Corporate Update
Mar 2022 Charity & NFP Law Update
Published on March 31 2022

By Theresa L.M. Man
   
 

Amendments to CNCA and CNCR Coming Into Force August 21, 2022

Certain amendments to the Canada Not-for-Profit Corporations Act (“CNCA”) and Canada Not-for-Profit Corporations Regulations will be brought into force on August 31, 2022. In this regard, Corporations Canada announced that certain provisions under Bill 25, entitled An Act to amend the Canada Business Corporations Act, the Canada Cooperatives Act, the Canada Not-for-profit Corporations Act and the Competition Act will be brought into force on August 31, 2022. As explained in the May 2018 Charity & NFP Law Update, Bill 25 received Royal Assent on May 1, 2018, and includes various technical amendments affecting corporate governance under the CNCA.

On March 3, 2022, Order in Council P.C. 2022-200 fixed August 31, 2022, as the day on which amendments to the following sections in the CNCA will be brought into force pursuant to Bill 25: section 238 concerning custody of dissolved corporations’ documents and records; subsections 279(1) and (2) concerning inspection and making copies and extracts of certain corporate documents; and subsection 283(1) concerning the obligation of the Director to keep documents received and accepted pursuant to the CNCA.

Associated amendments to the Canada Not-for-Profit Regulations will also come into force on August 31, 2022. As reported in the May 2021 Charity & NFP Law Update, these amendments were published as the Regulations Amending Certain Regulations Administered by the Department of Industry and were expected to be brought into force on July 1, 2021, but were delayed. These amendments to the Regulations would enable certain provisions under Bill 25 to become operational (including amendments to the time periods for which the Director must keep and produce certain corporate documents; as well as technical regulatory amendments to the Regulations, such as fixing time periods, changes to the name granting rules, and fixing typographical errors). The amending Regulations have now again been published in the Canada Gazette with the new August 31, 2022 in-force date.

Directors’ Information for Federal Corporations Available in Corporations Canada’s API Store

Corporations Canada announced on March 2, 2022 that director information for federal corporations (including not-for-profit corporations) is now available on the API Store. This includes information for directors of corporations created under various federal statutes (including the CNCA) as well as other corporations regulated by Corporations Canada (such as special act corporations).

The API Store is the Government of Canada's one-stop shop for Application Programming Interfaces (APIs). The API Store sells subscriptions for APIs which are, very broadly speaking, software platforms that computer programmers use in developing applications that allow for information exchange between the application and an external data provider. A dataset of information about directors for federal corporations (available through Corporations Canada’s federal corporation search) is now available through the “Federal Corporation API”. The API therefore now allows corporations that subscribe to a plan to have this information from Corporations Canada available on their own websites or other applications.

   
 

Read the March 2022 Charity & NFP Law Update