ONCA V. OCA: What's The Difference?

As described in our previous article, the Ontario Not-for-Profit Corporations Act, 2010 ("ONCA") entered into force on October 19, 2021. In doing so, it largely replaced the out-dated Ontario Corporations Act ("OCA"). The purpose of this article is to explore some of the differences between ONCA and the OCA to assist Ontario not-for-profit corporations to understand the impacts of this new statute on them.

Although there are many differences between the two statutes, some of the differences are skin-deep, such as using the term "registered office" instead of "head office." Also, the statutes are not as far apart as they once were. This is because both the OCA and ONCA were amended several times in the decade after ONCA was first adopted in 2010 (before it entered into force). The OCA, in particular, was amended to include concepts reflected in ONCA, such as the fiduciary obligations of directors and provisions to facilitate electronic meetings. As a result, many