Consultation on Proposed Changes to Canada Not-for-Profit Corporations Act

Published on

June 25, 2026

On April 24, 2026, Innovation, Science and Economic Development Canada (ISED) launched a public consultation on proposed changes to the Canada Not-for-Profit Corporations Act (“CNCA”) as part of a broader consultation on proposed amendments to six of Canada’s business law frameworks, consistent with commitments made as part of the Government of Canada’s Red Tape Review.

Other than the CNCA, changes are also proposed to the following five statutes: Canada Business Corporations Act, Canada Cooperatives Act, Boards of Trade Act, Bankruptcy and Insolvency Act, and Companies’ Creditors Arrangement Act.

By way of background, the Red Tape Review was launched in July 2025 to simplify rules across federal departments. In September 2025, Innovation, Science, and Economic Development Canada (ISED) published a Progress Report wherein it identified 43 initiatives across its portfolio to reduce burden and modernize regulatory frameworks. Proposed changes to the CNCA are among these changes.

The consultation paper, including the full list of proposals, is available at: Consultation on modernizing business law frameworks (Red tape review), including a full list of proposed initiatives. The consultation period expired on June 5, 2026.

More specifically, proposed amendments to the CNCA include the following:

  • permit virtual and hybrid meetings by default;
  • revise the rule on how one-third of the total number of directors may be appointed by the board without the need of an empowering clause in the articles;
  • permit the appointment of ex officiodirectors;
  • permit delegate voting to be implemented through bylaws;
  • remove voting rights currently conferred on non-voting members currently provided for under the CNCA;
  • require proxyholders to deposit their proxies with the corporation 48 hours ahead of a membership meeting; and
  • clarify that members may be reimbursed of the cost of a member’s membership fee pursuant to a canceled membership.

However, it is important to note that the consultation announcement indicated that regulatory amendments to adjust the revenue thresholds that trigger financial reviews and that trigger soliciting status are not part of the current consultation but are part of ISED’s red tape review initiatives, meaning regulatory consultations are expected at some time in the future.

Many of the proposed amendments that are part of this consultation are changes that the sector has been seeking since the CNCA was brought into force in 2011. The not-for-profit sector will want to see the details of the amendments.