Using a cheque exchange to turn a donation of services into a gift that can be receipted
Here is a note from CRA on cheque exchanges for Canadian registered charities.
Policy Commentary
Release Date March 29, 2000
Reference Number CPC – 017
Subject Official donation receipts – Whether gifts of services qualify as charitable donations
Purpose
To clarify the Directorate’s policy regarding gifts of services. Commentary
1. The Income Tax Act currently permits a registered charity to issue official donation receipts for income tax purposes for donations that legally qualify as gifts.
2. Contributions of services, that is, of time, skills or efforts, are not property, and therefore they do not qualify as gifts for purposes of issuing official donation receipts. Accordingly, a charity cannot issue an official donation receipt for services rendered free of charge.
3. A charity may issue an official donation receipt if a person provides a service to the charity, the charity pays for the service, and the person then returns the payment to the charity as a gift. In such circumstances, two transactions have taken place, the first being the provision of a service and the payment flowing therefrom, and the second being a gift proper.
4. The parties should be advised to proceed by way of an exchange of cheques. This ensures the presence of an audit trail, as the donor must account for the taxable income that would be realized either as remuneration (in which case the charity may also be required to issue a T4 slip) or as business income.
5. A charity should not issue an official donation receipt to a service-provider in exchange of an invoice marked “paid”. While this procedure does establish an audit trail, it raises questions as to whether in fact any payment has been transferred from the charity to the service-provider which in turn is being gifted back to the charity.
References • Gifts and Official Donation Receipts, IT-110. • Income Tax Technical News, Issue 26.
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
At Northfield & Associates our expert teams guidance on compliance requirements. Our team understands Canadian law and can help ensure your organization follows proper procedures.
To discuss your specific circumstances and receive expert assistance throughout the reinstatement process with our experienced legal team.
READY FOR BETTER NONPROFIT REPORTING?
At Northfield & Associates, we have a team of professional bookkeepers and accountants to help your organization manage the books so that you can breeze through tax season.
We’re often asked by prospective clients what our Bookkeeping service. People want to know what specific tasks we do, and what their responsibility is. This brief explainer page will answer that question. This is by no means an exhaustive list, but covers the most frequently asked questions.
Getting Started
Review your existing books for needed corrections or back-work
Chart of accounts setup or amendment
Assistance with setting up bank feeds
Limited assistance* with setting up payroll (QBO or Gusto only)
Your books brought current and reconciled if needed
Ongoing Monthly Bookkeeping
After-the-fact transaction recording
Post to general ledger
Post to other ledgers (as needed)
Bank account reconciliation
Monthly financial statements
Other bookkeeping services, as required
Best-practice bookkeeping advice and counsel
Year End
Assistance with 1099-NEC preparation*
Assistance with 1099-MISC preparation*
Year-end financial statements and period-end closing
What We Don’t Do
Pay bills
We do not offer bill-pay services at this time, nor do we manage Accounts Payable (AP) or Accounts Receivable (AR).
Payroll tax responsibility
Our bookkeepers can assist you in setting up your initial payroll service in QBO or Gusto. We are not responsible for entering payroll hours/salary, accruing payroll taxes, nor the transmittal of payroll taxes to the IRS or the state. Your full-service payroll provider (QBO, Gusto, or whatever other service a client uses) will be the responsible party for payroll and payroll tax compliance.
*Payroll deductions and benefits
We provide assistance with setting up a payroll account in either Quickbooks Online or Gusto, including entry of employee data. We do not assist in state registrations, benefits, or advise on deductions. Those service areas are provided directly by either QBO or Gusto.
Preparation of W2s
Similar to the last item, your full-service payroll provider (QBO/Gusto) is responsible for preparation of Form W2 for employees.
Sales tax reporting
For those nonprofits that sell taxable goods and/or services, your bookkeeper will assist in accounting for sales taxes collected and transmitted, but we do not prepare state sales tax reports.
Donation recording
We do not provide individual donation data entry into your neither your donor CRM nor Quickbooks Online, nor do we prepare year-end donor acknowledgements.
Administrative tasks
We cannot provide administrative services unrelated to our bookkeeping function.
Attend board meetings
Due to the constraints of time and distance, we are unable to be present, physically nor virtually, at a meeting of a client’s board of directors.*May incur additional fee per 1099-NEC or 1099-MISC.
Let’s Collaborate & Make a Difference!
Partner with us to amplify your mission. Whether it’s Charity accounting, financial transparency, or strategic growth—we’re here to help you create meaningful impact. Let’s work together to build a better future!
In this evolving economic landscape, collaboration with our firm offers clients a strategic advantage. With Cambodia’s reform-driven investment environment and Canada’s expanding footprint in Southeast Asia, our team of experienced consultants and legal advisors provides tailored guidance to help businesses navigate cross-border opportunities. We focus in developing comprehensive legal strategies, structuring international partnerships, and ensuring compliance in emerging markets.
By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
Book a Consultation with Northfield & Associates
Your Trusted Partner in International Bilateral Relations
At Northfield & Associates are focus in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your free consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
We can help you start the application process and confirm eligibility requirements to participate.
We Offer Consultations & Meetings by Phone & Virtually. Affordable Fees.
BOOK A CONSULTATION TODAY
Contact Northfield & Associates today to schedule a consultation with an experienced Consultant.
Northfield & Associates is a Canadian consulting firm based in Toronto, Canada. Northfield & Associates specializes in all types of immigration matters, from spousal sponsorships to refugee board appeals. With over eight (8) years of experience and an excellent success rate, Northfield & Associates is recognized as one of Canada’s premier immigration consulting firm.
The purpose of the Free Assessment is to assess whether you are qualified to apply for permanent residence in Canada under the Family Sponsorship, Skilled Worker, or Business Class categories. Please choose which category you would like to be assessed under and complete all fields in the form. We will endeavor to complete your assessment and provide you with a reply within one business day. There is no charge for this service. All information provided will be kept strictly confidential. If our assessment indicates that you are qualified for immigration to Canada, we will contact you to provide further information about our services and fees. Start Your Immigration Application!
Northfield & Associates International Corporation is a global consulting firm serving private enterprises, public institutions, not-for-profit organizations, and institutional capital providers. Operating across Cambodia, Canada, and global markets, the firm supports capital deployment, regulatory navigation, and enterprise decision-making in complex economic and geopolitical environments. Northfield & Associates delivers customized, execution-focused advisory solutions that drive measurable transformation, strengthen competitiveness, and enhance long-term highest value opportunities. The firm incorporates consulting, legal, regulatory, financial, and risk expertise to enable disciplined capital allocation, strong governance, and operational resilience. Northfield & Associates upholds a culture of applied insight and innovation, supporting clients across digital transformation, growth strategy, and organizational capability building. The firm advises individual, leading global corporations, midsize enterprises, government agencies, and mission-driven organizations through long-term partnerships. Enterprise-wide risk management, professional ethics, and fiduciary standards are embedded across all operations. Northfield & Associates’ diverse, globally unified teams are committed to execution certainty and sustainable, risk-adjusted returns aligned with ESG and stakeholder objectives.
NORTHFIELD & ASSOCIATES in Canada
As a global consulting firm, Northfield & Associates helps clients with total transformation, driving complex change, enabling organizations to grow, and driving bottom-line impact.
Learn about our offices in Canada, read our latest thought leadership, and connect with our team.
This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the failure to finalize negotiations concerning the increase of the Loan or to close such transaction and the failure of the Company to complete the acquisition of the Company Facility; operating performance of facilities; environmental and safety risks; delays in obtaining or failure to obtain necessary permits and approvals from government authorities; unavailability of plant, equipment or labour; inability to retain key management and personnel; changes to regulations or policies affecting the Company’s activities; and the other risks disclosed under the heading “Risk Factors” and elsewhere in the Company’s amended annual information.
Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
Questions?
info@northfied.biz
Within Corporate Newsroom
Media Contact:
media@northfied.biz
Press contact
PR consultants press@northfied.biz
NOT LEGAL ADVICE. Information made available on this website in any form is for information purposes only. It is not, and should not be taken as, legal advice. You should not rely on, or take or fail to take any action based upon this information. Never disregard professional legal advice or delay in seeking legal advice because of something you have read on this website. Northfield & Associates professionals will be pleased to discuss resolutions to specific legal concerns you may have.
The Province of Ontario is known for an excellent education system which has achieved significantly and sustained gains in student outcomes and exemplary school systems. It is both a privilege and blessing to pursue education in Ontario.
At Northfield & Associates, our lawyer comes from a teaching background and is very knowledgeable of the education system and the policies required to be followed by education institutions. We understand the significance of access to education and tirelessly work to make sure that everyone has such privilege.
At Northfield & Associates, we assist with issues such as students’ rights (including special education students and students with learning disabilities); teachers’ rights; school safety; discrimination; conduct and discipline; special education; curriculum; and education options for different types of school.
For students who are facing serious issues such as suspension and/or expulsion, we assist the parents with the best legal solutions so that their child’s education and prospects are not negatively impacted. At Northfield & Associates, we understand the importance of social media and how technology can be used as a powerful weapon by bullies in schools. There are laws and regulations that protect students from bullying and harassment while holding the school liable for damages caused.
International Students
When it comes to international student, Northfield & Associates also assists with applications to get into schools, and university or college. We have Ontario certified teachers in our team who consult students about the schools and higher institutions of choice and assist with admission applications.
In this evolving economic landscape, collaboration with our firm offers clients a strategic advantage. With Cambodia’s reform-driven investment environment and Canada’s expanding footprint in Southeast Asia, our team of experienced consultants and legal advisors provides tailored guidance to help businesses navigate cross-border opportunities. We specialize in developing comprehensive legal strategies, structuring international partnerships, and ensuring compliance in emerging markets.
By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
Your Trusted Partner in International Bilateral Relations
At Northfield & Associates, we specialize in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
Northfield & Associates
Advancing Global Partnerships, Together.
Take the First Step Today
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
We can help you start the application process and confirm eligibility requirements to participate.
We Offer Consultations & Meetings by Phone & Virtually. Affordable Fees.
Book a Consultation Today
Contact Northfield & Associates today to schedule a consultation with an experienced Consultant.
Northfield & Associates International Corporation is a global strategic advisory and consulting firm partnering with private equity, sovereign, and institutional investors to deploy capital, manage regulatory, supporting senior leadership, boards, and capital providers across Cambodia, Canada, and international markets operating in complex regulatory, economic, and geopolitical environments, and drive enterprise value creation across complex global markets.
We advise boards, executives, entrepreneurs, and public-sector decision-makers on business strategy, institutional transformation, and high-stakes market challenges requiring disciplined judgment, capital efficiency, and execution certainty. Our work is concentrated across priority global sectors, including agribusiness, aviation and automotive, energy and natural resources, financial services, healthcare, infrastructure, real estate, immigration, education, and information technology.
Our platform integrates sector-specific intelligence with multidisciplinary advisory capabilities. Clients benefit from coordinated access to consulting, legal and regulatory counsel, financial management, risk assessment, real estate advisory, immigration, education, and technology expertise. This integrated model supports informed capital allocation, regulatory-compliant investment structuring, and execution-ready strategies designed to optimise returns, preserve downside protection, and enhance risk-adjusted performance.
Northfield combines consulting rigor with legal and regulatory judgment to support capital markets-aligned decision-making in complex, regulated, and rapidly evolving environments. We partner with private enterprises, institutional investors, family offices, and public-sector entities to structure, deploy, and manage capital effectively; strengthen governance; mitigate regulatory and geopolitical risk; and drive sustainable enterprise value creation.
Our engagements span strategy formulation, operational optimisation, organisational design, and change execution. We deliver measurable outcomes that improve financial performance, support disciplined growth, enhance valuation, and generate durable returns on investment for investors, shareholders, and institutional stakeholders. We operate with independence, precision, and accountability, aligned with long-term value creation and fiduciary standards.
Forward-Looking Information
This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the failure to finalize negotiations concerning the increase of the Loan or to close such transaction and the failure of the Company to complete the acquisition of the Company Facility; operating performance of facilities; environmental and safety risks; delays in obtaining or failure to obtain necessary permits and approvals from government authorities; unavailability of plant, equipment or labour; inability to retain key management and personnel; changes to regulations or policies affecting the Company’s activities; and the other risks disclosed under the heading “Risk Factors” and elsewhere in the Company’s amended annual information.
Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
Questions?
info@northfied.biz
Within Corporate Newsroom
Media Contact:
media@northfied.biz
Press contact
PR consultants press@northfied.biz
NOT LEGAL ADVICE. Information made available on this website in any form is for information purposes only. It is not, and should not be taken as, legal advice. You should not rely on, or take or fail to take any action based upon this information. Never disregard professional legal advice or delay in seeking legal advice because of something you have read on this website. Northfield & Associates professionals will be pleased to discuss resolutions to specific legal concerns you may have.
Before you make the multi-dollar move and decide to enter into a plea of guilt, it is wise to consider what you are getting yourself into. The stress and panic of how a criminal charge will impact you will impair your logic so it is best to get educated and consult Northfield & Associates prior to saying the long-awaited “I do”. We mean, “I do accept the guilt” or “I am guilty” of course. So read below and put a stop to that lingering “what if” in your head.
Depending on the nature of your charge, and the strong case the crown has against you, it may be wise to stop and consider the following:
1. You are accepting the alleged facts of the case and you are doing so voluntarily.
You have to be prepared that whatever has been alleged in the police synopsis, you have to agree and accept that that is the truth. If there is a even a simple word or action describing the events of the case that you do not agree with or feel uncomfortable accepting, then you are not prepared to enter the plea voluntarily. If you agree with all that is being said, then you are genuinely and voluntarily entering the plea.
2. No one has pressured or forced you to enter the plea.
If you feel under duress or pressure from your counsel or anyone else to enter the plea then you are not being fair to yourself first and then the justice system. You should never feel that you have ran out of choices when it comes to serious matters that can affect your reputation and future in the long run. At Northfield & Associates we make sure that clients are fully aware of the choices they have when it comes to their criminal matters.
3. Understand that although you own up to a criminal action you may end up with a criminal record.
The sentencing is at the Judge’s discretion. Although you may decide to enter an early plea, and the mitigating factors outweigh the aggravating factors of your matter, a judge can still decide to pass a sentence that could give you a criminal record. If there is a joint position on your sentencing between your counsel and the Crown, usually the judge will accept that position. However, there have been instances that judges have not agreed to the joint position offered by both crown and defense counsel and had sentenced the accused either harshly or given a more favourable position that what is being asked.
4. You have to understand that you have given up your right to trial and to have the Crown prove the charges against you beyond a reasonable doubt.
You are giving up your day in court. Your criminal matter’s outcome is ultimately in the Judge’s hands and you better hope that your counsel of record has incredible submissions and materials to prove that you should be sentenced lightly and that the Judge should take into consideration what is being presented before Him/Her. At Northfield & Associates we take guilty pleas very seriously. Before making the decision to enter a plea, we are careful to outline the weak and strong points of your criminal matter. In the event that you still choose to enter a plea, we make sure to have had enough pre-trial discussions with the Crown so that we can agree to a favourable position for your sentencing. If we do not agree with the Crown’s suggested position, then we prepare strong submissions and evidence to persuade the Judge to pass a sentence that is fair and reasonable given your circumstances. At Northfield & Associates we make sure that you understand and accept the guilty plea inquiry before deciding to enter it. With us on your side, you will never feel alone.
In this evolving economic landscape, collaboration with our firm offers clients a strategic advantage. With Cambodia’s reform-driven investment environment and Canada’s expanding footprint in Southeast Asia, our team of experienced consultants and legal advisors provides tailored guidance to help businesses navigate cross-border opportunities. We specialize in developing comprehensive legal strategies, structuring international partnerships, and ensuring compliance in emerging markets.
By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
Your Trusted Partner in International Bilateral Relations
At Northfield & Associates, we specialize in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
Northfield & Associates
Advancing Global Partnerships, Together.
Take the First Step Today
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
We can help you start the application process and confirm eligibility requirements to participate.
We Offer Consultations & Meetings by Phone & Virtually. Affordable Fees.
Book a Consultation Today
Contact Northfield & Associates today to schedule a consultation with an experienced Consultant.
Northfield & Associates International Corporation is a global strategic advisory and consulting firm partnering with private equity, sovereign, and institutional investors to deploy capital, manage regulatory, supporting senior leadership, boards, and capital providers across Cambodia, Canada, and international markets operating in complex regulatory, economic, and geopolitical environments, and drive enterprise value creation across complex global markets.
We advise boards, executives, entrepreneurs, and public-sector decision-makers on business strategy, institutional transformation, and high-stakes market challenges requiring disciplined judgment, capital efficiency, and execution certainty. Our work is concentrated across priority global sectors, including agribusiness, aviation and automotive, energy and natural resources, financial services, healthcare, infrastructure, real estate, immigration, education, and information technology.
Our platform integrates sector-specific intelligence with multidisciplinary advisory capabilities. Clients benefit from coordinated access to consulting, legal and regulatory counsel, financial management, risk assessment, real estate advisory, immigration, education, and technology expertise. This integrated model supports informed capital allocation, regulatory-compliant investment structuring, and execution-ready strategies designed to optimise returns, preserve downside protection, and enhance risk-adjusted performance.
Northfield combines consulting rigor with legal and regulatory judgment to support capital markets-aligned decision-making in complex, regulated, and rapidly evolving environments. We partner with private enterprises, institutional investors, family offices, and public-sector entities to structure, deploy, and manage capital effectively; strengthen governance; mitigate regulatory and geopolitical risk; and drive sustainable enterprise value creation.
Our engagements span strategy formulation, operational optimisation, organisational design, and change execution. We deliver measurable outcomes that improve financial performance, support disciplined growth, enhance valuation, and generate durable returns on investment for investors, shareholders, and institutional stakeholders. We operate with independence, precision, and accountability, aligned with long-term value creation and fiduciary standards.
Forward-Looking Information
This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the failure to finalize negotiations concerning the increase of the Loan or to close such transaction and the failure of the Company to complete the acquisition of the Company Facility; operating performance of facilities; environmental and safety risks; delays in obtaining or failure to obtain necessary permits and approvals from government authorities; unavailability of plant, equipment or labour; inability to retain key management and personnel; changes to regulations or policies affecting the Company’s activities; and the other risks disclosed under the heading “Risk Factors” and elsewhere in the Company’s amended annual information.
Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
Questions?
info@northfied.biz
Within Corporate Newsroom
Media Contact:
media@northfied.biz
Press contact
PR consultants press@northfied.biz
NOT LEGAL ADVICE. Information made available on this website in any form is for information purposes only. It is not, and should not be taken as, legal advice. You should not rely on, or take or fail to take any action based upon this information. Never disregard professional legal advice or delay in seeking legal advice because of something you have read on this website. Northfield & Associates professionals will be pleased to discuss resolutions to specific legal concerns you may have.
Compared to equivalent degrees in other Commonwealth countries or in the US, Canadian degrees, diplomas and certificates are considered to be internationally equal to their counterparts. The opportunities and degree programs in Canada are boundless. Canadians take their education seriously, demonstrated by their universities commitment to campuses and student life. While the quality of education rivals that of the US and UK, the Canadian standard of living is superior, while tuition costs and living costs are significantly lower.
Innovative Universities
Canadian universities have a long history and reputation for high academic performance and high graduate employability rate. University programs across the country are engaged in intriguing experiments and projects based on innovation and forward thinking. This research has led to interesting new theories and distinguished discoveries. Regardless of the institution you decide it, there is no doubt that a Canadian education is world-class.
Canada should be YOUR next destination
Universities, as well as individual communities, are committed to the highest standards of safety and health, across Canada. Canada is a friendly and safe country, consistently being ranked in the top 10 by the Global Peace Index (past 7 years). Canadian universities place the safety of their students as a top priority, running various community safety groups, safety walkers at night and providing top mental health aid for students.
Rich Multiculturalism
While studying in Canada will allow students to see a different part of the world and explore different Canadian customs, students will also have the unique opportunity to explore a wide array of different cultures and customs that they might not otherwise have if they study in the US or UK. Canada has had a wonderful history of encouraging multiculturalism and diversity, resulting in an environment where nearly all of the world’s ethnic groups are represented. You are free to be whoever you want to be.
Bilingual Environment
While the education a top notch, Canada is also a bilingual country, which makes studying here an excellent opportunity to develop your French or English language skills.
Diverse Country
An important aspect to remember while studying, especially while abroad, is that there is more to life than just studying and a life outside of campus waiting for you to explore. From the lush coastline of British Columbia, the majestic Rocky Mountains of Alberta, the prairies and Great Lakes, there is always a part of Canada waiting for you to explore it.
Possibility of Immigrating
After your studies, you may find that you liked Canada more than you expected to and want to stay in the country longer. For applicants who have graduated with a degree and one-year work experience, the “Canadian Experience Class” or the Postgraduate Work Permit makes it easy to do just that.
Career Opportunities
You may find that at the end of your studies, you want to stay in Canada longer. You will finish your program with a new perspective on culture, a great education and a willingness to learn. With a new set of skills that is highly attractive to future employers and a job market always looking for skilled workers, there are always opportunities for students to utilize their unique skill set in a unique work environment.
In this evolving economic landscape, collaboration with our firm offers clients a strategic advantage. With Cambodia’s reform-driven investment environment and Canada’s expanding footprint in Southeast Asia, our team of experienced consultants and legal advisors provides tailored guidance to help businesses navigate cross-border opportunities. We focus in developing comprehensive legal strategies, structuring international partnerships, and ensuring compliance in emerging markets.
By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
Your Trusted Partner in International Bilateral Relations
At Northfield & Associates are focus in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
Northfield & Associates
Advancing Global Partnerships, Together.
Take the First Step Today
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
We can help you start the application process and confirm eligibility requirements to participate.
We Offer Consultations & Meetings by Phone & Virtually. Affordable Fees.
Book a Consultation Today
Contact Northfield & Associates today to schedule a consultation with an experienced Consultant.
Northfield & Associates International Corporation is a global consulting firm serving private enterprises, public institutions, not-for-profit organizations, and institutional capital providers. Operating across Cambodia, Canada, and global markets, the firm supports capital deployment, regulatory navigation, and enterprise decision-making in complex economic and geopolitical environments. Northfield & Associates delivers customized, execution-focused advisory solutions that drive measurable transformation, strengthen competitiveness, and enhance long-term highest value opportunities. The firm incorporates consulting, legal, regulatory, financial, and risk expertise to enable disciplined capital allocation, strong governance, and operational resilience. Northfield & Associates upholds a culture of applied insight and innovation, supporting clients across digital transformation, growth strategy, and organizational capability building. The firm advises individual, leading global corporations, midsize enterprises, government agencies, and mission-driven organizations through long-term partnerships. Enterprise-wide risk management, professional ethics, and fiduciary standards are embedded across all operations. Northfield & Associates’ diverse, globally unified teams are committed to execution certainty and sustainable, risk-adjusted returns aligned with ESG and stakeholder objectives.
Forward-Looking Information
This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the failure to finalize negotiations concerning the increase of the Loan or to close such transaction and the failure of the Company to complete the acquisition of the Company Facility; operating performance of facilities; environmental and safety risks; delays in obtaining or failure to obtain necessary permits and approvals from government authorities; unavailability of plant, equipment or labour; inability to retain key management and personnel; changes to regulations or policies affecting the Company’s activities; and the other risks disclosed under the heading “Risk Factors” and elsewhere in the Company’s amended annual information.
Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
Questions?
info@northfied.biz
Within Corporate Newsroom
Media Contact:
media@northfied.biz
Press contact
PR consultants press@northfied.biz
NOT LEGAL ADVICE. Information made available on this website in any form is for information purposes only. It is not, and should not be taken as, legal advice. You should not rely on, or take or fail to take any action based upon this information. Never disregard professional legal advice or delay in seeking legal advice because of something you have read on this website. Northfield & Associates professionals will be pleased to discuss resolutions to specific legal concerns you may have.
What Are the Requirements for Registering a Not-for-Profit Business Name in Canada?
In Canada, when starting a not-for-profit organization, one of the critical steps is registering the organization’s name. This process ensures that the name is both unique and legally compliant. Whether you’re operating at the federal or provincial level, business name registration can be complex, and it’s crucial to understand the rules and guidelines to avoid delays or legal issues. This article will cover everything you need to know about registering a not-for-profit name in Canada.
Why Is Business Name Registration Important for Not-for-Profits?
Registering your not-for-profit’s name is essential for several reasons:
Legal Protection: Registration helps protect your organization from potential name conflicts. By securing a unique name, other businesses or organizations cannot use the same name, reducing confusion.
Brand Identity: Your organization’s name is part of its brand. A clear, registered name ensures that the public can easily recognize and trust your organization.
Compliance with Regulations: Both federal and provincial governments require not-for-profits to register their names as part of the incorporation process.
Key Considerations in Choosing a Name
Before registering your not-for-profit’s name, there are a few things to consider:
Uniqueness: The name must be distinctive and not identical to any other registered business in your jurisdiction. This includes variations that sound the same but are spelled differently.
Legal Restrictions: Your chosen name must comply with federal and provincial regulations. Some words, such as “bank,” “trust,” or “insurance,” may require additional approval.
No Misleading Terms: The name should not be misleading or suggest an affiliation with government bodies unless authorized.
Bilingual Requirements: In some provinces, especially in bilingual regions like Quebec, you may need to ensure the name works in both English and French.
The Process of Registering a Not-for-Profit Name in Canada
The steps to register a not-for-profit business name differ slightly depending on whether you’re registering federally or provincially. Below are the general processes for both:
Federal Registration
If you plan to operate your not-for-profit across Canada, federal registration is recommended. Here’s how to register your name federally:
Search the NUANS Database: Before registering, conduct a search on the NUANS (Newly Upgraded Automated Name Search) database. This ensures your proposed name is unique.
Apply for Name Approval: After confirming the name’s availability, submit a name approval request to Corporations Canada.
Filing for Incorporation: Once the name is approved, file your incorporation documents, including your name, bylaws, and board of directors’ information.
Final Registration: Once all documents are approved, Corporations Canada will issue a certificate of incorporation, officially registering your not-for-profit.
Provincial Registration
If your not-for-profit operates only within one province, you’ll need to register your name provincially. Here’s the general process:
Business Name Search: Each province has its database for business name searches. Check this to ensure your name isn’t already in use.
Filing Incorporation Documents: Similar to federal incorporation, you must submit documents outlining your organization’s structure, including its name, purpose, and governance.
After successfully registering your not-for-profit’s name, there are a few additional steps to take:
Register for Taxes: Depending on the nature of your organization, you may need to register for a Business Number (BN) and file for tax exemptions.
Trademark Protection: While registering a business name protects it from being used by others in your jurisdiction, it may be worth trademarking your name to offer broader protection across Canada.
Maintain Compliance: Not-for-profits are required to file annual returns and ensure that their records are up-to-date. Any changes to the organization’s name, directors, or structure must be reported.
Real-Life Example of Name Registration
Let’s consider a real-life scenario to illustrate the process. Imagine a group of volunteers forming a not-for-profit organization called “Hopeful Hearts Ontario,” which will offer mental health services to teenagers in Ontario.
Step 1: They conduct a name search through Ontario’s business registry to ensure “Hopeful Hearts Ontario” is available.
Step 2: The group submits an application for name approval, which is granted after confirming that there are no conflicts.
Step 3: After receiving approval, the volunteers complete and submit the necessary incorporation documents.
Step 4: Once the documents are processed, “Hopeful Hearts Ontario” receives a certificate of incorporation, and the group can officially operate under that name.
Common Mistakes to Avoid During Registration
While registering a not-for-profit name might seem straightforward, several common mistakes can cause issues:
Skipping the Name Search: Failing to search for existing names can result in delays if your chosen name has already been taken.
Not Considering Trademarks: Registering a business name doesn’t automatically grant trademark rights. If you want exclusive rights across the country, consider trademarking your name.
Ignoring Provincial Rules: Each province has unique regulations regarding not-for-profit names. Ensure you comply with both federal and provincial rules, especially if you’re operating locally.
Registering a not-for-profit’s business name in Canada is an essential step in setting up a legal, recognizable organization. Whether operating provincially or federally, ensure you follow the appropriate steps for name searches, approvals, and incorporation. By doing so, you’ll protect your organization’s identity and avoid legal issues in the future.
Understanding Not-for-Profit Business Names in Canada
Not-for-profit organizations operate as separate legal entities under the Canada Not-for-profit Corporations Act. Their naming requirements differ from regular businesses and registered charities.
These organizations serve purposes beyond making a profit and have distinct legal status and operational rules.
Key Characteristics of Not-for-Profits
Not-for-profit corporations are independent legal entities, separate from their members and directors. They operate under the Canada Not-for-profit Corporations Actat the federal level.
They cannot distribute profits to members or directors. Any surplus funds must stay within the organization to support its purposes.
Not-for-profits can engage in activities such as:
Community services
Arts and culture promotion
Educational programs
Sports and recreation
Professional associations
Legal structure requires a board of directors and formal governance processes. We must maintain proper records and file annual returns with the federal government.
Naming requirements often include terms like “Association,” “Centre,” “Foundation,” “Institute,” or “Society” for numbered names.
Differences Between Not-for-Profits and Charities
Not all not-for-profits qualify as registered charities under Canadian tax law. Charitable status requires approval from the Canada Revenue Agency and limits activities to charitable purposes only.
Registered charities can issue tax receipts for donations, while not-for-profits without charitable status cannot.
Purpose restrictions differ. Charities must focus on specific purposes such as relief of poverty or advancement of education.
Not-for-profits have broader flexibility and can engage in advocacy, political activities, and member services that charities cannot.
Tax treatment also varies. Charities receive automatic tax exemptions, while not-for-profits may pay taxes on some income.
Common Types of Not-for-Profit Organizations
Professional associations represent trades or professions, such as medical associations and legal societies.
Community service organizations address local needs through food banks, housing services, and social programs.
Sports and recreation clubs organize athletic and recreational activities, promoting healthy lifestyles and community engagement.
Educational institutions include private schools, training centres, and research organizations outside the public system.
Religious organizations serve spiritual communities and may operate as not-for-profits for governance purposes.
Steps to Register a Not-for-Profit Business Name
The registration process has three main steps: searching for name availability, requesting approval, and preparing the necessary documents. Each step needs careful attention to ensure your organization meets legal requirements.
Conducting a Name Search
Start by checking if your chosen name is available and unique. This prevents conflicts with existing organizations and saves time.
For federal registration, use the NUANS database to search all registered business names in Canada. Make sure your name doesn’t match or closely resemble any existing corporations.
For provincial registration, search the province’s business registry. Each province, like Ontario or British Columbia, has its own database.
Key search criteria include:
Exact name matches
Similar sounding names
Names with different spellings but the same pronunciation
Names in both official languages where required
Prepare backup names in case your first choice is unavailable. This speeds up the process.
Submitting a Name Approval Request
After confirming your name is available, submit a formal approval request to the relevant authority. Federal corporations apply through Corporations Canada, while provincial ones use their provincial registry.
The application includes your proposed name and a brief description of your organization’s purpose. Pay the required fee, which varies by jurisdiction.
Processing times differ. Federal requests often take 2-4 weeks, while provincial applications may be faster or slower.
You will receive either approval or rejection. If rejected, you can appeal or choose a different name.
Document Preparation and Filing
After name approval, prepare your articles of incorporation and supporting documents. These articles establish your corporation and include your approved name, purpose, and structure.
You must designate a registered office address in Canada. This address serves as your official mailing address for legal documents and government correspondence.
Required documents typically include:
Articles of incorporation
Initial directors list
Registered office address
Organizational bylaws
File these documents with the incorporating authority and pay the filing fee. Federal incorporation goes through Corporations Canada, while provincial incorporation uses the provincial registry.
Once approved, you receive a certificate of incorporation. You can then hold your organizational meeting to elect officers and adopt bylaws.
Key Legislation and Regulatory Bodies
Three main laws and government bodies control not-for-profit name registration in Canada. The Canada Not-for-profit Corporations Act sets the basic rules, and the Income Tax Act affects tax status and naming requirements.
This Act sets the rules for creating and running federal not-for-profit corporations. It covers how you must choose and register your organization’s name.
Key naming requirements under the Act include:
Names must be unique and not conflict with existing corporations
Names cannot mislead people about what the organization does
Names cannot suggest government connections without approval
Certain restricted words like “bank” or “insurance” need special permission
The Act requires you to search the NUANS database before applying for name approval. This database shows all registered business names in Canada.
You must also follow specific naming formats. Federal not-for-profit names often end with words like “Corporation,” “Corp.,” “Incorporated,” or “Inc.”
Income Tax Act Implications
The Income Tax Act affects your naming choices if you want charitable status. This law sets rules for organizations that want to be registered charities.
Charitable organizations must have names that clearly show their charitable purpose. Names cannot mislead people about the organization’s activities or goals.
The Act requires charitable names to:
Reflect the organization’s actual charitable work
Avoid commercial-sounding terms that suggest profit-making
Not imply government endorsement without authorization
If you plan to register as a charity, consider these naming rules early. Changing a registered name later costs money and takes time.
The Canada Revenue Agency reviews charitable applications under this Act. They can reject applications if names don’t meet their standards.
Role of Corporations Canada
Corporations Canada is the federal government office that handles not-for-profit incorporation. Submit all federal name registration applications through this office.
This office reviews proposed names and approves or rejects them. They check names against their database and federal naming rules.
Corporations Canada’s main duties include:
Processing name approval requests
Maintaining the corporate registry database
Issuing certificates of incorporation
Handling annual filing requirements
The office provides online tools for name searches and applications. Most name approvals take several business days to process.
You can appeal Corporations Canada’s decisions if they reject your proposed name. The office also handles name changes for existing corporations.
Tax Registration and Charitable Status
Not-for-profit organizations must register with the Canada Revenue Agency to operate legally. Organizations that want to issue tax receipts for donations need charitable registration and must meet ongoing requirements.
Requirement for Tax Registration with CRA
All not-for-profit organizations must register with the Canada Revenue Agency for tax purposes.
This registration is separate from charitable status and applies to all organizations, regardless of their charitable goals.
We need to complete basic tax registration even if our organization doesn’t plan to seek charitable status.
The CRA requires this registration to track organizational activities and ensure compliance with tax laws.
Key registration requirements include:
Legal incorporation documents
Organizational governing documents
Description of planned activities
Financial information and projected budgets
The registration process usually takes several weeks.
We must provide accurate information about our organization’s structure, leadership, and intended operations.
Organizations that do not register properly may face penalties or legal issues.
The CRA uses this information to determine our tax obligations and eligibility for various programs.
Obtaining Charitable Registration
Charitable registration allows organizations to issue official donation receipts and receive certain tax benefits.
This process is more complex than basic tax registration and requires meeting strict requirements.
We must show that our organization meets specific criteria under the Income Tax Act.
Our purposes must be exclusively charitable and fit into one of four categories: relief of poverty, advancement of education, advancement of religion, or other purposes beneficial to the community.
Main requirements for charitable registration:
All purposes must be charitable at law
Activities must further charitable purposes
Organization must provide public benefit
Proper governance structure must exist
Compliance with anti-terrorism legislation
The application process now uses an online form through the My Business Account portal.
We need to submit detailed information about our activities, beneficiaries, and organizational structure.
Required documentation includes:
Governing documents (articles and bylaws)
Detailed activity descriptions
Financial projections
Board member information
The CRA review process can take 6-12 months or longer for complex applications.
Issuance of Official Donation Receipts
Only registered charities can issue official donation receipts that donors can use for tax deductions.
This privilege comes with strict rules and responsibilities that we must follow carefully.
We must issue receipts that meet specific CRA requirements.
Receipts must include our registration number, donor details, and donation amount.
Mandatory receipt information:
Charity’s registered name and address
Charity registration number
Receipt serial number
Date of donation and receipt issuance
Donor’s name and address
Donation amount
We can only issue receipts for eligible donations.
Payments for goods or services, membership fees, or other non-gift transactions generally do not qualify for receipts.
The CRA regularly audits donation receipt practices.
Organizations that do not follow proper procedures may lose their charitable status or face penalties.
We must keep detailed records of all donations and receipts issued.
These records must be available for CRA review and maintained for specific time periods as required by law.
Accessing Funding and Financial Assistance
Not-for-profit organizations in Canada can access various government grants and financial assistance programs after completing business name registration.
We need to understand the eligibility requirements and application processes to secure funding for our newly registered organizations.
Eligibility for Government Grants
Government grants are available to registered not-for-profit organizations that meet specific criteria.
We must show that our organization serves a public purpose and operates for charitable, educational, or community benefit.
Federal eligibility requirements typically include:
Valid incorporation under federal or provincial legislation
Charitable registration status (for certain programs)
Clear mission statement aligned with government priorities
Financial accountability measures in place
Provincial programs often have additional requirements.
We need to show our organization addresses community needs in areas like health, education, social services, or environmental protection.
Many grants require us to have operated for a minimum period.
Some programs accept new organizations, while others require at least one year of operational history.
Applying for Government Funding
The application process varies by funding program and government level.
We should start by researching available opportunities through official government websites and funding databases.
Key application components include:
Detailed project proposals
Organization financial statements
Board member information
Community impact assessments
Budget breakdowns and timelines
Federal applications often go through Corporations Canada or specific department portals.
Provincial applications use dedicated funding platforms like Transfer Payment Ontario.
We must submit applications before posted deadlines.
Review periods can take several months, so we should plan accordingly.
Supporting documents must be current and properly formatted.
Incomplete applications are usually rejected without review.
Financial Assistance for Newly Registered Not-for-Profits
New organizations have access to startup funding and capacity-building programs designed for emerging not-for-profits.
These programs help newly registered organizations establish operations.
Common assistance types include:
Startup grants for operational costs
Capacity-building funding for staff training
Equipment and technology grants
Professional development support
We can access loans and credit facilities designed for not-for-profit organizations.
These often have better terms than commercial lending options.
Many provinces offer mentorship programs paired with financial assistance.
These help us develop governance structures and financial management systems.
Community foundations and United Way chapters also provide funding for new organizations.
We should explore both government and private funding sources to maximize our opportunities.
Conclusion
Registering a not-for-profit business name in Canada requires careful planning and attention to detail.
The process involves conducting thorough name searches, ensuring compliance with federal and provincial regulations, and completing the right incorporation documents.
Each step is important for protecting your organization’s identity and legal standing.
From choosing a unique name to filing the necessary paperwork, following the correct procedures helps avoid delays and legal issues.
Ready to register your not-for-profit organization?
Contact Northfield & Associates for expert guidance through the registration process.
Our experienced team can help ensure your organization meets all legal requirements and gets started on the right path.
Registration costs vary by province and level of incorporation.
Processing times depend on whether you file federally or provincially, with most applications taking several weeks.
How much does it cost to register a nonprofit organization in Canada?
Federal incorporation costs $200 online or $250 on paper. Provincial fees vary: Ontario charges $155 online, BC charges $100 online. Additional costs include name searches ($20-$30) and optional legal help ($500-$2,000).
How long does it take to register a non-profit in Canada?
Federal incorporation takes 10-15 business days, while provincial times vary. Ontario takes 15-20 days, BC takes 5-10 days for online submissions. Name approval adds 3-5 days.
What qualifies as a non-profit in Canada?
Organizations must operate exclusively for non-profit purposes with no personal benefit to members. They must serve public benefit while being allowed to employ staff and generate revenue supporting their mission.
What is a dba business name?
DBA means “doing business as” – a trade name different from your legal corporate name. In Canada, these business names are used for marketing while maintaining one legal identity.
How do you copyright a business name in Canada?
Business names cannot be copyrighted. Use trademark registration instead, which costs $330 per category, takes 12-18 months, and provides broader protection.
What are the four categories of Canadian nonprofits?
The four categories are charitable organizations (can issue tax receipts), public foundations (multiple funding sources), private foundations (family/corporate funded with stricter rules), and other nonprofits (clubs and associations that are tax-exempt).
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
At Northfield & Associates our expert teams guidance on compliance requirements. Our team understands Canadian law and can help ensure your organization follows proper procedures.
To discuss your specific circumstances and receive expert assistance throughout the reinstatement process with our experienced legal team.
READY FOR BETTER NONPROFIT REPORTING?
At Northfield & Associates, we have a team of professional bookkeepers and accountants to help your organization manage the books so that you can breeze through tax season.
We’re often asked by prospective clients what our Bookkeeping service. People want to know what specific tasks we do, and what their responsibility is. This brief explainer page will answer that question. This is by no means an exhaustive list, but covers the most frequently asked questions.
Getting Started
Review your existing books for needed corrections or back-work
Chart of accounts setup or amendment
Assistance with setting up bank feeds
Limited assistance* with setting up payroll (QBO or Gusto only)
Your books brought current and reconciled if needed
Ongoing Monthly Bookkeeping
After-the-fact transaction recording
Post to general ledger
Post to other ledgers (as needed)
Bank account reconciliation
Monthly financial statements
Other bookkeeping services, as required
Best-practice bookkeeping advice and counsel
Year End
Assistance with 1099-NEC preparation*
Assistance with 1099-MISC preparation*
Year-end financial statements and period-end closing
What We Don’t Do
Pay bills
We do not offer bill-pay services at this time, nor do we manage Accounts Payable (AP) or Accounts Receivable (AR).
Payroll tax responsibility
Our bookkeepers can assist you in setting up your initial payroll service in QBO or Gusto. We are not responsible for entering payroll hours/salary, accruing payroll taxes, nor the transmittal of payroll taxes to the IRS or the state. Your full-service payroll provider (QBO, Gusto, or whatever other service a client uses) will be the responsible party for payroll and payroll tax compliance.
*Payroll deductions and benefits
We provide assistance with setting up a payroll account in either Quickbooks Online or Gusto, including entry of employee data. We do not assist in state registrations, benefits, or advise on deductions. Those service areas are provided directly by either QBO or Gusto.
Preparation of W2s
Similar to the last item, your full-service payroll provider (QBO/Gusto) is responsible for preparation of Form W2 for employees.
Sales tax reporting
For those nonprofits that sell taxable goods and/or services, your bookkeeper will assist in accounting for sales taxes collected and transmitted, but we do not prepare state sales tax reports.
Donation recording
We do not provide individual donation data entry into your neither your donor CRM nor Quickbooks Online, nor do we prepare year-end donor acknowledgements.
Administrative tasks
We cannot provide administrative services unrelated to our bookkeeping function.
Attend board meetings
Due to the constraints of time and distance, we are unable to be present, physically nor virtually, at a meeting of a client’s board of directors.*May incur additional fee per 1099-NEC or 1099-MISC.
Let’s Collaborate & Make a Difference!
Partner with us to amplify your mission. Whether it’s Charity accounting, financial transparency, or strategic growth—we’re here to help you create meaningful impact. Let’s work together to build a better future!
In this evolving economic landscape, collaboration with our firm offers clients a strategic advantage. With Cambodia’s reform-driven investment environment and Canada’s expanding footprint in Southeast Asia, our team of experienced consultants and legal advisors provides tailored guidance to help businesses navigate cross-border opportunities. We focus in developing comprehensive legal strategies, structuring international partnerships, and ensuring compliance in emerging markets.
By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
Book a Consultation with Northfield & Associates
Your Trusted Partner in International Bilateral Relations
At Northfield & Associates are focus in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your free consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
We can help you start the application process and confirm eligibility requirements to participate.
We Offer Consultations & Meetings by Phone & Virtually. Affordable Fees.
BOOK A CONSULTATION TODAY
Contact Northfield & Associates today to schedule a consultation with an experienced Consultant.
Northfield & Associates is a Canadian consulting firm based in Toronto, Canada. Northfield & Associates specializes in all types of immigration matters, from spousal sponsorships to refugee board appeals. With over eight (8) years of experience and an excellent success rate, Northfield & Associates is recognized as one of Canada’s premier immigration consulting firm.
The purpose of the Free Assessment is to assess whether you are qualified to apply for permanent residence in Canada under the Family Sponsorship, Skilled Worker, or Business Class categories. Please choose which category you would like to be assessed under and complete all fields in the form. We will endeavor to complete your assessment and provide you with a reply within one business day. There is no charge for this service. All information provided will be kept strictly confidential. If our assessment indicates that you are qualified for immigration to Canada, we will contact you to provide further information about our services and fees. Start Your Immigration Application!
Northfield & Associates International Corporation is a global consulting firm serving private enterprises, public institutions, not-for-profit organizations, and institutional capital providers. Operating across Cambodia, Canada, and global markets, the firm supports capital deployment, regulatory navigation, and enterprise decision-making in complex economic and geopolitical environments. Northfield & Associates delivers customized, execution-focused advisory solutions that drive measurable transformation, strengthen competitiveness, and enhance long-term highest value opportunities. The firm incorporates consulting, legal, regulatory, financial, and risk expertise to enable disciplined capital allocation, strong governance, and operational resilience. Northfield & Associates upholds a culture of applied insight and innovation, supporting clients across digital transformation, growth strategy, and organizational capability building. The firm advises individual, leading global corporations, midsize enterprises, government agencies, and mission-driven organizations through long-term partnerships. Enterprise-wide risk management, professional ethics, and fiduciary standards are embedded across all operations. Northfield & Associates’ diverse, globally unified teams are committed to execution certainty and sustainable, risk-adjusted returns aligned with ESG and stakeholder objectives.
NORTHFIELD & ASSOCIATES in Canada
As a global consulting firm, Northfield & Associates helps clients with total transformation, driving complex change, enabling organizations to grow, and driving bottom-line impact.
Learn about our offices in Canada, read our latest thought leadership, and connect with our team.
This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the failure to finalize negotiations concerning the increase of the Loan or to close such transaction and the failure of the Company to complete the acquisition of the Company Facility; operating performance of facilities; environmental and safety risks; delays in obtaining or failure to obtain necessary permits and approvals from government authorities; unavailability of plant, equipment or labour; inability to retain key management and personnel; changes to regulations or policies affecting the Company’s activities; and the other risks disclosed under the heading “Risk Factors” and elsewhere in the Company’s amended annual information.
Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
Questions?
info@northfied.biz
Within Corporate Newsroom
Media Contact:
media@northfied.biz
Press contact
PR Secretary press@northfied.biz
NOT LEGAL ADVICE. Information made available on this website in any form is for information purposes only. It is not, and should not be taken as, legal advice. You should not rely on, or take or fail to take any action based upon this information. Never disregard professional legal advice or delay in seeking legal advice because of something you have read on this website. Northfield & Associates professionals will be pleased to discuss resolutions to specific legal concerns you may have.
What Is ONCA and How Does It Affect Ontario Nonprofits and Charities?
If you run a nonprofit or charity in Ontario, you’ve probably heard of ONCA. But what exactly is it, and what does it mean for your organization?
In this blog post, we’ll explain:
What does ONCA stand for
What it means for nonprofits and charities
The difference between ONCA and CNCA
What has changed under ONCA
What to do if you missed the October 2024 compliance deadline
What Does ONCA Mean?
ONCA stands for the Ontario Not-for-Profit Corporations Act. It’s the law that governs most nonprofit organizations and charities incorporated in Ontario.
ONCA came into effect on October 19, 2021. Before that, nonprofits in Ontario were governed by an outdated law from the 1950s. ONCA was created to modernize the rules, make things clearer, and give nonprofits more flexibility.
What Is the Purpose of ONCA?
The goal of ONCA is to:
Give members stronger rights
Make it easier to incorporate a nonprofit
Provide clear rules for governance
Allow certain nonprofits to skip full audits and use a review engagement instead
Clarify when nonprofits can make money from business activities
Does ONCA Apply to Your Organization?
ONCA only applies to nonprofits and charities that are incorporated in Ontario.
Some nonprofits are considering moving from ONCA to CNCA if they operate across provinces or prefer the federal rules. This process is called “continuance.”
What Changed Under ONCA?
ONCA introduced several new rules. If your organization is incorporated in Ontario, these changes apply to you:
Clear membership structures must be stated in your Articles
Electronic and proxy voting are now allowed
Member proposals at meetings are permitted
Employees can serve as directors
Directors don’t have to be members
Default rules for quorum and voting at meetings
New rules for Public Benefit Corporations
Flexible financial reporting (you may not need a full audit, and audit threshold requirements are significnicanly higher)
Directors must give written consent to serve
Minimum and maximum terms for directors
These changes are designed to make nonprofit governance more efficient and transparent.
How Do I Become ONCA Compliant?
To become ONCA-compliant, your organization must:
Review your governing documents (Letters Patent, bylaws, etc.)
File the updated documents with the Ontario government
It’s best to do this with the help of an Ontario lawyer experienced in charity and nonprofit law generally and with ONCA legislation in particular.
What If You Missed the ONCA Deadline?
The deadline to comply with ONCA was October 18, 2024. If you haven’t updated your documents yet, your organization is now legally non-compliant.
This can create serious problems:
Your bylaws may no longer be valid
Board decisions could be challenged
You may lose out on grants or funding
Members may raise legal concerns
The good news: It’s not too late to fix it.
We help nonprofits and charities:
Review their documents
Update their bylaws and Articles
Regain full compliance with ONCA
Need Help With ONCA Compliance?
Our team of charity lawyers have helped hundreds of Ontario nonprofits and charities update their documents, stay compliant with ONCA and all relevant provincial and federal legislation, and where prudent, transition to federal incorporation.
Here are answers to common questions about ONCA and what it means for Ontario nonprofits and charities.
What is ONCA in Ontario?
ONCA is the Not-for-Profit Corporations Act, 2010. It is the law that governs how nonprofit corporations operate in Ontario. ONCA replaced the old Corporations Act and brought new rules for nonprofits to follow.
What is the purpose of ONCA?
ONCA updates and modernizes the rules for nonprofit organizations in Ontario. Its purpose is to make governance clearer, protect members’ rights, and help nonprofits run more effectively. The law sets standards for how boards operate and how organizations make decisions.
What are the new rules for nonprofit organizations in Ontario?
ONCA brought several new rules. Organizations must update their bylaws and governing documents. Boards have clearer duties and responsibilities. Members have more rights, including better access to information. There are also new rules about meetings, voting, and financial transparency.
What does ONCA stand for?
ONCA stands for the Ontario Not-for-Profit Corporations Act. The full name is the Not-for-Profit Corporations Act, 2010.
What is ONCA’s mission?
ONCA itself doesn’t have a mission since it is a law, not an organization. However, the goal of ONCA is to create a modern legal framework for nonprofits. It aims to improve governance, increase transparency, and make it easier for nonprofit organizations to serve their communities effectively.
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
At Northfield & Associates our expert teams guidance on compliance requirements. Our team understands Canadian law and can help ensure your organization follows proper procedures.
To discuss your specific circumstances and receive expert assistance throughout the reinstatement process with our experienced legal team.
READY FOR BETTER NONPROFIT REPORTING?
At Northfield & Associates, we have a team of professional bookkeepers and accountants to help your organization manage the books so that you can breeze through tax season.
We’re often asked by prospective clients what our Bookkeeping service. People want to know what specific tasks we do, and what their responsibility is. This brief explainer page will answer that question. This is by no means an exhaustive list, but covers the most frequently asked questions.
Getting Started
Review your existing books for needed corrections or back-work
Chart of accounts setup or amendment
Assistance with setting up bank feeds
Limited assistance* with setting up payroll (QBO or Gusto only)
Your books brought current and reconciled if needed
Ongoing Monthly Bookkeeping
After-the-fact transaction recording
Post to general ledger
Post to other ledgers (as needed)
Bank account reconciliation
Monthly financial statements
Other bookkeeping services, as required
Best-practice bookkeeping advice and counsel
Year End
Assistance with 1099-NEC preparation*
Assistance with 1099-MISC preparation*
Year-end financial statements and period-end closing
What We Don’t Do
Pay bills
We do not offer bill-pay services at this time, nor do we manage Accounts Payable (AP) or Accounts Receivable (AR).
Payroll tax responsibility
Our bookkeepers can assist you in setting up your initial payroll service in QBO or Gusto. We are not responsible for entering payroll hours/salary, accruing payroll taxes, nor the transmittal of payroll taxes to the IRS or the state. Your full-service payroll provider (QBO, Gusto, or whatever other service a client uses) will be the responsible party for payroll and payroll tax compliance.
*Payroll deductions and benefits
We provide assistance with setting up a payroll account in either Quickbooks Online or Gusto, including entry of employee data. We do not assist in state registrations, benefits, or advise on deductions. Those service areas are provided directly by either QBO or Gusto.
Preparation of W2s
Similar to the last item, your full-service payroll provider (QBO/Gusto) is responsible for preparation of Form W2 for employees.
Sales tax reporting
For those nonprofits that sell taxable goods and/or services, your bookkeeper will assist in accounting for sales taxes collected and transmitted, but we do not prepare state sales tax reports.
Donation recording
We do not provide individual donation data entry into your neither your donor CRM nor Quickbooks Online, nor do we prepare year-end donor acknowledgements.
Administrative tasks
We cannot provide administrative services unrelated to our bookkeeping function.
Attend board meetings
Due to the constraints of time and distance, we are unable to be present, physically nor virtually, at a meeting of a client’s board of directors.*May incur additional fee per 1099-NEC or 1099-MISC.
Let’s Collaborate & Make a Difference!
Partner with us to amplify your mission. Whether it’s Charity accounting, financial transparency, or strategic growth—we’re here to help you create meaningful impact. Let’s work together to build a better future!
In this evolving economic landscape, collaboration with our firm offers clients a strategic advantage. With Cambodia’s reform-driven investment environment and Canada’s expanding footprint in Southeast Asia, our team of experienced consultants and legal advisors provides tailored guidance to help businesses navigate cross-border opportunities. We focus in developing comprehensive legal strategies, structuring international partnerships, and ensuring compliance in emerging markets.
By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
Book a Consultation with Northfield & Associates
Your Trusted Partner in International Bilateral Relations
At Northfield & Associates are focus in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your free consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
We can help you start the application process and confirm eligibility requirements to participate.
We Offer Consultations & Meetings by Phone & Virtually. Affordable Fees.
BOOK A CONSULTATION TODAY
Contact Northfield & Associates today to schedule a consultation with an experienced Consultant.
Northfield & Associates is a Canadian consulting firm based in Toronto, Canada. Northfield & Associates specializes in all types of immigration matters, from spousal sponsorships to refugee board appeals. With over eight (8) years of experience and an excellent success rate, Northfield & Associates is recognized as one of Canada’s premier immigration consulting firm.
The purpose of the Free Assessment is to assess whether you are qualified to apply for permanent residence in Canada under the Family Sponsorship, Skilled Worker, or Business Class categories. Please choose which category you would like to be assessed under and complete all fields in the form. We will endeavor to complete your assessment and provide you with a reply within one business day. There is no charge for this service. All information provided will be kept strictly confidential. If our assessment indicates that you are qualified for immigration to Canada, we will contact you to provide further information about our services and fees. Start Your Immigration Application!
Northfield & Associates International Corporation is a global consulting firm serving private enterprises, public institutions, not-for-profit organizations, and institutional capital providers. Operating across Cambodia, Canada, and global markets, the firm supports capital deployment, regulatory navigation, and enterprise decision-making in complex economic and geopolitical environments. Northfield & Associates delivers customized, execution-focused advisory solutions that drive measurable transformation, strengthen competitiveness, and enhance long-term highest value opportunities. The firm incorporates consulting, legal, regulatory, financial, and risk expertise to enable disciplined capital allocation, strong governance, and operational resilience. Northfield & Associates upholds a culture of applied insight and innovation, supporting clients across digital transformation, growth strategy, and organizational capability building. The firm advises individual, leading global corporations, midsize enterprises, government agencies, and mission-driven organizations through long-term partnerships. Enterprise-wide risk management, professional ethics, and fiduciary standards are embedded across all operations. Northfield & Associates’ diverse, globally unified teams are committed to execution certainty and sustainable, risk-adjusted returns aligned with ESG and stakeholder objectives.
NORTHFIELD & ASSOCIATES in Canada
As a global consulting firm, Northfield & Associates helps clients with total transformation, driving complex change, enabling organizations to grow, and driving bottom-line impact.
Learn about our offices in Canada, read our latest thought leadership, and connect with our team.
This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the failure to finalize negotiations concerning the increase of the Loan or to close such transaction and the failure of the Company to complete the acquisition of the Company Facility; operating performance of facilities; environmental and safety risks; delays in obtaining or failure to obtain necessary permits and approvals from government authorities; unavailability of plant, equipment or labour; inability to retain key management and personnel; changes to regulations or policies affecting the Company’s activities; and the other risks disclosed under the heading “Risk Factors” and elsewhere in the Company’s amended annual information.
Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
Questions?
info@northfied.biz
Within Corporate Newsroom
Media Contact:
media@northfied.biz
Press contact
PR Secretary press@northfied.biz
NOT LEGAL ADVICE. Information made available on this website in any form is for information purposes only. It is not, and should not be taken as, legal advice. You should not rely on, or take or fail to take any action based upon this information. Never disregard professional legal advice or delay in seeking legal advice because of something you have read on this website. Northfield & Associates professionals will be pleased to discuss resolutions to specific legal concerns you may have.
What is ONCA’s position on members’ access to a not-for-profit’s financial statements?
Financial transparency is a cornerstone of good governance in Ontario’s not-for-profit sector. The Ontario Not-for-Profit Corporations Act (ONCA) provides clear rules about when and how members can access their organization’s financial statements.
Understanding these requirements helps nonprofits maintain compliance while building trust with their members. This article explores the ONCA Section 98 and what it means for both organizations and their members.
Understanding the Ontario Not-for-Profit Corporations Act (ONCA)
ONCA is the primary legislation governing how not-for-profit corporations operate in Ontario. It sets out the legal framework that nonprofits must follow to remain compliant.
What is ONCA?
The Ontario Not-for-Profit Corporations Act is provincial legislation that regulates not-for-profit corporations in Ontario. It replaced the previous Corporations Act and introduced modern governance standards for the nonprofit sector.
ONCA came into effect on October 19, 2021. The legislation applies to most nonprofits incorporated in Ontario, including charities, membership organizations, and public benefit corporations.
The Act covers everything from incorporation and bylaws to governance, meetings, and financial accountability. Its purpose is to modernize nonprofit governance and make it easier for organizations to operate effectively.
Why Financial Transparency Matters
Financial transparency creates accountability between nonprofit boards and their members. When members can review financial statements, they can make informed decisions about the organization’s direction.
Access to financial information builds trust and confidence in leadership. Members who understand their organization’s financial position are more likely to remain engaged and supportive.
Transparency also serves a legal purpose. ONCA requires nonprofits to maintain certain standards of openness with their membership. Organizations that fail to provide required access may face legal consequences.
Section 98 of ONCA establishes the specific rules for financial statement access. This section balances the organization’s operational needs with members’ rights to information.
Overview of Section 98
Section 98 creates mandatory requirements for retaining and providing access to financial statements. These rules apply to not-for-profit corporations incorporated under ONCA.
The section covers several key areas:
Where financial statements must be kept
Who can access them and when
Whether organizations can charge fees
How technology can facilitate access
Circumstances where access might be restricted
Understanding Section 98 helps nonprofit boards establish compliant policies. It also helps members know their rights when requesting financial information.
Corporation’s Obligation to Retain Financial Statements
Every ONCA corporation must maintain proper financial records at its principal office. This requirement ensures that documents are available when members request access.
What Must Be Kept on File (Section 98(1))
Section 98(1) requires corporations to keep copies of specific financial statements at their principal office. This includes the organization’s own financial statements as well as those of any subsidiaries.
The corporation must also maintain financial statements of any combined corporate body. These documents must be readily accessible during the organization’s regular business hours.
The principal office is typically the address listed in the organization’s public filings. This is where members should go to inspect financial documents in person.
Key documents that must be retained:
The corporation’s annual financial statements
Financial statements of subsidiary corporations
Combined financial statements of corporate bodies
Any audited or review engagement reports
Organizations should establish a clear system for storing these documents. Digital storage is acceptable as long as members can access the information as required by law.
Members’ Rights to Inspect Financial Statements
ONCA grants members specific rights to view and copy their organization’s financial information. These rights cannot be restricted by bylaws or board policies.
Free Access During Regular Office Hours (Section 98(2))
Section 98(2) states that members can examine financial statements free of charge during the corporation’s regular office hours. The organization cannot impose fees for this basic inspection right.
Members also have the right to make copies or take extracts from the financial statements. This allows members to retain information for their own records or analysis.
Regular office hours means the times when the organization’s administrative office is typically open. Many nonprofits operate with limited office hours, so members should confirm availability before visiting.
Members’ inspection rights include:
Viewing complete financial statements
Taking notes or photographs
Making photocopies or extracts
Requesting digital copies at no charge
Accessing statements during any regular business hours
The organization cannot require members to provide reasons for requesting access. The right to inspect is automatic for all members in good standing.
What “Members” Means Under ONCA
Under ONCA, a “member” is someone who has membership rights as defined in the corporation’s bylaws. Membership typically involves voting rights and the ability to participate in members’ meetings.
Not all nonprofits have members. Some organizations operate with a board-only structure and do not have a formal membership base.
For organizations with members, the bylaws should clearly define who qualifies for membership. This might include individuals who pay dues, meet certain criteria, or are appointed to membership.
Only persons holding a valid membership at the time of the request can exercise inspection rights. Former members generally cannot access financial statements unless the bylaws specifically allow it.
Remote and Electronic Access to Financial Statements
ONCA recognizes that technology makes it easier to share information with members. The Act permits electronic access as an alternative to in-person inspection.
Online Access Options (Section 98(2.1))
Section 98(2.1) allows corporations to provide remote access to financial statements through electronic means. This might include secure member portals, email distribution, or document-sharing platforms.
Organizations can choose whether to offer remote access. It is an option, not a mandatory requirement. However, many nonprofits find that electronic access makes compliance easier and more convenient for members.
Common methods for remote access:
Secure member portals on the organization’s website
Email distribution of PDF financial statements
Cloud-based document sharing services
Video conferencing for virtual inspection appointments
Technology-based access must be reasonably secure and user-friendly. Organizations should not create barriers that effectively prevent members from accessing information.
No Charges for Remote Access (Section 98(2.2))
Section 98(2.2) prohibits charging fees for electronic access to financial statements. Just as in-person inspection must be free, remote viewing cannot involve member costs.
This means organizations cannot require paid memberships to premium website areas where financial statements are stored. Basic access to financial information must always be free.
However, organizations may charge reasonable photocopying fees if members request physical copies by mail. The Act distinguishes between viewing access (which must be free) and reproduction costs (which may be recovered).
Nonprofits should consider offering financial statements in multiple formats. Providing both PDF downloads and paper copies upon request serves members with different preferences and technology access.
Court Applications to Restrict Access
While ONCA creates a strong presumption in favour of member access, it recognizes that some circumstances might warrant restrictions. The Act provides a legal process for limiting access when necessary.
When Can a Corporation Limit Access?
A corporation may apply to court under Section 98(3) for an order preventing a member from examining financial statements. This application must demonstrate that allowing inspection would be harmful to the corporation or related entity.
The bar for obtaining such an order is high. Courts generally favour transparency and will only restrict access in exceptional circumstances.
Potential grounds for restricting access might include:
The member plans to use information for commercial gain unrelated to membership
Inspection would reveal confidential business strategies to competitors
The request is part of a harassment campaign against the organization
Disclosure would violate privacy rights of third parties
The corporation must file its court application within 15 days of receiving the member’s access request. If the organization misses this deadline, it cannot later seek to prevent inspection based on that particular request.
Court applications should be a last resort. Most member requests can and should be accommodated without legal intervention.
Notification Requirements (Section 98(4))
Section 98(4) requires the corporation to notify the member if it applies to court for an order restricting access. This notification must inform the member about the application and their right to participate in the court proceeding.
The member has the right to appear in court and be heard on the matter. They may present arguments in person or through legal counsel.
This notification requirement ensures fairness in the process. Members can defend their right to access information and respond to the corporation’s concerns.
Organizations must provide sufficient notice to allow meaningful participation. Waiting until the day before a court hearing would not satisfy the notification requirement.
Exception for Subsidiary Corporations
ONCA includes a practical exception for subsidiary corporations to avoid duplication of effort. This streamlines compliance for nonprofit groups with complex corporate structures.
When Subsidiaries Are Exempt (Section 98(5))
Section 98(5) states that subsidiary corporations do not need to comply with the financial statement access requirements if their financial information is already consolidated in the parent corporation’s statements. This exception prevents unnecessary administrative burden.
For the exemption to apply, the subsidiary’s financial information must be included in the holding corporation’s consolidated statements. Members can then access the complete picture by reviewing the parent organization’s documents.
Requirements for the subsidiary exemption:
The subsidiary must be wholly owned or controlled by the parent corporation
Financial statements must be properly consolidated
Members must have access to the consolidated statements
The consolidation must comply with applicable accounting standards
This exemption makes sense because members can see the subsidiary’s financial position through the consolidated statements. Requiring separate access to subsidiary records would be redundant.
However, if a member specifically requests to see the subsidiary’s standalone statements, the holding corporation should consider whether providing them would promote transparency. While not legally required, voluntary disclosure often builds goodwill.
Practical Implications for Ontario Not-for-Profits
Understanding the legal requirements is one thing, but implementing them effectively requires practical planning. Nonprofits should develop clear policies and procedures for managing member access requests.
Best Practices for Compliance
Organizations should create a straightforward process for members to request financial statement access. This might include designating a staff member or volunteer to handle requests and establishing a response timeline.
Recommended practices include:
Posting financial statements proactively on the organization’s website
Maintaining organized digital and physical filing systems
Responding to access requests within 5-7 business days
Providing statements in the member’s preferred format when possible
Training staff and board members on ONCA requirements
Proactive disclosure often eliminates the need for individual requests. Many nonprofits automatically provide financial statements to all members after the annual general meeting.
Creating a members’ section on the organization’s website can streamline access. Upload approved financial statements promptly after board approval.
Board policies should outline the process for handling access requests. Include details about who receives requests, how quickly responses are provided, and what formats are available.
Common Mistakes to Avoid
Some nonprofits inadvertently violate ONCA requirements by creating barriers to access. Understanding common pitfalls helps organizations maintain compliance.
Mistakes that can cause problems:
Charging fees for basic inspection or viewing
Requiring members to submit written requests with justifications
Imposing unreasonable delays before providing access
Offering access only during inconvenient hours
Failing to maintain proper records at the principal office
Another common error is confusing member access rights with public disclosure. While members have broad access rights, nonprofits are not required to share financial statements with the general public unless they are registered charities.
Some boards mistakenly believe they can restrict access through bylaw provisions. However, ONCA rights cannot be eliminated or significantly limited by corporate bylaws.
Organizations should review their current practices against ONCA requirements. Any policies that conflict with Section 98 should be revised immediately.
Conclusion
ONCA Section 98 establishes clear requirements for member access to not-for-profit financial statements, promoting transparency and accountability throughout Ontario’s nonprofit sector. If your organization needs guidance on implementing proper financial statement access policies or navigating ONCA compliance, B.I.G. Charity Law Group can help.
Our experienced team provides practical legal advice on nonprofit governance, member rights, and regulatory compliance.
Schedule a FREE consultation and let us help you build a transparent, compliant organization that strengthens member confidence.
Frequently Asked Questions
These common questions help clarify how ONCA’s financial statement access rules work in practice.
Can a not-for-profit charge members to view financial statements?
No. ONCA explicitly prohibits charging fees for members to inspect or view financial statements. This applies to both in-person inspection and remote electronic access.
Organizations may charge reasonable photocopying costs if members request physical copies. However, the inspection itself must always be free.
How quickly must a nonprofit provide access to financial statements?
ONCA does not specify an exact timeline. However, access must be provided during regular office hours, which implies reasonable promptness.
Best practice is responding to requests within 5-7 business days. Organizations should not create unnecessary delays that effectively deny access.
What if a member wants copies of several years’ worth of statements?
Members can request access to multiple years of financial statements if the organization retains them. ONCA does not limit requests to the most recent year.
However, nonprofits are only required to maintain statements for the periods specified in their record retention policies. Most organizations keep financial statements for at least seven years.
Can financial statements be provided in digital format only?
Yes. Organizations can provide financial statements exclusively through electronic means if they wish. Members cannot insist on physical paper copies for free.
However, nonprofits should ensure digital access does not create barriers. If a member cannot access electronic documents, the organization should find an alternative solution.
What happens if a not-for-profit refuses to provide access?
A member can apply to court to compel the organization to provide access. Courts take ONCA’s transparency requirements seriously and typically order compliance.
The member may also be entitled to recover legal costs if the organization’s refusal was unreasonable. Persistent non-compliance could result in penalties for the organization.
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
At Northfield & Associates our expert teams guidance on compliance requirements. Our team understands Canadian law and can help ensure your organization follows proper procedures.
To discuss your specific circumstances and receive expert assistance throughout the reinstatement process with our experienced legal team.
READY FOR BETTER NONPROFIT REPORTING?
At Northfield & Associates, we have a team of professional bookkeepers and accountants to help your organization manage the books so that you can breeze through tax season.
We’re often asked by prospective clients what our Bookkeeping service. People want to know what specific tasks we do, and what their responsibility is. This brief explainer page will answer that question. This is by no means an exhaustive list, but covers the most frequently asked questions.
Getting Started
Review your existing books for needed corrections or back-work
Chart of accounts setup or amendment
Assistance with setting up bank feeds
Limited assistance* with setting up payroll (QBO or Gusto only)
Your books brought current and reconciled if needed
Ongoing Monthly Bookkeeping
After-the-fact transaction recording
Post to general ledger
Post to other ledgers (as needed)
Bank account reconciliation
Monthly financial statements
Other bookkeeping services, as required
Best-practice bookkeeping advice and counsel
Year End
Assistance with 1099-NEC preparation*
Assistance with 1099-MISC preparation*
Year-end financial statements and period-end closing
What We Don’t Do
Pay bills
We do not offer bill-pay services at this time, nor do we manage Accounts Payable (AP) or Accounts Receivable (AR).
Payroll tax responsibility
Our bookkeepers can assist you in setting up your initial payroll service in QBO or Gusto. We are not responsible for entering payroll hours/salary, accruing payroll taxes, nor the transmittal of payroll taxes to the IRS or the state. Your full-service payroll provider (QBO, Gusto, or whatever other service a client uses) will be the responsible party for payroll and payroll tax compliance.
*Payroll deductions and benefits
We provide assistance with setting up a payroll account in either Quickbooks Online or Gusto, including entry of employee data. We do not assist in state registrations, benefits, or advise on deductions. Those service areas are provided directly by either QBO or Gusto.
Preparation of W2s
Similar to the last item, your full-service payroll provider (QBO/Gusto) is responsible for preparation of Form W2 for employees.
Sales tax reporting
For those nonprofits that sell taxable goods and/or services, your bookkeeper will assist in accounting for sales taxes collected and transmitted, but we do not prepare state sales tax reports.
Donation recording
We do not provide individual donation data entry into your neither your donor CRM nor Quickbooks Online, nor do we prepare year-end donor acknowledgements.
Administrative tasks
We cannot provide administrative services unrelated to our bookkeeping function.
Attend board meetings
Due to the constraints of time and distance, we are unable to be present, physically nor virtually, at a meeting of a client’s board of directors.*May incur additional fee per 1099-NEC or 1099-MISC.
Let’s Collaborate & Make a Difference!
Partner with us to amplify your mission. Whether it’s Charity accounting, financial transparency, or strategic growth—we’re here to help you create meaningful impact. Let’s work together to build a better future!
In this evolving economic landscape, collaboration with our firm offers clients a strategic advantage. With Cambodia’s reform-driven investment environment and Canada’s expanding footprint in Southeast Asia, our team of experienced consultants and legal advisors provides tailored guidance to help businesses navigate cross-border opportunities. We focus in developing comprehensive legal strategies, structuring international partnerships, and ensuring compliance in emerging markets.
By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
Book a Consultation with Northfield & Associates
Your Trusted Partner in International Bilateral Relations
At Northfield & Associates are focus in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your free consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
We can help you start the application process and confirm eligibility requirements to participate.
We Offer Consultations & Meetings by Phone & Virtually. Affordable Fees.
BOOK A CONSULTATION TODAY
Contact Northfield & Associates today to schedule a consultation with an experienced Consultant.
Northfield & Associates is a Canadian consulting firm based in Toronto, Canada. Northfield & Associates specializes in all types of immigration matters, from spousal sponsorships to refugee board appeals. With over eight (8) years of experience and an excellent success rate, Northfield & Associates is recognized as one of Canada’s premier immigration consulting firm.
The purpose of the Free Assessment is to assess whether you are qualified to apply for permanent residence in Canada under the Family Sponsorship, Skilled Worker, or Business Class categories. Please choose which category you would like to be assessed under and complete all fields in the form. We will endeavor to complete your assessment and provide you with a reply within one business day. There is no charge for this service. All information provided will be kept strictly confidential. If our assessment indicates that you are qualified for immigration to Canada, we will contact you to provide further information about our services and fees. Start Your Immigration Application!
Northfield & Associates International Corporation is a global consulting firm serving private enterprises, public institutions, not-for-profit organizations, and institutional capital providers. Operating across Cambodia, Canada, and global markets, the firm supports capital deployment, regulatory navigation, and enterprise decision-making in complex economic and geopolitical environments. Northfield & Associates delivers customized, execution-focused advisory solutions that drive measurable transformation, strengthen competitiveness, and enhance long-term highest value opportunities. The firm incorporates consulting, legal, regulatory, financial, and risk expertise to enable disciplined capital allocation, strong governance, and operational resilience. Northfield & Associates upholds a culture of applied insight and innovation, supporting clients across digital transformation, growth strategy, and organizational capability building. The firm advises individual, leading global corporations, midsize enterprises, government agencies, and mission-driven organizations through long-term partnerships. Enterprise-wide risk management, professional ethics, and fiduciary standards are embedded across all operations. Northfield & Associates’ diverse, globally unified teams are committed to execution certainty and sustainable, risk-adjusted returns aligned with ESG and stakeholder objectives.
NORTHFIELD & ASSOCIATES in Canada
As a global consulting firm, Northfield & Associates helps clients with total transformation, driving complex change, enabling organizations to grow, and driving bottom-line impact.
Learn about our offices in Canada, read our latest thought leadership, and connect with our team.
This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the failure to finalize negotiations concerning the increase of the Loan or to close such transaction and the failure of the Company to complete the acquisition of the Company Facility; operating performance of facilities; environmental and safety risks; delays in obtaining or failure to obtain necessary permits and approvals from government authorities; unavailability of plant, equipment or labour; inability to retain key management and personnel; changes to regulations or policies affecting the Company’s activities; and the other risks disclosed under the heading “Risk Factors” and elsewhere in the Company’s amended annual information.
Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
Questions?
info@northfied.biz
Within Corporate Newsroom
Media Contact:
media@northfied.biz
Press contact
PR Secretary press@northfied.biz
NOT LEGAL ADVICE. Information made available on this website in any form is for information purposes only. It is not, and should not be taken as, legal advice. You should not rely on, or take or fail to take any action based upon this information. Never disregard professional legal advice or delay in seeking legal advice because of something you have read on this website. Northfield & Associates professionals will be pleased to discuss resolutions to specific legal concerns you may have.
Is a New Board of Directors Responsible for Missing Money?
In many communities, religious centers serve as hubs for community support and engagement. When a group of concerned local residents takes the initiative to revive a struggling community religious centre, it is a commendable endeavor. However, unforeseen financial issues can pose significant challenges. In one such scenario, a new board faced a disheartening situation when the previous board’s financial actions raised concerns.
The Transition of Control
The story begins with a group of local residents who were tasked with revitalizing a community church. The previous board, comprised of three older women, had managed to keep the charity operational by occasionally renting out the organization’s facility. At the time of the transition, the charity’s bank account held approximately $20,000. The previous board, due to personal reasons, reluctantly decided to hand over the legal control of the charity to the new board. This was done through a special board/member meeting in which the new board was appointed, and subsequently, the older board members resigned. However, the situation took an unexpected turn when one of the departing board members withdrew approximately $10,000 a few days before the transition and the rest immediately afterward.
Legal Implications
The new board faced a conundrum: should they involve the local police, contact the bank, or report the situation to the Canada Revenue Agency (CRA)? The answer is not straightforward.
CRA: In most cases, the CRA is unlikely to intervene in such financial matters. They primarily deal with taxation and charitable status issues.
Bank: The bank may argue that the director who withdrew the funds had signature authority over the account. However, it’s crucial to confirm this.
Local Police, Office of the Public Guardian, or Attorney General: These authorities may become interested if the new board can reasonably assert that the money was stolen.
Resolving the Issue
Before making accusations, it is advisable to have a conversation with the board member in question. Seek any documentation or justification for the withdrawal. If no acceptable explanation is provided, consider the following steps:
Recovery Efforts: Attempt to recover the funds through negotiation. You might want to involve other former directors for assistance. If negotiation fails, legal action could be an option, although the amount involved might make litigation less economical.
Public Disclosure: Reporting the situation to the church members is a possibility. However, be cautious about defamation and maintain a respectful approach.
T3010 Filing: Ensure that the financial consequences of the incident are accurately recorded in the T3010 filing.
Ultimately, the responsibility of the new board is to make a reasonable effort to recover the funds, especially if they believe the money was misappropriated. If full recovery is not feasible, the board is not obligated to expend excessive time and money in pursuit. Their duty is fulfilled by taking reasonable actions to reclaim what they can.
Reviving a community church is a noble task, and financial challenges are not uncommon. Facing such challenges with a measured and prudent approach is key to maintaining the integrity and vitality of the institution.
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
At Northfield & Associates our expert teams guidance on compliance requirements. Our team understands Canadian law and can help ensure your organization follows proper procedures.
To discuss your specific circumstances and receive expert assistance throughout the reinstatement process with our experienced legal team.
READY FOR BETTER NONPROFIT REPORTING?
At Northfield & Associates, we have a team of professional bookkeepers and accountants to help your organization manage the books so that you can breeze through tax season.
We’re often asked by prospective clients what our Bookkeeping service. People want to know what specific tasks we do, and what their responsibility is. This brief explainer page will answer that question. This is by no means an exhaustive list, but covers the most frequently asked questions.
Getting Started
Review your existing books for needed corrections or back-work
Chart of accounts setup or amendment
Assistance with setting up bank feeds
Limited assistance* with setting up payroll (QBO or Gusto only)
Your books brought current and reconciled if needed
Ongoing Monthly Bookkeeping
After-the-fact transaction recording
Post to general ledger
Post to other ledgers (as needed)
Bank account reconciliation
Monthly financial statements
Other bookkeeping services, as required
Best-practice bookkeeping advice and counsel
Year End
Assistance with 1099-NEC preparation*
Assistance with 1099-MISC preparation*
Year-end financial statements and period-end closing
What We Don’t Do
Pay bills
We do not offer bill-pay services at this time, nor do we manage Accounts Payable (AP) or Accounts Receivable (AR).
Payroll tax responsibility
Our bookkeepers can assist you in setting up your initial payroll service in QBO or Gusto. We are not responsible for entering payroll hours/salary, accruing payroll taxes, nor the transmittal of payroll taxes to the IRS or the state. Your full-service payroll provider (QBO, Gusto, or whatever other service a client uses) will be the responsible party for payroll and payroll tax compliance.
*Payroll deductions and benefits
We provide assistance with setting up a payroll account in either Quickbooks Online or Gusto, including entry of employee data. We do not assist in state registrations, benefits, or advise on deductions. Those service areas are provided directly by either QBO or Gusto.
Preparation of W2s
Similar to the last item, your full-service payroll provider (QBO/Gusto) is responsible for preparation of Form W2 for employees.
Sales tax reporting
For those nonprofits that sell taxable goods and/or services, your bookkeeper will assist in accounting for sales taxes collected and transmitted, but we do not prepare state sales tax reports.
Donation recording
We do not provide individual donation data entry into your neither your donor CRM nor Quickbooks Online, nor do we prepare year-end donor acknowledgements.
Administrative tasks
We cannot provide administrative services unrelated to our bookkeeping function.
Attend board meetings
Due to the constraints of time and distance, we are unable to be present, physically nor virtually, at a meeting of a client’s board of directors.*May incur additional fee per 1099-NEC or 1099-MISC.
Let’s Collaborate & Make a Difference!
Partner with us to amplify your mission. Whether it’s Charity accounting, financial transparency, or strategic growth—we’re here to help you create meaningful impact. Let’s work together to build a better future!
In this evolving economic landscape, collaboration with our firm offers clients a strategic advantage. With Cambodia’s reform-driven investment environment and Canada’s expanding footprint in Southeast Asia, our team of experienced consultants and legal advisors provides tailored guidance to help businesses navigate cross-border opportunities. We focus in developing comprehensive legal strategies, structuring international partnerships, and ensuring compliance in emerging markets.
By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
Book a Consultation with Northfield & Associates
Your Trusted Partner in International Bilateral Relations
At Northfield & Associates are focus in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your free consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
We can help you start the application process and confirm eligibility requirements to participate.
We Offer Consultations & Meetings by Phone & Virtually. Affordable Fees.
BOOK A CONSULTATION TODAY
Contact Northfield & Associates today to schedule a consultation with an experienced Consultant.
Northfield & Associates is a Canadian consulting firm based in Toronto, Canada. Northfield & Associates specializes in all types of immigration matters, from spousal sponsorships to refugee board appeals. With over eight (8) years of experience and an excellent success rate, Northfield & Associates is recognized as one of Canada’s premier immigration consulting firm.
The purpose of the Free Assessment is to assess whether you are qualified to apply for permanent residence in Canada under the Family Sponsorship, Skilled Worker, or Business Class categories. Please choose which category you would like to be assessed under and complete all fields in the form. We will endeavor to complete your assessment and provide you with a reply within one business day. There is no charge for this service. All information provided will be kept strictly confidential. If our assessment indicates that you are qualified for immigration to Canada, we will contact you to provide further information about our services and fees. Start Your Immigration Application!
Northfield & Associates International Corporation is a global consulting firm serving private enterprises, public institutions, not-for-profit organizations, and institutional capital providers. Operating across Cambodia, Canada, and global markets, the firm supports capital deployment, regulatory navigation, and enterprise decision-making in complex economic and geopolitical environments. Northfield & Associates delivers customized, execution-focused advisory solutions that drive measurable transformation, strengthen competitiveness, and enhance long-term highest value opportunities. The firm incorporates consulting, legal, regulatory, financial, and risk expertise to enable disciplined capital allocation, strong governance, and operational resilience. Northfield & Associates upholds a culture of applied insight and innovation, supporting clients across digital transformation, growth strategy, and organizational capability building. The firm advises individual, leading global corporations, midsize enterprises, government agencies, and mission-driven organizations through long-term partnerships. Enterprise-wide risk management, professional ethics, and fiduciary standards are embedded across all operations. Northfield & Associates’ diverse, globally unified teams are committed to execution certainty and sustainable, risk-adjusted returns aligned with ESG and stakeholder objectives.
NORTHFIELD & ASSOCIATES in Canada
As a global consulting firm, Northfield & Associates helps clients with total transformation, driving complex change, enabling organizations to grow, and driving bottom-line impact.
Learn about our offices in Canada, read our latest thought leadership, and connect with our team.
This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the failure to finalize negotiations concerning the increase of the Loan or to close such transaction and the failure of the Company to complete the acquisition of the Company Facility; operating performance of facilities; environmental and safety risks; delays in obtaining or failure to obtain necessary permits and approvals from government authorities; unavailability of plant, equipment or labour; inability to retain key management and personnel; changes to regulations or policies affecting the Company’s activities; and the other risks disclosed under the heading “Risk Factors” and elsewhere in the Company’s amended annual information.
Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
Questions?
info@northfied.biz
Within Corporate Newsroom
Media Contact:
media@northfied.biz
Press contact
PR Secretary press@northfied.biz
NOT LEGAL ADVICE. Information made available on this website in any form is for information purposes only. It is not, and should not be taken as, legal advice. You should not rely on, or take or fail to take any action based upon this information. Never disregard professional legal advice or delay in seeking legal advice because of something you have read on this website. Northfield & Associates professionals will be pleased to discuss resolutions to specific legal concerns you may have.
Should you Implement Changes to Articles and Bylaws Gradually or All at Once?
It’s normal to feel overwhelmed by these changes because they need careful thought based on your organization’s unique needs. Your understanding of these needs is crucial and valued in this process.
In reality, you don’t have to make all changes at once. ONCA allows for gradually modifying your organization’s articles and bylaws. This means you can focus on making the most critical changes first, such as updating your mission statement or revising your governance structure, and then progressively updating the rest of your documents as needed.
Remember, the quality of changes meets the ONCA requirements, not the speed or quantity of alterations. This is because thoughtful, well-executed changes are more likely to align with your organization’s needs and have a positive impact, regardless of how quickly or how many changes are made.
It’s essential to remember that changes to your organization’s articles and bylaws should be made with the input and agreement of all relevant stakeholders. This includes the board of directors, members, and external partners or funders. By involving these parties in the process, you can ensure that the changes made are legally compliant and aligned with the organization’s values and goals.
Additionally, it’s helpful to create a timeline or roadmap for gradually implementing changes. This can help you stay on track and ensure all necessary changes are made within a reasonable timeframe. It’s also important to communicate these changes clearly to all stakeholders, including any changes in roles or responsibilities that may result from the updated articles and bylaws.
In conclusion, gradual changes to your articles and bylaws can satisfy ONCA requirements, making the process more manageable for your organization.
Remember to seek legal advice before making any changes to ensure compliance with ONCA and other laws.
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
At Northfield & Associates our expert teams guidance on compliance requirements. Our team understands Canadian law and can help ensure your organization follows proper procedures.
To discuss your specific circumstances and receive expert assistance throughout the reinstatement process with our experienced legal team.
READY FOR BETTER NONPROFIT REPORTING?
At Northfield & Associates, we have a team of professional bookkeepers and accountants to help your organization manage the books so that you can breeze through tax season.
We’re often asked by prospective clients what our Bookkeeping service. People want to know what specific tasks we do, and what their responsibility is. This brief explainer page will answer that question. This is by no means an exhaustive list, but covers the most frequently asked questions.
Getting Started
Review your existing books for needed corrections or back-work
Chart of accounts setup or amendment
Assistance with setting up bank feeds
Limited assistance* with setting up payroll (QBO or Gusto only)
Your books brought current and reconciled if needed
Ongoing Monthly Bookkeeping
After-the-fact transaction recording
Post to general ledger
Post to other ledgers (as needed)
Bank account reconciliation
Monthly financial statements
Other bookkeeping services, as required
Best-practice bookkeeping advice and counsel
Year End
Assistance with 1099-NEC preparation*
Assistance with 1099-MISC preparation*
Year-end financial statements and period-end closing
What We Don’t Do
Pay bills
We do not offer bill-pay services at this time, nor do we manage Accounts Payable (AP) or Accounts Receivable (AR).
Payroll tax responsibility
Our bookkeepers can assist you in setting up your initial payroll service in QBO or Gusto. We are not responsible for entering payroll hours/salary, accruing payroll taxes, nor the transmittal of payroll taxes to the IRS or the state. Your full-service payroll provider (QBO, Gusto, or whatever other service a client uses) will be the responsible party for payroll and payroll tax compliance.
*Payroll deductions and benefits
We provide assistance with setting up a payroll account in either Quickbooks Online or Gusto, including entry of employee data. We do not assist in state registrations, benefits, or advise on deductions. Those service areas are provided directly by either QBO or Gusto.
Preparation of W2s
Similar to the last item, your full-service payroll provider (QBO/Gusto) is responsible for preparation of Form W2 for employees.
Sales tax reporting
For those nonprofits that sell taxable goods and/or services, your bookkeeper will assist in accounting for sales taxes collected and transmitted, but we do not prepare state sales tax reports.
Donation recording
We do not provide individual donation data entry into your neither your donor CRM nor Quickbooks Online, nor do we prepare year-end donor acknowledgements.
Administrative tasks
We cannot provide administrative services unrelated to our bookkeeping function.
Attend board meetings
Due to the constraints of time and distance, we are unable to be present, physically nor virtually, at a meeting of a client’s board of directors.*May incur additional fee per 1099-NEC or 1099-MISC.
Let’s Collaborate & Make a Difference!
Partner with us to amplify your mission. Whether it’s Charity accounting, financial transparency, or strategic growth—we’re here to help you create meaningful impact. Let’s work together to build a better future!
In this evolving economic landscape, collaboration with our firm offers clients a strategic advantage. With Cambodia’s reform-driven investment environment and Canada’s expanding footprint in Southeast Asia, our team of experienced consultants and legal advisors provides tailored guidance to help businesses navigate cross-border opportunities. We focus in developing comprehensive legal strategies, structuring international partnerships, and ensuring compliance in emerging markets.
By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
Book a Consultation with Northfield & Associates
Your Trusted Partner in International Bilateral Relations
At Northfield & Associates are focus in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your free consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
We can help you start the application process and confirm eligibility requirements to participate.
We Offer Consultations & Meetings by Phone & Virtually. Affordable Fees.
BOOK A CONSULTATION TODAY
Contact Northfield & Associates today to schedule a consultation with an experienced Consultant.
Northfield & Associates is a Canadian consulting firm based in Toronto, Canada. Northfield & Associates specializes in all types of immigration matters, from spousal sponsorships to refugee board appeals. With over eight (8) years of experience and an excellent success rate, Northfield & Associates is recognized as one of Canada’s premier immigration consulting firm.
The purpose of the Free Assessment is to assess whether you are qualified to apply for permanent residence in Canada under the Family Sponsorship, Skilled Worker, or Business Class categories. Please choose which category you would like to be assessed under and complete all fields in the form. We will endeavor to complete your assessment and provide you with a reply within one business day. There is no charge for this service. All information provided will be kept strictly confidential. If our assessment indicates that you are qualified for immigration to Canada, we will contact you to provide further information about our services and fees. Start Your Immigration Application!
Northfield & Associates International Corporation is a global consulting firm serving private enterprises, public institutions, not-for-profit organizations, and institutional capital providers. Operating across Cambodia, Canada, and global markets, the firm supports capital deployment, regulatory navigation, and enterprise decision-making in complex economic and geopolitical environments. Northfield & Associates delivers customized, execution-focused advisory solutions that drive measurable transformation, strengthen competitiveness, and enhance long-term highest value opportunities. The firm incorporates consulting, legal, regulatory, financial, and risk expertise to enable disciplined capital allocation, strong governance, and operational resilience. Northfield & Associates upholds a culture of applied insight and innovation, supporting clients across digital transformation, growth strategy, and organizational capability building. The firm advises individual, leading global corporations, midsize enterprises, government agencies, and mission-driven organizations through long-term partnerships. Enterprise-wide risk management, professional ethics, and fiduciary standards are embedded across all operations. Northfield & Associates’ diverse, globally unified teams are committed to execution certainty and sustainable, risk-adjusted returns aligned with ESG and stakeholder objectives.
NORTHFIELD & ASSOCIATES in Canada
As a global consulting firm, Northfield & Associates helps clients with total transformation, driving complex change, enabling organizations to grow, and driving bottom-line impact.
Learn about our offices in Canada, read our latest thought leadership, and connect with our team.
This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, among other things: the failure to finalize negotiations concerning the increase of the Loan or to close such transaction and the failure of the Company to complete the acquisition of the Company Facility; operating performance of facilities; environmental and safety risks; delays in obtaining or failure to obtain necessary permits and approvals from government authorities; unavailability of plant, equipment or labour; inability to retain key management and personnel; changes to regulations or policies affecting the Company’s activities; and the other risks disclosed under the heading “Risk Factors” and elsewhere in the Company’s amended annual information.
Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.
Questions?
info@northfied.biz
Within Corporate Newsroom
Media Contact:
media@northfied.biz
Press contact
PR Secretary press@northfied.biz
NOT LEGAL ADVICE. Information made available on this website in any form is for information purposes only. It is not, and should not be taken as, legal advice. You should not rely on, or take or fail to take any action based upon this information. Never disregard professional legal advice or delay in seeking legal advice because of something you have read on this website. Northfield & Associates professionals will be pleased to discuss resolutions to specific legal concerns you may have.
If your incorporation predates the proclamation of ONCA on October 19, 2021, there is a possibility that your bylaws or articles may not align with the regulations explained below. However, you have until October 18, 2024, to assess, revise, and submit your governing documents to the Ontario government. During this transitional period, the regulations outlined in your articles and bylaws remain in effect, provided they were valid prior to the implementation of ONCA.
Understanding ONCA Transition Requirements
If your incorporation predates the proclamation of ONCA on October 19, 2021, your organization should have transitioned its bylaws and articles by October 18, 2024. If your nonprofit has not yet completed its ONCA transition, you may face compliance issues and should consult with a charity lawyer immediately to bring your organization into compliance. Organizations that successfully transitioned before the deadline now operate under the modernized ONCA framework, which provides clearer governance rules and enhanced member protections.
Quick Comparison: ONCA Membership Structures at a Glance
Before diving into the details, here’s a quick overview of the six main membership structures available under ONCA:
Membership Type
Who Can Vote
Best For
Administrative Complexity
Accountability Level
Open Membership
Anyone who joins
Community organizations, advocacy groups
High
Very High
Semi-Open Membership
Qualified members only
Professional associations, trade groups
Medium-High
High
Self-Perpetuating
Directors only
Family foundations, private initiatives
Low
Low
Single Member
One founding member/entity
Corporate-sponsored nonprofits
Very Low
Medium
Hybrid Membership
Directors (voting) + stakeholders (non-voting)
Organizations seeking stakeholder engagement without full voting rights
Medium
Medium
Representative Membership
Directors + elected representative classes
Large organizations with diverse stakeholder groups
High
Very High
How to Choose the Right Membership Structure for Your Ontario Nonprofit
Selecting the appropriate membership structure is one of the most important governance decisions your nonprofit will make. The wrong choice can lead to conflicts, administrative burdens, and difficulty achieving your mission. Here are key questions to guide your decision:
Questions to Ask:
How important is community accountability? If broad community oversight is essential to your mission, consider open or semi-open membership.
What administrative capacity does your organization have? Larger membership bases require more resources for communication, meetings, and record-keeping.
How much stakeholder input do you want in governance decisions? Organizations seeking active stakeholder participation should avoid self-perpetuating structures.
Is your nonprofit founder-driven or community-driven? Founder-driven organizations often choose single-member or self-perpetuating structures, while community-driven organizations benefit from open or representative structures.
Do you anticipate conflicts between stakeholders and the board? If yes, consider structures that clearly delineate roles and voting powers.
What are your funding requirements? Some funders prefer to see democratic membership structures as evidence of community support.
Common Scenarios:
Start-up charities with limited resources: Self-perpetuating or single-member structures minimize administrative burden while establishing governance.
Community service organizations: Open or semi-open membership builds community trust and engagement.
Professional associations: Semi-open membership ensures only qualified individuals participate.
Multi-stakeholder organizations: Representative membership balances diverse interests fairly.
Corporate-sponsored nonprofits: Single-member structures maintain alignment with the founding organization’s mission.
Open Membership
Any individual who aligns with the vision, mission, and values of your nonprofit organization has the opportunity to become a voting member.
What Is Open Membership Under ONCA?
Open membership means that any person who supports your organization’s purpose can join and receive full voting rights. This democratic structure allows for maximum community participation in your nonprofit’s governance.
Advantages of Open Membership for Ontario Nonprofits
Enhanced accountability due to the representation of diverse viewpoints among members
Augmented revenue streams from donations and membership fees
Greater community buy-in and support for your organization’s initiatives
Demonstrates transparency and democratic values to funders and the public
Disadvantages of Open Membership Structure
Heightened privacy concerns arising from members’ access to the membership list
Increased potential for conflict as members are empowered to challenge the board
Risk of a majority of members altering the nonprofit’s direction and purpose without a fiduciary duty
Additional workload to manage member records and effectively communicate meetings and financial matters
Higher costs associated with organizing annual general meetings and member communications
Common Organizations Using Open Membership
Community centres, sports clubs, advocacy groups, neighbourhood associations, arts organizations, and environmental groups commonly use open membership structures. These organizations benefit from broad community participation and rely on member engagement to fulfill their missions.
Semi-Open Membership
Membership eligibility is not universal as it may be subject to specific conditions outlined in your bylaws. For instance, the bylaws may stipulate:
The qualifications and process for individuals to become members
The requirements for individuals to obtain and retain membership
Any limitations on the maximum number of members that the nonprofit can accommodate
Understanding Semi-Open Membership Requirements
Under ONCA, while you can set eligibility criteria for semi-open membership, these criteria must be clearly stated in your bylaws and applied consistently. You cannot arbitrarily deny membership to individuals who meet the stated qualifications.
Important Note About Member Rights
It is important to note that the rights granted to members under the ONCA, such as the right to vote, cannot be revoked or eliminated through your bylaws.
Advantages and Disadvantages
In terms of the membership structure, a semi-open membership approach may entail similar advantages and disadvantages as an open membership structure, depending on the specific conditions set in place. However, semi-open membership allows you to:
Maintain quality standards through qualification requirements
Ensure members have specific expertise or experience relevant to your mission
Limit membership to those who can meaningfully contribute
Reduce conflicts by setting clear expectations upfront
Common Organizations Using Semi-Open Membership
Professional associations, trade organizations, alumni groups, certification bodies, and industry-specific nonprofits commonly use semi-open membership. These organizations require members to meet specific qualifications such as professional credentials, educational background, or industry experience.
Self-Perpetuating Membership
Under the Ontario Not-for-Profit Corporations Act (ONCA), it is not mandatory for directors to be members. Nevertheless, your organization’s bylaws can specify that directors will be the sole members. This arrangement is referred to as a “self-perpetuating” structure, wherein the directors, while functioning as members, are responsible for electing new directors.
How Self-Perpetuating Structures Work Under ONCA
In this model, the board of directors holds all membership voting rights. When a director position becomes vacant, the remaining director-members vote to fill it. This creates a closed governance loop where the board maintains complete control over its own composition.
Advantages of Self-Perpetuating Membership
Reduced likelihood of conflicts arising, as stakeholders are unable to challenge board decisions
Directors are not legally bound to prioritize the interests of members, ensuring they can focus solely on the nonprofit’s best interests
Decreased administrative burden in terms of informing and managing members
Streamlined decision-making processes
Lower operational costs related to member communications and meetings
Disadvantages of Self-Perpetuating Membership
In the absence of legal mechanisms, stakeholders lack the means to hold directors accountable if they fail to prioritize the nonprofit’s best interests
This could lead to reduced stakeholder participation and input, posing challenges in effectively serving the community
Additionally, the perception of limited transparency may result in diminished trust towards the nonprofit, potentially leading to a decreased level of trust from the public
Some funders may view this structure as less democratic or accountable
Common Organizations Using Self-Perpetuating Membership
Family foundations, private charitable foundations, corporate-sponsored nonprofits, and small service-delivery organizations commonly use self-perpetuating structures. This model works well when the founding vision must be preserved or when the organization operates with limited community engagement requirements.
Single Member
If your nonprofit organization is established or initiated by an individual or entity, this particular structure may suit your needs. In this case, the founding individual or organization serves as the sole member.
Understanding Single Member Structures
A single-member structure means one person or corporation holds all membership rights and voting power. This member appoints the board of directors and retains ultimate authority over fundamental organizational changes.
Advantages of Single Member Structure
Enhanced accountability: With a single member overseeing the nonprofit, there is increased assurance that directors and stakeholders will act in the best interests of the organization
Reduced administrative burden: Having only one member alleviates the need for extensive communication and tracking of multiple members, streamlining the organizational processes
Clear decision-making authority and alignment with the founding member’s vision
Minimal costs for member-related compliance requirements
Disadvantages of Single Member Structure
Limited transparency: The lack of information rights for the majority of stakeholders can result in reduced transparency regarding the organization’s financial matters and decision-making processes
Decreased stakeholder participation: The limited involvement and input from stakeholders may pose challenges in effectively serving the community, as valuable perspectives and insights might be missed
Perception of closedness: There is a possibility that your organization could be perceived as closed and less transparent, potentially leading to a decrease in trust from external parties
Concentration of power in one individual or entity
Common Organizations Using Single Member Structure
Corporate foundations, university-affiliated nonprofits, religious organization subsidiaries, and organizations established by a single founding donor commonly use single-member structures. This model ensures alignment between the nonprofit’s activities and the member’s strategic objectives.
Hybrid Membership
The exclusive voting rights within your organization are reserved for your directors, while a non-voting category is available to individuals who endorse your nonprofit’s mission.
How Hybrid Membership Works
Hybrid membership creates two distinct classes: voting members (directors) who control governance decisions, and non-voting members who support the organization without formal decision-making power. Non-voting members may still receive information, attend meetings, and provide input, but cannot vote on organizational matters.
Advantages of Hybrid Membership
The inclusion of more stakeholders in comparison to self-perpetuating and single-member structures encourages increased participation
This inclusive approach can attract funders and contribute to the advancement of your mission
Allows for stakeholder engagement without relinquishing board control
Creates a community of supporters while maintaining governance efficiency
Can serve as a pipeline for future board members
Disadvantages of Hybrid Membership
There is reduced board accountability as non-director members lack voting rights and can only exert indirect influence by resorting to legal action
The increased number of individuals requires additional effort to manage and keep them informed about meetings and financial matters
Non-voting members may feel frustrated by their limited influence
Potential confusion about roles and expectations between voting and non-voting members
Common Organizations Using Hybrid Membership
Museums, cultural institutions, healthcare foundations, educational nonprofits, and organizations transitioning from closed to open structures commonly use hybrid membership. This model allows organizations to build community while maintaining focused governance.
Representative Membership
The voting members of your organization consist of a class comprised of directors. Additionally, there are one or more other voting classes composed of members who are elected by and represent various stakeholders, such as regional or youth stakeholders.
Understanding Representative Membership Under ONCA
Representative membership creates multiple voting classes, each representing different stakeholder groups. For example, your bylaws might establish classes for regional representatives, service user representatives, professional representatives, and director representatives. Each class elects its own members to participate in organizational governance.
Advantages of Representative Membership
Increased flexibility due to the ability to allocate voting powers in various ways
Enhanced transparency and accountability by effectively balancing voting powers
Reduced likelihood of conflicts between members and the board by limiting the overall number of members
Minimized risk of members altering the purpose or direction of your nonprofit, as stakeholders are fairly represented, preventing any one group from gaining undue influence
Ensures diverse perspectives are included in governance decisions
Creates clear pathways for stakeholder participation
Disadvantages of Representative Membership
Increased workload as it requires coordination of multiple elections and, in certain instances, separate voting processes
Complex governance structure that may be difficult for stakeholders to understand
Potential for inter-class conflicts or competition for influence
Higher administrative costs related to managing multiple member classes
More complicated bylaw drafting and ongoing compliance requirements
Common Organizations Using Representative Membership
Large national or provincial organizations, federated charities, multi-regional service providers, health networks, and umbrella organizations commonly use representative membership structures. This model works well when geographic representation or stakeholder diversity is essential to legitimacy and effectiveness.
Member Rights Under ONCA: What Every Ontario Nonprofit Should Know
Regardless of which membership structure your organization adopts, ONCA grants specific rights to members that cannot be removed or restricted by your bylaws. Understanding these rights is essential for compliance and good governance.
Fundamental Member Rights
1. Right to Vote on Special Resolutions
Members must approve certain fundamental changes to your organization, including:
Amendments to articles of incorporation
Bylaw changes (in most cases)
Sale, lease, or exchange of substantially all of the organization’s property
Any additional financial information specified in your bylaws
3. Right to Attend and Participate in Meetings
Members can:
Attend annual and special meetings
Speak on any matter being considered
Vote on resolutions (unless they have a conflict of interest)
Participate virtually if your bylaws permit electronic meetings
4. Access to Membership List
Members can request a copy of the membership list, which must include:
Names and addresses of all members
Date each person became a member
5. Right to Requisition Meetings
Members holding at least 5% of voting rights can requisition a special meeting by submitting a written request to the directors.
6. Proposal Rights
Eligible members can submit proposals to be included in meeting materials and voted on at annual meetings, subject to ONCA requirements.
7. Right to Apply to Court
Members can seek court intervention if:
The organization is acting oppressively
Directors are not complying with ONCA, articles, or bylaws
There are serious governance issues affecting member rights
Restrictions on Member Rights
While member rights are protected, ONCA does permit some limitations:
Bylaws can set reasonable notice periods for submitting proposals
Different classes of members can have different rights (as long as this is stated in articles)
Voting rights can be suspended if membership fees are in arrears (if bylaws permit)
Understanding these rights helps your organization design appropriate membership structures and avoid governance disputes.
ONCA Membership Register Requirements
Every Ontario nonprofit must maintain an accurate and current membership register. Here’s what you need to know about compliance with ONCA’s record-keeping requirements.
What Information Must Be in Your Membership Register?
Your membership register must contain:
Full name of each member (first and last name)
Address of each member (residential or business address)
Date the person became a member
Date membership ceased (if applicable)
Class of membership (if your organization has multiple classes)
Additional Information You May Include
While not required by ONCA, many organizations also track:
Email addresses (for efficient communication)
Phone numbers
Membership fee payment status
Committee involvement
Special qualifications or designations
Who Can Access the Membership Register?
Members’ Access Rights:
Any member can request a copy of the membership list
The organization must provide it within 10 days
You can charge a reasonable fee to cover copying costs
Public Access:
The general public does not have automatic access to membership lists
The register is not filed with the Ontario government
Privacy Considerations Under ONCA
While ONCA requires membership lists to be available to members, you should still protect member privacy:
Inform members that their information will be included in the membership list
Establish a privacy policy governing how membership information is used
Include restrictions in bylaws on using membership lists for commercial purposes
Consider what address to collect – some organizations allow members to provide a business address for privacy
Record Retention Requirements
Under ONCA, you must:
Maintain the membership register at your registered office
Keep it available for inspection by members
Retain records for at least six years after a member’s membership ends
Consequences of Non-Compliance
Failing to maintain an accurate membership register can result in:
Inability to properly notice meetings (invalidating decisions made)
Disputes over who is entitled to vote
Challenges to the validity of special resolutions
Potential legal liability for the organization and directors
Best Practice: Designate a specific person (often the corporate secretary or executive director) to maintain and update the membership register regularly.
How to Change Your Membership Structure Under ONCA
If your current membership structure no longer serves your organization’s needs, ONCA provides a process for making changes. Here’s what you need to know.
When Can You Change Your Membership Structure?
You can change your membership structure at any time, but you’ll need to consider:
Impact on current members and their rights
Practical implications for governance
Potential conflicts with your charitable purposes (if registered as a charity)
Timing relative to your next annual meeting
The Process for Changing Membership Structure
Step 1: Determine What Needs to Change
Membership structure is typically governed by:
Articles of incorporation – define classes of members and their rights
Bylaws – detail membership qualifications, processes, and procedures
Identify which documents need amendment.
Step 2: Draft Amended Articles or Bylaws
Work with a charity lawyer to draft appropriate amendments. Changes might include:
Creating or eliminating member classes
Changing voting rights
Modifying membership qualifications
Adjusting the number of members required for quorum
Step 3: Obtain Required Approvals
For Bylaw Amendments:
Typically require approval by special resolution (at least 2/3 of votes cast)
Directors can propose amendments
Members holding 5% of votes can also propose amendments
Some bylaws may require higher voting thresholds
For Articles Amendments:
Always require member approval by special resolution
May require class votes if changes affect specific member classes
Directors must approve the amendment first
Step 4: Provide Proper Notice
Members must receive:
At least 21 days’ notice of the meeting
Copy of proposed amendments
Explanation of the purpose and effect of changes
Step 5: Hold the Vote
Amendments must be voted on at a properly called meeting
Meeting can be in-person, virtual, or hybrid (if bylaws permit)
Accurate minutes must be taken documenting the vote
Step 6: File Articles of Amendment (If Applicable)
If you amended your articles:
File Articles of Amendment with the Ontario government
Pay the required filing fee
Include the special resolution approving the change
Changes take effect when endorsed by the government
Step 7: Update Your Records
After approval:
Update all copies of bylaws/articles
Notify affected stakeholders
Update your membership register if necessary
Inform the CRA if you’re a registered charity
Special Considerations for Charities
If your organization is a registered charity:
Consult with the CRA before making significant changes
Ensure changes don’t affect your charitable status
Some changes may require CRA approval before implementation
When Member Approval Is NOT Required
In limited cases, directors can make changes without member approval:
Administrative updates that don’t affect member rights
Corrections of clerical errors
Changes specifically authorized by bylaws
Common Mistakes to Avoid
Insufficient notice: Ensure members receive full 21-day notice
Unclear amendments: Vague wording can lead to future disputes
Ignoring class rights: Some changes require approval from specific member classes
Forgetting to file: Articles amendments are not valid until filed and endorsed
Not consulting a lawyer: Membership structure changes have significant legal implications
Timeline: Plan for at least 2-3 months from decision to implementation to allow for drafting, notice, voting, and government filing.
Conclusion
Selecting the appropriate membership structure is one of the most consequential decisions your Ontario nonprofit will make. The right structure supports your mission, ensures accountability, and creates a sustainable governance framework for years to come.
How Northfield & Associates Can Help
At Northfield & Associates, we’ve helped thousands of Ontario nonprofits and charities design, implement, and refine their membership structures. Our services include:
Membership structure analysis and recommendations tailored to your organization’s unique needs
Drafting and reviewing bylaws and articles to ensure ONCA compliance
Guiding ONCA transitions for organizations incorporated under previous legislation
Facilitating membership structure changes when your current model no longer fits
Resolving membership disputes and governance conflicts
Ongoing compliance support to keep your organization in good standing
Whether you’re incorporating a new nonprofit, transitioning to ONCA, or addressing governance challenges in an established organization, our experienced charity lawyers provide practical, cost-effective solutions.
No. Every corporation incorporated under ONCA must have at least one member. This member can be an individual or another corporation. Even organizations with self-perpetuating boards must designate members (typically the directors themselves serve as members).
What’s the minimum number of directors required under ONCA?
Ontario nonprofits must have at least three directors, unless the organization has only one or two members in which case the number of directors must at least equal the number of members. For example, a single-member corporation must have at least one director.
What is a membership structure under Ontario’s ONCA?
A membership structure defines who can be a member of your nonprofit, what rights they have, and how they participate in governance. It determines who votes on important decisions like bylaw changes, director elections, and fundamental organizational changes. Your structure is established through your articles of incorporation and bylaws.
Do all members have to be voting members under ONCA?
No. ONCA allows different classes of membership with different rights. You can have voting members, non-voting members, or different classes with different voting rights. However, any non-voting member classes must be clearly stated in your articles of incorporation.
Do existing nonprofits need to change their membership structure for ONCA?
Not necessarily. The transition deadline was October 18, 2024. If you already transitioned, your membership structure can stay the same if it complies with ONCA. If you haven’t transitioned yet, consult a charity lawyer immediately. You may only need to update your documentation to meet ONCA’s wording requirements, not change your entire membership model.
Disclaimer: The information contained in this article is provided for general information purposes only and does not constitute legal or other professional advice. Readers should seek tailored legal advice in relation to their personal circumstances.
At Northfield & Associates our expert teams guidance on compliance requirements. Our team understands Canadian law and can help ensure your organization follows proper procedures.
To discuss your specific circumstances and receive expert assistance throughout the reinstatement process with our experienced legal team.
READY FOR BETTER NONPROFIT REPORTING?
At Northfield & Associates, we have a team of professional bookkeepers and accountants to help your organization manage the books so that you can breeze through tax season.
We’re often asked by prospective clients what our Bookkeeping service. People want to know what specific tasks we do, and what their responsibility is. This brief explainer page will answer that question. This is by no means an exhaustive list, but covers the most frequently asked questions.
Getting Started
Review your existing books for needed corrections or back-work
Chart of accounts setup or amendment
Assistance with setting up bank feeds
Limited assistance* with setting up payroll (QBO or Gusto only)
Your books brought current and reconciled if needed
Ongoing Monthly Bookkeeping
After-the-fact transaction recording
Post to general ledger
Post to other ledgers (as needed)
Bank account reconciliation
Monthly financial statements
Other bookkeeping services, as required
Best-practice bookkeeping advice and counsel
Year End
Assistance with 1099-NEC preparation*
Assistance with 1099-MISC preparation*
Year-end financial statements and period-end closing
What We Don’t Do
Pay bills
We do not offer bill-pay services at this time, nor do we manage Accounts Payable (AP) or Accounts Receivable (AR).
Payroll tax responsibility
Our bookkeepers can assist you in setting up your initial payroll service in QBO or Gusto. We are not responsible for entering payroll hours/salary, accruing payroll taxes, nor the transmittal of payroll taxes to the IRS or the state. Your full-service payroll provider (QBO, Gusto, or whatever other service a client uses) will be the responsible party for payroll and payroll tax compliance.
*Payroll deductions and benefits
We provide assistance with setting up a payroll account in either Quickbooks Online or Gusto, including entry of employee data. We do not assist in state registrations, benefits, or advise on deductions. Those service areas are provided directly by either QBO or Gusto.
Preparation of W2s
Similar to the last item, your full-service payroll provider (QBO/Gusto) is responsible for preparation of Form W2 for employees.
Sales tax reporting
For those nonprofits that sell taxable goods and/or services, your bookkeeper will assist in accounting for sales taxes collected and transmitted, but we do not prepare state sales tax reports.
Donation recording
We do not provide individual donation data entry into your neither your donor CRM nor Quickbooks Online, nor do we prepare year-end donor acknowledgements.
Administrative tasks
We cannot provide administrative services unrelated to our bookkeeping function.
Attend board meetings
Due to the constraints of time and distance, we are unable to be present, physically nor virtually, at a meeting of a client’s board of directors.*May incur additional fee per 1099-NEC or 1099-MISC.
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By leveraging our regional insight and international expertise, you benefit from a trusted partner dedicated to helping you capitalize on growth potential in Cambodia and beyond.
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At Northfield & Associates are focus in Foreign Direct Investment (FDI), international trade missions, and cross-border legal strategy. Our team of experienced consultants and legal advisors offers tailored guidance and strategic insight to help you navigate the complexities of international partnerships and development opportunities.
Whether you choose to meet in person at one of our offices or connect virtually, we provide flexible and accessible consultation options. During your session, we’ll assess your goals, review key documentation, and guide you through every stage of your FDI or trade mission engagement.
Let us help you take the next step with confidence supported by trusted legal and strategic counsel every step of the way.
If you believe you may be eligible for legal relief or simply need sound legal advice, we’re here to help. Contact us today to book your free consultation. Let us provide the clarity, strategy, and peace of mind you need to move forward.
We serve our clients in English, Cambodian, Vietnamese, Mandarin and Cantonese, especially in Asian clients.
If you or anybody that you know, think that you meet the requirements and wish to receive further information.
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Northfield & Associates is a Canadian consulting firm based in Toronto, Canada. Northfield & Associates specializes in all types of immigration matters, from spousal sponsorships to refugee board appeals. With over eight (8) years of experience and an excellent success rate, Northfield & Associates is recognized as one of Canada’s premier immigration consulting firm.
The purpose of the Free Assessment is to assess whether you are qualified to apply for permanent residence in Canada under the Family Sponsorship, Skilled Worker, or Business Class categories. Please choose which category you would like to be assessed under and complete all fields in the form. We will endeavor to complete your assessment and provide you with a reply within one business day. There is no charge for this service. All information provided will be kept strictly confidential. If our assessment indicates that you are qualified for immigration to Canada, we will contact you to provide further information about our services and fees. Start Your Immigration Application!
Northfield & Associates International Corporation is a global consulting firm serving private enterprises, public institutions, not-for-profit organizations, and institutional capital providers. Operating across Cambodia, Canada, and global markets, the firm supports capital deployment, regulatory navigation, and enterprise decision-making in complex economic and geopolitical environments. Northfield & Associates delivers customized, execution-focused advisory solutions that drive measurable transformation, strengthen competitiveness, and enhance long-term highest value opportunities. The firm incorporates consulting, legal, regulatory, financial, and risk expertise to enable disciplined capital allocation, strong governance, and operational resilience. Northfield & Associates upholds a culture of applied insight and innovation, supporting clients across digital transformation, growth strategy, and organizational capability building. The firm advises individual, leading global corporations, midsize enterprises, government agencies, and mission-driven organizations through long-term partnerships. Enterprise-wide risk management, professional ethics, and fiduciary standards are embedded across all operations. Northfield & Associates’ diverse, globally unified teams are committed to execution certainty and sustainable, risk-adjusted returns aligned with ESG and stakeholder objectives.
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This news release contains forward-looking information. All statements, other than statements of historic fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future constitute forward-looking information.
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