Some Issues To Remember Under The CNCA

As federal not-for-profits move to continue under the Canada Not-For-Profit Corporations Act (“CNCA”) before the October 17, 2014 deadline, it is useful to remember some special issues they may face.

Soliciting corporations

The CNCA includes the concept of soliciting corporations. In general, entities are soliciting corporations under the CNCA if they receive $10,000 or more a year from the government or persons who are not members, directors, officers or employees of the organization or from other soliciting corporations. There are implications to being a soliciting corporation including: the type of financial review required; the number of directors (non-soliciting corporations may have one director; soliciting corporations must have three); who can be a director (no more than two directors can be officers or employees); what happens to the assets on liquidation or dissolution; whether it is possible to have a unanimous member agreement (non-soliciting corporations may;