Some non-profit corporate legislation in Canada allows for virtual meetings; however, the ability to hold virtual meetings can be limited by a corporation’s corporate documents such as its articles or by-law.  The rules may also be different for directors’ versus members’ meetings. Keep in mind that there may also be different rules for partially virtual meetings (where a few people are together and the rest are online).

You should first review the legislation under which you are incorporated. Then, if necessary, contact your companies branch as there may be special requirements or procedures to follow to ensure that your meetings (and any voting) is valid.  As well, some acts do not provide for virtual meetings.

Second, if the legislation that governs your corporation allows for virtual meetings, then you should review your governing documents (such as articles and by-laws) to see whether they allow for them.

For many organizations that have traditionally had face-to-face meetings, this may seem daunting. But many non-profits and charities are adjusting the way they hold director and member meetings to deal with the current COVID-19 crisis.

We have assisted many organizations with understanding the temporary rules and helped some change their by-laws to allow for completely virtual meetings where they were not allowed.