How To Start a Non-Profit Corporation

The non profit sector is one of the fastest growing in North America today.  With over 15,000 registered charities in Canada alone, it is important for newly formed non profits to fill an existing need in the community.  Non profit organizations must have a clear understanding of their mission and goals in forming the organization in order to not impede on existing corporations and to find success as an organization.

Similarly to corporations, non profits need to also address the legal requirements associated with starting their organization.  Non profit corporations are required to have a board of directors.  Likely this will be a group of founding members of the organization.  The board should be established right off the bat so that all other decisions are made by those who have a vested interested in the corporation.  Mission, roles, responsibilities, headquarters and financing will need to be hashed out before any legal paperwork can be started.  Most importantly, the board will need to establish a name for the organization and whether to incorporate the organization, become a registered charity, or both.

After selecting and registering your corporate name, you may choose to incorporate your non profit.  Though not essential to do so, incorporating will give the organization a legal status and with it rights and responsibilities.  The process to incorporate a non profit is generally the same as a corporation.  You can incorporate federally or provincially and requirements are dependent upon the jurisdiction in which you incorporate.  The one difference is the option to also register for charitable status.

In order to be granted charitable status, you must apply through the Canada Customs and Revenue Agency by fulfilling a number of requirements. In order for an organization to be registered its purpose needs to either relieve poverty, provide advancement in education, advancement in religion, or benefit the community in certain ways in which a court has deemed acceptable.  The process can take up to 8 months to complete, but after completion your non profit will have the advantage of providing tax receipts to charitable donors as well as receiving certain tax deductions. 

Following these first steps will help your non profit corporation achieve success in its mission and future activities in the community!

Click here to find out more about non profit incorporation and to start the incorporation process!

Corporate Annual Returns – What You Need to Know

Just one of the many responsibilities that an incorporated company faces is making sure the annual return is done properly and submitted on time to keep your corporation in good standing. The annual return is separate from your tax return – it is provided by corporations to keep the government informed on any internal changes made during the previous fiscal year. 

The costs and timeline for filing your annual return is dependent upon the jurisdiction of incorporation.

The purpose of the return is to update your corporate records, which can include:

• name of corporation
• registered office address
• corporation number
• financial year end
• description of type of business
• registered office
• corporate directors
• date of last annual meeting

If a corporation does not file its annual return within the time frame allowed (or at all), penalty fees can be applied. If said corporation repeatedly fails to file its return (generally for two consecutive years) the government department or agency in the corporation’s jurisdiction can remove the corporation from government records.

For not-for-profit corporate returns, every registered charity must file an annual information return within 6 months after the end of the charity’s fiscal year.

Similar to the corporate annual return, the annual information return for charities provides the government up to date information on the charity’s records.  However, the annual information return also requires more in-depth reporting on financial information including financial position, compensation, non-cash gifts, assets, liabilities, revenues and expenditures.  

Please contact CorporationCentre.ca to file your corporate annual return. We're happy to help!

Register Your Non-Profit and Donate to the Canadian Cancer Society!

Many of us have known someone who has been diagnosed with cancer and have an understanding of the strength and perseverance needed to battle this disease. Statistics show that 40% of Canadian women and 45% of men will develop cancer during their lifetimes. However, 62% of Canadians will survive at least five years after a cancer diagnosis compared to 56% a decade ago. Much of the reason for this increase can be attributed to the hard work that organizations like the Canadian Cancer Society have provided not only to help with preventative measures, but to also give encouragement and support to those who are living with cancer.

Between April 23^rd and May 4^th you can start your own non-profit or charity and help fight cancer.

April is the Canadian Cancer Society’s Daffodil Month and CorporationCentre.ca wants to give back by donating $25 for every non-profit incorporation or charitable status application ordered through our services. Donating to the Canadian Cancer Society provides much needed funding towards research, advocacy, prevention and support for cancer patients and their treatment.

Simply click here to find out more information on non-profit incorporation and applying for charitable status and to proceed with placing your order. A donation of $25 from each order placed between April 23^rd and May 4^th will then be given to the Canadian Cancer Society in support of Daffodil Month.

If you have any questions, please feel free to contact Customer Service at 1-866-906-2677.

Overview of the Canada Not-For-Profit Corporations Act

Recently, a new law called the Canada Not-For-Profit Corporations Act ("CNPCA") came into effect aimed at eliminating unnecessary regulation and providing flexibility to the not-for-profit sector. The new legislation modernizes the corporate governance of not-for-profit corporations by promoting accountability, transparency and efficiency.

The Act in its entirety is lengthy and detailed so not-for-profits will have up to 3 years to transition into compliance. Below is a list of some of the Act’s more important provisions that may affect you and your not-for-profit.

Incorporation:

The process of incorporation has become more streamlined under the new Act making it faster and more efficient. Instead of submitting the letters patent and by-laws for review, incorporations now occur “as of right” upon submission of the signed articles of incorporation.

By-laws:

Before the Act was implemented Industry Canada required incorporating not-for-profits to prepare and submit by-laws governing corporate matters to be reviewed and approved at the time of incorporation.  Under the new legislation it is no longer necessary to draft and submit by-laws with the application for articles of incorporation. The new Act requires by-laws that deal with member issues only. 

Members:

Members’ rights are enhanced under the new Act. The new rights include: the right to submit a notice of proposal to request said proposal to be discussed during a members meeting; the right to request a meeting at any time; the right for non-voting members to vote separately from voting members on matters that impact membership rights; and the right to access corporate records to monitor board compliance.

Directors:

A director’s liability and standard of care are protected by the “due diligence” defence as understood in the common law duty of acting in honest and good faith. In this legislation specific liabilities are given to directors concerning payment and distribution to members, debt obligations, and wages payable to employees. However, directors who meet the standard of care are protected from liabilities through the “due diligence” defence under the new Act.

Financial Accountability:

The Act divides not-for-profit corporations into soliciting and non-soliciting corporations, which are subject to different regulations depending on which category your not-for-profit falls under. Your gross revenues are also dependent upon the rules and requirements for reporting under the new legislation.  

To facilitate the change, Industry Canada will not charge initial filing fees related to transitioning from the CCA to the NFP Act. To view the Act in its entirety, please click here.

Nonprofits: A Growth Sector in Canada: Part I

Digitizing, IT Solutions

Though we might not think of nonprofits being on the up and up, they actually are now. Statistics Canada claims that in 2007 the total for charitable donations has gone up by 33% in five years to $8.6 billion. Despite the recession, the factors that drive donations, such as the richest sector getting richer and the population's aging, continue to go in the same direction. Those at the top income levels can still afford to increase their giving and do so. The top Canadian donors are now in their 60s and the amount of people in that age range are expected to expand by 50% between 2006 and 2016. The general population is only predicted to increase by 8% over the same period.

However, most of the donations arrive in the old fashioned ways. Artez Interactive, a company specializing in online fundraising and technology estimates that only 3% of US$500 billion in donations were made online. “There are huge opportunities in helping charities move to digital systems,” says Artez CEO Philip King.

Another issue that came to the fore following the 2004 tsunami was that despite a large amount of donations, how can the funds be distributed quickly to those in need? British companies have begun working on this type of technology but North America has not yet made inroads. This could be a great opportunity for a company that can find better ways to get money out to the relevant organizations easily and with the proper security in place.

Stay tuned for Part II in this series.

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