How to start a Nonprofit Organization in Canada and Province of Quebec
First you name your organization appropriately. a non-profit organization ("NFO") can be incorporated in Quebec under Quebec Companies Act. In Quebec NFO may be created by written or unwritten contract as a unincorporated NFO association. An association has no juridical personality and is not required to register with REQ. In most cases an association may not able to open bank account or register for payroll etc. or enter into lease agreement as a unincorporated association unless it register with the REQ
Also a NFO may be incorporated Federally under new "The Canada Not-for-profit Corporations Act" (NFP Act), the old legislation, the Canada Corporations Act, Part II (CCA, Part II) will be repealed and All corporations incorporated under the old legislation must transition to new NFP Act by October 17, 2014. Those NFO incorporated under the old Act must request for a certificate of continuation, failure to do so, such NFO will be automatically dissolved.
For start up NFO whose has no immediate plan to acquire immovable properties
(building or land) then we suggest register the organization as an
(unincorporated) association because it is cheaper and fewer filing
requirements.
If you decide to incorporate, next you draft the purpose
or objectives of your organization very carefully. For example if you are establishing a place of worship (Musallah or
Mosque), the objectives must be focusto the organization principle responsibilities such as administer and manage a place of worship or teach Islam, or Arabic to children under 15 after school. Avoid using superficial objectives which the organization normally do not or will not do, such as social and cultural activities, sport or helping immigrant,refugees, poor or needy. Adding such statements will jeopardize your
chance to register as a charity. Please
consult an expert when you are drafting your organization objectives.
The administrators or directors must review all advertising material, flyers and web pages before publishing to ensure the no statements are made which contradict the stated objectives of the organization.
The administrators or directors must review all advertising material, flyers and web pages before publishing to ensure the no statements are made which contradict the stated objectives of the organization.
After registration or incorporating, the organization must develop its by-laws on a priority basis and it must contain at least the following
Constitutions or by-laws
- the organization's
name and its legal statue
- the
organization's purposes (also referred to as “objects”);
- a provision
stating that the organization will be operated without purpose of gain for
its members, and that any profits or other assets of the organization will
be used solely to promote its objectives;
- the structure of
the organization's governing body example board of directors,
administrators members – conditions to became member
- Rights and responsibilities of the board of directors, officers and members
- a provision that
explains how the organization will replace its directors (for example,
annual election by members, appointment by existing directors, etc.);
- a provision to
transfer reaming assets in case of dissolution
- the effective
date of the constitution; and
- the signatures of member of authorized body
- others, restriction on signing of employment contract, borrowing authority etc.
Under Federal NFP Act, where the corporation’s by-laws are silent, it provides mandatory and default Rules, at minimum, a Federally incorporated must have the following two by-laws provisions (1) Conditions of membership and (2) Notice of meeting to members entitled to vote at the meeting. The corporation has the option of overriding many of these rules by setting out its own rules in the by-laws or, if it so chooses, in the articles.
