Here are updated articles for Federal non-profit corporations and their annual general meeting (AGM).

For Ontario corporations under the Ontario Corporations Act, the declared emergency was over on July 24, 2020, and the provisions dealing with virtual meetings and deferral of the AGM are now found in Part VIII – Special Rules During Emergency and Schedule 2 of the Corporations Act: https://www.ontario.ca/laws/statute/90c38#BK384.   Unless there is a further extension, for some Ontario non-profits this will mean a delay of up to October 22 (90 days after the declared emergency), for others November 21, 2020 (120 days after the declared emergency) and for some others there will be no change in the deadline.

 

Previously we had noted:

This depends on whether you are an incorporated organization and, if so, under which legislation (Federal or the different Provincial acts) you are governed and whether the relevant companies branch maintaining the act has allowed for extensions.

For Federally incorporated non-profits and charities, you may request an extension to the AGM requirement by emailing Corporations Canada at IC.corporationscanada.IC@canada.ca at least 30 business days before sending the notice calling the meeting. More information is available here: Extending the time for calling an annual meeting of members.  Blumbergs is preparing a document to help Canadian Federal non-profit corporations under the CNCA if they need to either request an extension of the six-month timeframe for holding AGM’s and/or also the requirement to provide financial statements to members at least 21 days ahead of the AGM.  These are separate requirements.  Currently, Corporations Canada does not have the ability to provide a blanket extension.

For non-profits and charities incorporated in Alberta, as an example, Service Alberta has recently announced that corporations may postpone their AGMs for up to 3 months (until June 2020).  The Ontario government has passed an Emergency Order that will allow all corporations under the Ontario Corporations Act (OCA) to hold meetings of directors and members virtually (i.e., electronically or by telephone).  As well they have extended the timeframe by which corporations under the OCA must hold Annual General Meetings (AGMs) in certain circumstances related to the emergency “no later than the 90th day after the day the emergency is terminated.”

For all jurisdictions, it is best to consult your local companies branch for further information or obtain legal advice.