Starting a Non-Profit in Ontario

STARTING A
NON-PROFIT
IN ONTARIO
P E P P E R B R O O K S M E D I A © 2 0 1 7
PEPPERBROOKS MEDIA 2017

I F Y O U H A D $ 1 0
M I L L I O N D O L L A R S B U T
Y O U C A N O N L Y B U Y
T H I N G S T H A T S T A R T
W I T H T H E F I R S T L E T T E R
O F Y O U R N A M E , W H A T
W O U L D Y O U B U Y ?
I C E B R E A K E R

AGENDA
1. Starting a Non-Profit Organization in Ontario
2. What is a Non-Profit Corporation?
3. Operating as a Non-Profit
4. Non-Profit Must do’s
5. First Director’s Meeting
6. Board Meeting Minutes
7. By-Laws
8. Memberships
9. Building a Strong Foundation
10. BIG QUESTION

D O Y O U H A V E A C L E A R
U N D E R S T A N D I N G O F T H E
P R O B L E M O R N E E D Y O U
W A N T T O A D D R E S S ?
I S T H AT N E E D O N G O I N G O R S H O RT- T E R M ?

STARTING A NON-PROFIT
ORGANIZATION IN ONTARIO
• Approximately150,000 registered charities and nonprofits currently operating in Canada
• Are there other similar organizations currently operating that already address this need? If so,
will you be competing with these groups for funds, donations, resources, or clients?
• Do other individuals agree that such an organization is needed? Are they willing to volunteer
their time and energy to help get things started?
• Will you be able to locate the resources and finances necessary to achieve your mission?

IN CANADA, THE TERM "NONPROFIT" IS
APPLIED TO ORGANIZATIONS
REPRESENTING ONE OF THREE GROUPS:
Registered charity
• Distinct from not-for-profit corporations, charities run programs that meet the charitable activities as outlined
by the Canada Revenue Agency’s Charities Directorate.They are registered and regulated by the CRA and are
able to issue tax receipts to donors.
• Video :What is charitable status? (from The Charities File)
Foundation
• A type of registered charity that primarily exists to distribute funds to qualified donees. Canadian foundations
may give grants (donations) to other charities, they may exist to be a funding arm for another charity - such as
hospital foundations - or they may carry on their own charitable activities.
Nonprofit Corporation
• Incorporated as a legal entity separate from its members and directors. Not all register as a
charity with the CRA.They can earn a profit, but profits are used to further its corporate goals
(and not be distributed to shareholders, members or directors).

WHAT IS A NON-PROFIT
CORPORATION?
Not-for-profit corporations (also called “non-share capital corporations”) are different from for-
profit corporations (also called “business corporations”) in three fundamental ways:
• The not-for-profit corporation is composed of members.
• The members of a not-for-profit corporation cannot receive any financial gain during the life of
the corporation,.
• In some cases, the powers of a not-for-profit corporation may be limited to what is written
into its objects (purposes), whereas, typically, the for-profit corporation has no such limits.

EXAMPLES OF NON-PROFIT
ORGANIZATIONS
Here are a few types of non-profit organizations and examples of each:
• Social, recreational, or hobby groups (bridge clubs, curling clubs, and golf clubs)
• Amateur sports organizations (hockey associations, baseball leagues, and soccer leagues)
• Certain festival organizations (parades and seasonal celebrations)

D O Y O U U N D E R S T A N D T H E
R U L E S , R E G U L AT I O N S , A N D
R E Q U I R E M E N T S O F R U N N I N G
A N O N - F O R - P R O F I T
O R G A N I Z AT I O N ?
I S T H AT N E E D O N G O I N G O R S H O RT- T E R M ?

OPERATING AS A NON-FOR-PROFIT
• If what you want to do is partially charitable and partially not, a nonprofit corporation might
be a better fit. Nonprofits have fewer regulations when it comes to:
• …political activities, fundraising events & events in general, and user fees (charities require
receipting procedures that nonprofits do not)

NON-FOR-PROFIT MUST DO’S
1. Under provincial legislation by which nonprofit societies are registered, a board of directors is a
legal requirement. It is also required by the federal government if you plan to apply for charitable
status.
2. Agree upon and write a mission statement to describe what your group aims to achieve.
3. Choose a name for the organization and figure out important logistics, such as where the
organization will be housed, how it will be financed, what role each person will play, and what
their responsibilities will be.
4. Decide whether to incorporate your organization, become a registered charity, or both.
5. Must pay GST/HST on purchases; claim a partial rebate of GST/HST paid on eligible purchases
only if it receives significant government funding
6. Non-for-profits cannot issue tax receipts.

BOARD MEETING MINUTES
• State date, time and place of the meeting
• State purpose of the meeting
• State nature of the business in sufficient detail to permit the recipients to form a reasoned
judgment on the business
• Comply with statutory requirements as to form and content (for corporations)
• Check by-laws to see if anything else is required to be contained
• Should be in writing
• Be given in the required proper manner (e.g., personal, mail, email, etc.)
• Be given within required length of time
• Be sent to everyone entitled to receive notice

FIRST DIRECTORS MEETING
1. The non-profit first directors are required to call an "organizational meeting“
2. A minimum of five days' notice of this meeting must be given to each director
3. This notice must indicate the date, time and place of the meeting
4. Make banking arrangements
5. Make by-laws
6. Issue Memberships…and more…

MAKE BY-LAWS
• As soon as possible after incorporation, a corporation will need to adopt a set of rules concerning the
governance and operations of a corporation.These rules are set out in the by-laws of the corporation. In this
regard, the first directors will need to adopt "general by-laws" at the first meeting of the directors.
• The Canada Not-for-profit Corporations Act provides for default rules. Example:Annual financial statements must
be sent to members 21-60 days before the annual meeting.
• the date of a corporation's financial year-end
• the process and special requirements for banking arrangements
• the qualification requirements for memberships
• the process for appointing officers, as well as the rules regarding their qualifications and duties
• the procedures for calling and conducting directors' and members' meetings
• the minimum number of directors and members required to establish quorum at meetings
• the process for amending by-laws
• the rules limiting the modifications that can be made to the powers given to directors under the NFP Act.
• General by-laws adopted at the first meeting of the directors take effect immediately

BY-LAW BUILDER
• Corporations Canada's online By-law Builder allows you to create by-laws for your
corporation as required under the Canada Not-for-Profit Corporations Act (NFP Act). It
allows you to customize the by-laws to better meet your corporation's needs.
• The By-law Builder gives you the option of choosing alternative provisions to the default
provisions in the NFP Act or entering your own provisions. If you are considering using your
provisions, you may wish to seek legal advice to ensure that they are acceptable under the NFP
Act.
• The By-law Builder is divided into 17 steps.
• You will only be able to save the by-law after you have completed all the steps.
LINK http://strategis.ic.gc.ca/eic/site/cd-dgc.nsf/frm-eng/NGRR-8AFNVX

ISSUE MEMBERSHIPS
• A person becomes a member when a corporation admits that person as a member of the
corporation and "issues" a membership in that person's name.
• At the first meeting of the directors, memberships will need to be issued to qualified persons
who meet the membership conditions contained in the by-laws.
----------------
• If the articles of incorporation provide for two or more classes or groups of members,
memberships can be issued to different classes of members who meet the requirements set
out in the by-laws.Additional memberships can be issued in the future (see The members; you
can also refer to sections 154 and 155 of the NFP Act).

D O Y O U H A V E P R O O F T H AT
Y O U R N O N P R O F I T W I L L F I L L
A N U N M E T N E E D I N Y O U R
C O M M U N I T Y ?
G AT H E R I N G S U P P O R T, R E C E I V I N G G R A N T S , A N D
G E T T I N G D O N AT I O N S W I L L B E C O M E A W H O L E L O T
E A S I E R I F Y O U H A V E S T R O N G N U M B E R S T O B A C K
U P Y O U R I D E A .
F O R E X A M P L E , I F Y O U W A N T T O S TA R T A T E N N I S
C L U B , Y O U ’ L L N E E D T O H A V E A G O O D E S T I M AT E
O F H O W M A N Y T E N N I S P L AY E R S L I V E I N T H E
R E G I O N T H AT D O N ’ T H A V E A N Y W H E R E E L S E T O
P L AY.

A R E T H E R E A N Y O T H E R
O R G A N I Z AT I O N S A L R E A D Y
S E R V I N G T H E S A M E N E E D ?
E V E N I F YO U R N O N P R O F I T I S TA R G E T I N G A
V E RY N I C H E N E E D, T H E R E M AY B E A N OT H E R
O R G A N I Z AT I O N A L R E A DY S E RV I C I N G T H AT
N E E D

BUILDING A STRONG FOUNDATION
1. Self-Discipline: "If you can discipline yourself to do what you should do, whether you feel
like it or not, your success is virtually guaranteed."
2. Integrity:All successful organizations are built on trust. People will be more willing to work
with you and support you if they can trust you, especially during difficult times. "Be perfectly
honest in everything you do and in every transaction and activity,"
3. A Clear Sense of Direction: Motivated entrepreneurs get hijacked by the day-to-day tasks
and short term problems that naturally arise from starting an organization. Develop a clear
sense of direction, not only for your own work, but for the people who work with you.
4. Decisive and Action Oriented: Successful founders must think and make decisions quickly.
Seek feedback just as quickly and self-correct when needed.

. : : B I G Q U E S T I O N : :
W H AT D R I V E S V A L U E T O
Y O U R O R G A N I Z AT I O N /
B U S I N E S S / B R A N D ?
F I N D O U T W H AT K I N D O F I N F O R M AT I O N , E V E N T S , A N D
S E R V I C E S M E M B E R S W O U L D B E W I L L I N G T O P AY F O R .
W H AT P R O M I S E A R E Y O U O F F E R I N G T O C R E AT E A W I N -
W I N S I T U AT I O N ?
W H AT A R E Y O U D O I N G T H AT N O O N E E L S E I S D O I N G ? !

T H A N K Y O U !
L E T ’ S C O N N E C T O N L I N K E D I N
M Y C O N T A C T I N F O R M AT I O N
W W W. L I N K E D I N . C O M / I N / K A R E N - L O P E Z - 9 1 B A 6 A 1 3 2

Starting a Non-Profit in Ontario

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