MEMBER UPDATE: April 2, 1:00PM

Important Announcements for Members: AGM Regulations and Financial Filings

1. Ontario announced new regulations for Annual General Meetings. On March 31st, the Province announced an Emergency Order giving businesses and not-for-profit corporations incorporated under the Ontario Corporations Act (CA) the ability to hold virtual meetings. It also extends the statutory timeframe for these organizations to hold their Annual General Meetings (AGMs.)

The Emergency Order is in effect province-wide and is retroactive to March 17, 2020. The Order can override other applicable legislation (e.g. Ontario Corporations Act) and providers’ own by-laws. It allows not-for-profit organizations to:

  • Hold meetings for directors, shareholders and members electronically or over the phone. The electronic or phone system must allow simultaneous and instantaneous communication. Webinars, teleconference lines, or instant messaging tools could qualify as a meeting, while emails would likely not qualify.
  • Extend deadlines for not-for-profits to hold AGMs to 90 days after the state of emergency is ended by the Ontario Government. Providers whose AGM deadline is within 30 days of the end of the state of emergency have until 120 days after the state of emergency ends.

What should you do next?

  • Check your organizational by-laws for your AGM date. Determine if you qualify for an extension.
  • Connect with your board. Decide if they want to proceed with virtual board meetings.
  • If you decide to host virtual board meetings, make a plan:
    • Select a virtual communication tool. Keep in mind the privacy considerations, technological skills and existing equipment of your board members and other factors like participant limits and costs of the tool.
    • Decide on virtual procedures for board members such as how you will virtually submit motions, speak on an item, vote, and count quorum and votes.
    • Test the tool in advance. Send clear instructions to board members on how to download the tool, basic technical requirements, and test any equipment (e.g. speakers and microphones.)
    • Identify a backup plan if technology fails (e.g. call-in lines if computer audio isn’t working.)Communicate the plan to your board.

2. Canada Revenue Agency announced new due dates for Nonprofit Annual Forms The CRA extended deadlines for incorporated non-profit organizations to file annual forms.

  • Annual forms include the T2 and, for many non-profits, the T1044. These are generally due six months after an organization’s fiscal year ends.
  • This announcement applies only to forms otherwise due after March 18th and before June 1, 2020. It extends filing dates to June 1, 2020.
  • More information on CRA due dates is available on their website.

What should you do next?

  • Confirm the end of your organization’s fiscal year and pre-existing CRA filing date. Check against the new extensions to identify whether an extension applies to you.
  • Communicate any changes to deadlines to your accounting department and senior staff.
  • Review regulations from the Ontario Government here.
  • The Ontario Non-Profit Network (ONN) is creating a new toolkit on how to run virtual AGMs. Check their website for updates.

    Got questions about planning a virtual AGM or your annual CRA forms? Contact ONPHA’s Member Support at member.support@onpha.org