In Ontario, the constituting documents for a not-for-profit corporation are typically referred to as the 'corporate documents' or 'organizational documents.'
The key documents required to establish an Ontario not-for-profit corporation include Articles of Incorporation and ByLaws.
- Articles of Incorporation: This is the primary document that establishes the corporation and sets out its basic information. It includes details such as the corporation's name, registered office address, purpose or objects, restrictions on activities, and any other relevant provisions. Note: For existing not-for-profit corporations previously governed under the Corporations Act, letters patent under the Corporations Act become articles of incorporation under ONCA.
- Bylaws: Bylaws are the internal rules and regulations that govern the corporation's operations and do not need to be filed with the government (expect for Charities which need to file their ByLaws with the CRA). They outline procedures for holding meetings, electing directors, appointing officers, and other administrative matters. They set out the rights and responsibilities of the members, directors and officers. They also set out the procedures for decision-making and provide further details about the corporation's structure.
You can upload a digital copy (must be a .pdf file) of your Articles of Incorporation (or Letters Patent if your corporation is older) and your current ByLaws in these two sections.