many other corporate laws in comparable jurisdictions.

On October 17, 2011, following extensive consultations, the Canada Not-for-profit Corporations Act (NFP Act) came into force and is intended to be a comprehensive law, designed to cover all aspects of corporations without share capital incorporated at the federal level. As of that date, applications for incorporation under Part II of the CCA are prohibited.

Applications to incorporate a not-for-profit must now be made under the NFP Act and all organizations incorporated under the Canada Corporations Act, Part II. As the October 17, 2014 transition date has passed, please refer to the Corporations Canada website for more information.

Primer for Directors of Not-for-Profit Corporations

In response to concerns over director liability in the not-for-profit sector, Industry Canada has prepared a handbook for directors and officers of not-for-profit corporations.

This user-friendly document provides valuable information in a convenient format to inform directors and officers of their duties, rights and liabilities.

The publication was prepared in collaboration with the Canadian Center for Philanthropy, the Canadian Bar Association and the Canadian Society of Association Executives.

Primer for Directors of Not-For-Profit Corporations, Rights, Duties and Practices

* This Primer is a general resource and has not been updated to reflect the requirements in the Canada Not-for-Profit Corporations Act.

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