It took many years but finally, it looks like new Ontario Not-For-Profit Corporations (ONCA) and the Ontario Business Registry will be launched on October 19, 2021.  We will have more on this at our upcoming Blumbergs’ Charity Law Institute 2021.  It will affect over 50,000 Ontario non-profit corporations.

We have a directory dealing with ONCA on our CanadianCharityLaw.ca website.

Some preliminary suggestions:

1) As we have been saying for a number of years it is usually not a good idea to set up an Ontario corporation.  If you insist on doing an Ontario corporation you might want to consider waiting for ONCA to come into effect on October 19, 2021.

2) For all non-profits that are under the Ontario Corporations Act you will need to think about updating your governance documents including By-laws.  There are many issues to consider as ONCA is quite different than the OCA but for most groups the most important issue is membership.  Some groups will move to ONCA but others will prefer to move to the Canada Not-for-profit Corporations Act (“CNCA”).

3) For registered charities (or “charities”) it is also very important to consider whether your objects are appropriate.

 

Here is the announcement from the Ontario government.

 

The new Ontario Business Registry will launch on October 19, 2021.

The new registry will make it easier, simpler, and more affordable for millions of businesses and not-for-profit corporations to interact with the government. It will replace out-dated technology, providing people across the province with direct access 24 hours a day, 365 days a year, to quickly and efficiently complete over 90 transactions online.

Along with the launch of the Ontario Business Registry, the Not-for-Profit Corporations Act, 2010 will come into force on October 19, which will provide a modern legislative framework for Ontario’s not-for-profit corporations. The legislation will significantly reduce the bureaucratic burden on not-for-profit corporations, moving from paper-based filings to digital services and providing them with enhanced flexibility.

Businesses and not-for-profit corporations that are already registered, incorporated or licensed in Ontario will have a profile in the registry when it launches.

Profile details will be migrated from the previous registration system to the new Ontario Business Registry.

Here’s a few things to know, to help you prepare for the launch of the new system:

What you need to know about using the new registry

To access the profile of your existing business or not-for-profit corporation, you will need a company key.

A company key is a sequence of numbers, similar to a Personal Identification Number (PIN) that you use at a bank.

The company key is confidential and should only be shared with trusted representatives of a business or not-for-profit corporation, because it gives the key holder authority to change profile information and make filings. For example, a key holder may be the business owner, a director or an officer.

  • If you plan to continue working with an authorized service provider – ESC Corporate Services Ltd. or ecore by Dye & Durham Corporation – when the new registry launches, you will not need to provide them with your company key.
  • If an intermediary, like a law office or accounting firm, makes filings on behalf of your business or not-for-profit corporation, you will need to provide them with your company key.

Getting a company key

We will share more details on how to get your company key as we get closer to the October launch date.

To ensure that the most up-to-date information is migrated into the new system, businesses and not-for-profit corporations are encouraged to keep their information up to date in the current system.

Who can use the new Ontario Business Registry

Ontario businesses and not-for-profit corporations that wish to self-serve directly with government, will be able to use the registry to quickly and efficiently complete business registrations, filings, and other important transactions online, 24/7.

Authorized service providers can also be engaged by businesses or their intermediaries for registry services and products.

Mail-in and service provider options remain available to intermediaries to complete filings on behalf of organizations. Qualified intermediaries may also file by email on behalf of organizations.
Qualified intermediaries are:

  • Lawyers and paralegals governed by the Law Society of Ontario
  • Chartered Professional Accountants governed by the Chartered Professional Accountants of Ontario
  • Law clerks filing under the direction and guidance of a lawyer governed by the Law Society of Ontario
  • Members of the Ontario Association of Professional Searches of Records (OAPSOR) who regularly file with the Ministry on behalf of corporations and other entities, law firms and accounting firms

Engagement with intermediaries such as legal professionals, accountants, and search firms to gather information to support future alignment and their use of the Ontario Business Registry will begin in September 2021.

Future system updates will address direct access for intermediaries.

Service Counters

As the registry will reduce our reliance on paper-based, manual processes by moving to a digital platform, effective October 18th, six service counters across the province will no longer endorse articles submitted under the Business Corporations Act, and the ServiceOntario counter at 375 University Avenue in Toronto will close.

In cases where qualified intermediaries require urgent processing of documents there will be an option in certain circumstances to visit the ServiceOntario counter at 375 University Avenue, by appointment only.

Service Notice

On October 18, 2021, current business registry services and transactions will be paused as migration work is completed on the new Ontario Business Registry. We encourage all businesses and not-for-profit corporations to plan around this date accordingly.

To help ensure that business registrations, filings, and other important requests submitted by mail are processed before October 18, 2021, we encourage all businesses and not-for-profit corporations to submit their documents prior to September 17, 2021.  Documents that are not reviewed and data entered into the Ontario Business Information System (ONBIS) before October 18, 2021 will be returned for resubmission using the new Ontario Business Registry or by mail or email (if applicable) on new forms.

We will continue to provide updates on the registry as available.

 

 

Here is another document from the Ontario government:

 

NEWS RELEASE

Province Launches New Modern Ontario Business Registry

Online registry will provide simpler, faster, and better government services beginning in October

August 17, 2021
Ministry of Government and Consumer Services

TORONTO — Ontario is launching a new Ontario Business Registry on October 19, making it easier, simpler, and more affordable for millions of businesses and not-for-profit corporations to interact with the government. The new online registry will replace out-dated technology, providing people across the province with direct access to government services 24 hours a day, 365 days a year for the first time ever.

Businesses will now be able to complete over 90 transactions through the new online registry, including registering a new business and dissolving an existing one. Registrations or filings that were previously submitted by mail or fax, taking four to six weeks to complete, can now be done instantly through the online registry. When online transactions are completed, users will receive automatic email notices with electronic attachments instead of paper documents. The migration of annual return filings that were previously completed through the Canada Revenue Agency will be available through the Ontario Business Registry, allowing businesses to keep all their important filings in one place.

“Ontario’s businesses and not-for-profit corporations are overdue for a new business registry that meets the needs of our modern economy and rapidly expanding digital world,” said Ross Romano, Minister of Government and Consumer Services. “Our government’s new business registry will help ensure businesses can access the services they need quickly and efficiently in order to reduce their costs and allow them to focus their time and energy on rebuilding from the impacts of COVID-19.”

Along with the launch of the Ontario Business Registry, the Not-for-Profit Corporations Act, 2010 will come into force on October 19, which will provide a modern legislative framework for Ontario’s not-for-profit corporations. The legislation will significantly reduce the bureaucratic burden on not-for-profit corporations, moving from paper-based filings to digital services and providing them with enhanced flexibility. For the first time ever, Ontario not-for-profit corporations will be able to access an online government system for registrations and filings, saving them time and reducing duplication of paperwork. Features like pre-defined text will help users move along error-free and reduce legal costs.

“The new system will provide a modern, streamlined digital platform that saves business owners’ time by limiting the need for in-person interactions and cumbersome paperwork,” said Minister Romano. “Ontario’s businesses and not-for profit corporations will have immediate access to over 90 services, allowing them to focus more of their time on serving our communities.”

Quick Facts

  • Engagement with intermediaries such as legal professionals, accountants, and search firms to gather information to support future alignment and their use of the Ontario Business Registry will begin in September 2021.
  • Services that are currently provided by Dye & Durham Corporation and ESC Corporate Services Ltd. will continue to be offered when the Ontario Business Registry launches.
  • The Not-for-Profit Corporations Act, 2010 received Royal Assent on October 25, 2010 but cannot be brought into force until the Ontario Business Registry launches.

Quotes

“Our government is committed to doing what it takes to ensure businesses have the support they need to build back and grow, so they can create good jobs and prosperity for people and families all across Ontario. A modern business registry will help employers access the public services they need in a quick and efficient way, freeing them to focus on rebuilding, rehiring, and recovering stronger than ever.”

– Vic Fedeli
Minister of Economic Development, Job Creation and Trade

“We are pleased to see the Government of Ontario’s plan to move forward with how it delivers its services through the Ontario Business Registry in a way that is customer-centric and business-friendly. Modernizing the business registration process will make it more seamless and streamlined, helping business owners spend more time on scaling their business and less time on paperwork.”

– Rocco Rossi
President and CEO, Ontario Chamber of Commerce

“The Ontario Nonprofit Network is pleased to see the upcoming proclamation of the Not-for-Profit Corporations Act, 2010 and the implementation of the Ontario Business Registry. This Act is vital for the future of the nonprofit sector. The Ontario government and the nonprofit sector share a mutual objective to ensure nonprofits and charities can operate within a modern legal framework, for the benefit of all Ontarians. We look forward to seeing the Not-for-Profit Corporations Act, 2010 implemented and working with the Government of Ontario to streamline and improve processes through the registry.”

– Cathy Taylor
Executive Director, Ontario Nonprofit Network

Media Contacts

Jennifer Lipkus
Minister’s Office
Jennifer.Lipkus@ontario.ca

Praveen Senthinathan
Communications Branch
Praveen.Senthinathan@ontario.ca