Board Resolution Template
Board of directors resolution drafted to section 140 of the Canada Not-for-profit Corporations Act. Written or in-meeting, valid and minute-book ready.
Running a non-profit well starts with the right legal form and the right founding documents. In Canada a community group can incorporate federally under the Canada Not-for-profit Corporations Act (NFP Act) or provincially, operate as an unincorporated association, and separately apply to register as a charity with the Canada Revenue Agency. Each route has its own filings, by-laws and governance duties. Getting the by-laws and governance documents right protects the directors, reassures donors and keeps the organisation in good standing. These templates help you set up and govern a non-profit on a solid footing.
Board of directors resolution drafted to section 140 of the Canada Not-for-profit Corporations Act. Written or in-meeting, valid and minute-book ready.
Conflict of interest policy built on NFP Act section 141 and ONCA section 41. Covers disclosure, abstention and director duties. Word and PDF download.
Donation agreement drafted to the Income Tax Act and CRA receipting rules, including split receipting and gift-over clauses for restricted donations.
Fundraising event agreement drafted for Canadian law: Criminal Code raffle rules, CRA split receipting, liability and force majeure. Available in Word and PDF.
Membership application form built for the Canada Not-for-profit Corporations Act and PIPEDA. Names classes, fees and voting rights. Word and PDF download.
MOU drafted to Canadian contract law and the NFP Act. Covers binding intent, charitable purposes and CRA control. Editable Word and PDF.
Non-profit bylaws drafted to the Canada Not-for-profit Corporations Act and ONCA, covering Section 152 confirmation, quorum and charity governance.
Volunteer agreement drafted for the Employment Standards Act, PIPEDA and occupiers' liability. Lawyer-grade non-employment and waiver clauses, Word and PDF.
When you incorporate a non-profit. A not-for-profit corporation is created by filing articles of incorporation -- federally under the NFP Act with Corporations Canada, or provincially under a statute such as Ontario's Not-for-Profit Corporations Act, 2010 (ONCA). You will need articles, by-laws and the organizing resolutions of the directors and members.
When you seek charitable status. Registration as a charity is a separate step: the organisation applies to the Canada Revenue Agency (CRA), which assesses its purposes and activities, and only a registered charity can issue official donation receipts for income-tax purposes.
When you run an unincorporated association. A constitution and by-laws set out the objects, membership, board and meetings of a club or association that has not incorporated, though its members may carry personal exposure because it is not a separate legal entity.
When you operate day to day. Donation agreements, volunteer agreements, board and members' resolutions, and conflict-of-interest and privacy policies keep the organisation accountable and compliant.
The starting point is the choice of form. A federal not-for-profit corporation is incorporated under the Canada Not-for-profit Corporations Act (NFP Act) through Corporations Canada and is a separate legal person with limited liability for its members; provinces offer equivalents such as Ontario's ONCA, British Columbia's Societies Act and Alberta's Societies Act. An unincorporated association is quick to set up but is not a separate legal entity, so its members and directors can bear personal exposure. A federal corporation that operates in a province must also register extra-provincially there.
Charitable status sits on top of the legal form and is granted federally. Incorporating does not make an organisation a charity: it must apply to the Canada Revenue Agency to be registered as a charity, which requires exclusively charitable purposes (the relief of poverty, the advancement of education or religion, or other purposes beneficial to the community) and brings ongoing obligations, including filing the annual T3010 return and respecting the limits on political and business activities. Only a registered charity may issue official donation receipts.
Good governance is the recurring theme. The by-laws should define the objects clearly, regulate membership and the directors, require proper meetings and minutes, and address conflicts of interest and the handling of assets on dissolution -- with charitable assets having to go to another qualified donee. A non-profit that collects members' or donors' personal information must also respect the Personal Information Protection and Electronic Documents Act (PIPEDA) or the equivalent provincial privacy law.