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Records for Ontario not-for-profit corporations

Not-for-profit corporations in Ontario are governed by the Not-for-Profit Corporations Act, 2010 (ONCA). They have members instead of shareholders and their own rules about directors, meetings and audits. Choose ONCA when you set up the workspace and Carta adjusts to match.

What changes for an ONCA corporation

The shareholder ledger, stated capital, ISC and debt registers are replaced by a members register showing each member's class and membership dates. The compliance checklist, document templates and wording all follow the ONCA.

ONCA documents

Generate annual resolutions of the members, which elect directors, receive the financial statements and deal with the audit or review engagement under section 76. You can also generate an ONCA By-law No. 1, organizational resolutions admitting the first members, and consents to act for directors and officers.

Common questions

How many directors does an ONCA corporation need?

At least three.

Can a not-for-profit skip the audit?

Some can. Depending on annual revenue and whether the corporation is a public benefit corporation, members can by extraordinary resolution choose a review engagement instead of an audit, or neither. Check the thresholds in the Act and its regulations.

Related

Corporate registersDirectors, shareholders, stated capital, debt and land, kept as registers rather than spreadsheets.Document generatorAnnual resolutions, consents, by-laws and share certificates as signable PDFs.Compliance remindersYour annual return date and the obligations that apply to your corporation.OBCA and ONCA corporations: what's different about the recordsHow for-profit and not-for-profit record keeping differ in Ontario.Annual resolutions instead of an annual meetingHow written resolutions replace the annual meeting, and what they usually cover.

Keep your minute book in Carta

Registers, resolutions, documents and the annual paperwork for your Ontario corporation, in one place. Organizations created during the open beta keep a free perpetual license.

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