Updates to the Ontario Not-for-Profit Corporations Act

Q: How do the recent updates
to the Ontario Not-for-Profit Corporations Act (“ONCA”) make running my
not-for-profit corporation easier?

A:
As a result of the Ontario government recently passing the Less Red
Tape, stronger economy Act, 2023, the OnCA will be amended as of October
1, 2023 to make holding membership and directors meetings less
cumbersome and more accessible.

The
new changes provide increased flexibility for holding meetings using
electronic means such as video conferencing or telephone. Unless the
corporation’s bylaws state otherwise, electronic meetings are permitted
so long as all of the meeting’s attendees can communicate back-and-forth
with one another and seamlessly participate in the meeting. subject to
the bylaws, voting at these meetings can also occur electronically.

Meeting using a
hybrid of in-person and electronic communication are also expressly
permitted by the OnCA as a result of these updates.

It is important
that, if an electronic meeting is being held, notice of the meeting
provides attendees with log-in instructions, as well as instructions
regarding how to vote on matters decided at the meeting. Failure to
include these details in the notice of the meeting might result in
notice being considered invalid.

September 9, 2023

Michael Ramsey