This program is offered jointly by the Ontario Bar Association's Charity and Not-For Profit, Business Law Sections and the Law Society of Upper Canada.

9:00 am Introductory Remarks

9:10 am Comparative Analysis of the CNCA and the ONCA
This presentation will highlight the major changes contained in the CNCA and the ONCA and the material differences between them. For the CNCA, we will discuss the distinctions between soliciting and non-soliciting corporations. For the ONCA, we will discuss the distinctions between charitable corporations, other public benefit corporations and non-public benefit corporations. For both statutes, the rules governing incorporation, restricted activities, governance and directors' liability, members, membership meetings, membership rights and remedies, articles, by-laws, borrowing, fundamental changes and liquidation will be covered in detail. The presentation will also briefly describe some special situations, such as the effect of the CNCA and ONCA on corporations incorporated by special act as well as provide some insight into whether it is best to incorporate or continue under federal or Ontario law.
Kimberley Cunnington-Taylor, Barrister and Solicitor - Ottawa
Wayne Gray, McMillan LLP

10:00 am  How to Cope with Special Issues Under the New Acts
Notwithstanding the overwhelming positive changes in the ONCA, there are still some areas of concern that organizations might want to address, such as the rights of non-voting members and appraisal remedies.
Victoria Prince, Borden Ladner Gervais LLP

10:30 am BREAK

10:45 am How CCA Corporations Continue Under the CNCA
All federal not-for-profit corporations will need to continue under the CNCA once it is in effect by filing articles of continuance and other documents, as well as amending their by-laws to bring them into compliance with the CNCA. This presentation will highlight changes to articles and by-laws that may be required for existing federal not-for-profit corporations for the continuance process.
Theresa Man, Carters Professional Corporation - Orangeville

 
11:15 am  How to Transition to the ONCA
Although the transition from OCA Part III to ONCA is automatic when proclaimed, the process is not so simple. This presentation will highlight the changes to articles and by-laws that may be in order for existing Ontario not-for-profit corporations. Special Act corporations that presently adopt in part the Corporations Act (Ontario) will also face transition issues.
Kate Lazier, Miller Thomson LLP

11:45 am How Charity Law and the Common Law May Impact the CNCA and the ONCA
The ONCA provides that if the rules of charity law are applicable, they can override the ONCA. This presentation will focus on the meaning of "charitable corporation" and will discuss what charity law statutes and common law the OPGT considers to override the ONCA. The presentation will also address the OPGT's jurisdiction over charities incorporated in other jurisdictions such as under the CNCA. What procedures should a new Ontario charity follow when it incorporates for a charitable purpose? Does it apply to OPGT or does it apply to CRA? What steps must be followed to obtain D &O insurance?
Dana De Sante, Office of the Public Guardian and Trustee (OPGT)

12:15 pm Questions

12:30 pm Program Concludes

This program is offered jointly by the Ontario Bar Association's Charity and Not-For Profit, Business Law Sections and the Law Society of Upper Canada.