Canada Not-for-profit Corporations Regulations (SOR/2011-223)

Regulations are current to 2019-05-07 and last amended on 2016-05-13. Previous Versions

PART 5Financial Disclosure (continued)

Contents of Financial Statements

  •  (1) For the purpose of paragraph 172(1)(a) of the Act, the prescribed comparative financial statements are the following:

    • (a) a statement of financial position or a balance sheet;

    • (b) a statement of comprehensive income or a statement of retained earnings;

    • (c) a statement of changes in equity or an income statement; and

    • (d) a statement of cash flows or a statement of changes in financial position.

  • (2) The comparative financial statements need not be designated by the names set out in subsection (1).

PART 6Public Accountant

  •  (1) For the purpose of paragraph 179(a) of the Act, the prescribed amount is $50,000.

  • (2) For the purpose of paragraph 179(b) of the Act, the prescribed amount is $1,000,000.

 For the purpose of subsection 185(2) of the Act, the prescribed period is 21 days.

  •  (1) For the purpose of subsection 187(2) of the Act, the prescribed period is 10 days.

  • (2) For the purpose of subsection 187(8) of the Act, the prescribed period is 15 days.

  •  (1) For the purposes of subsections 188(1) and 189(2) of the Act, except as otherwise provided by Part 5, a review engagement shall be conducted, and for the purposes of section 191 of the Act, the report following the review engagement shall be prepared, in accordance with the generally accepted auditing standards set out in the CPA Canada Handbook – Assurance, as amended from time to time.

  • (2) For the purposes of subsections 188(2) and 189(1) of the Act, except as otherwise provided by Part 5, an audit engagement shall be conducted, and for the purposes of section 191 of the Act, the report following the audit engagement shall be prepared in accordance with the generally accepted auditing standards set out in the CPA Canada Handbook – Assurance, as amended from time to time.

  • SOR/2016-98, s. 8

 For the purpose of paragraph 189(2)(a) of the Act, the prescribed amount is $250,000.

PART 7Fundamental Changes

  •  (1) Despite subparagraph 207(1)(c)(ii) of the Act, the resolutions approving the amalgamation of a holding corporation with one or more of its subsidiary corporations may provide that the corporate name set out in the articles of amalgamation is not the same as that set out in the articles of the amalgamating holding company.

  • (2) Despite subparagraph 207(2)(b)(ii) of the Act, the resolutions approving the amalgamation of two or more wholly-owned subsidiary corporations of the same holding body corporate may provide that the corporate name set out in the articles of amalgamation is not the same as that set out in the articles of the amalgamating subsidiary corporation whose memberships are not cancelled.

  •  (1) For the purpose of paragraph 208(3)(a) of the Act, the prescribed amount is $1,000.

  • (2) For the purpose of paragraph 208(3)(c) of the Act, the prescribed period is 30 days from the day on which the creditor receives the notice.

 For the purpose of subsection 212(9) of the Act, the prescribed period is 15 months.

PART 8Rules of Procedure for Applications for Exemptions

Application

 This Part applies to applications made under subsections 2(6), 25(1) and (2), 104(3), 160(2), 162(5) and 171(2) and sections 173, 190 and 271 of the Act.

Time for Making Applications

  •  (1) An application under subsection 2(6) or 25(1) or (2) or section 271 of the Act may be made at any time.

  • (2) An application under

    • (a) subsection 104(3) of the Act shall be made at least 30 days before the day on which the corporation is required to comply with Part 7 of the Act;

    • (b) subsection 160(2), 162(5) or 171(2) of the Act shall be made at least 30 days before the day on which the notice referred to in subsection 162(1) of the Act is to be given to the members; and

    • (c) section 173 or 190 of the Act be made at least 60 days before the documents in respect of which the exemption is requested are to be placed before the members in accordance with subsection 172(1) of the Act.

  • (3) Despite paragraph (2)(c), the Director shall extend the time for making an application for an exemption if the applicant establishes that no prejudice will result from the extension.

  • (4) For the purpose of paragraph (2)(b), when a notice referred to in subsection 162(1) of the Act is given to the members by a method set out in paragraph 63(1)(d), the date on which the notice was published for the first time is the date on which the notice is to be given.

General

 The Director may request that an applicant for an exemption provide the Director with further information or that any other person provide the Director with information in writing that is relevant to the application.

 The Director shall give an applicant for an exemption a copy of any information received from any other person under section 90 and shall allow the applicant a reasonable opportunity to respond in writing.

 If an applicant for an exemption or a person from whom the Director has requested information under section 90 does not provide the information within the time specified by the Director, the Director may examine the application without regard to the information.

PART 9Cancellation of Articles and Certificates

  •  (1) For the purpose of subsection 289(1) of the Act, the prescribed circumstances are that

    • (a) there is an obvious error in the articles or in the related certificate;

    • (b) there is an error in the articles or in the related certificate that was made by the Director;

    • (c) the cancellation of the articles and related certificate is ordered by a court; or

    • (d) the Director lacked the authority to issue the articles and related certificate.

  • (2) For the purpose of subsection 289(3) of the Act, the prescribed circumstances are that there is no dispute among the directors or members as to the circumstances of the request for cancellation and

    • (a) the corporation has not used the articles and related certificate; or

    • (b) if it has used them, anyone dealing with the corporation on the basis of the articles and related certificate has consented to the cancellation.

PART 10Prescribed Fees

  •  (1) The fee in respect of the receipt, acceptance, examination, issuance or copying of any document or in respect of any action that the Director is required or authorized to take under the Act set out in column 1 of the schedule is the applicable fee set out in column 2.

  • (2) No fee is payable for the receipt by the Director of an application for the issuance by the Director of

    • (a) a certificate of amendment issued under section 201 of the Act, if the only purpose of the amendment is to add an English or a French version to a corporation’s name, or to change its name as directed by the Director under subsection 13(2) or (3) or 296(6) of the Act; or

    • (b) a corrected certificate issued under subsection 288(6) of the Act when the correction is required solely as the result of an error made by the Director.

Coming into Force

Footnote * These Regulations come into force on the day on which subsection 293(1) of the Canada Not-for-profit Corporations Act, chapter 23 of the Statutes of Canada, 2009, comes into force.

 
Date modified: