Federal non-profits incorporated under the Canada Not-for-profit Corporations Act must hold their annual general meeting (AGM) within 15 months of the previous AGM and no later than 6 months after the end of the previous fiscal year.
Given that there are physical distancing orders in place in various jurisdictions, including in Ontario where social gatherings of more than 5 people are currently prohibited, it may be difficult to hold a safe and legal AGM during the COVID-19 pandemic emergency.
Corporations Canada has issued guidance on how an AGM may be safely held during COVID – including reminding corporations of the rules around holding virtual (electronic) meetings and signing unanimous resolutions in lieu of holding a meeting.
There is also a new application form that federal non-profits may complete and submit to Corporations Canada requesting approval of a delay in the AGM. The form can be found here:
There is a deadline for submitting the application – at least 30 days before the AGM notice is required to be sent. Each application is evaluated on its merits on a case-by-case basis.
Please contact either Kathy O’Brien (kobrien@ddohealthlaw.com) or Michael Gleeson (mgleeson@ddohealthlaw.com) for more information.