Canada Not-for-profit Corporations Act

An Act respecting not-for-profit corporations and certain other corporations

This bill is from the 40th Parliament, 2nd session, which ended in December 2009.

Sponsor

Diane Ablonczy  Conservative

Status

This bill has received Royal Assent and is now law.

Summary

This is from the published bill. The Library of Parliament has also written a full legislative summary of the bill.

This enactment establishes a framework for the governance of not-for-profit corporations and other corporations without share capital, mainly based on the Canada Business Corporations Act.
The enactment replaces the “letters patent” system of incorporation by an “as of right” system of incorporation. The current requirement for ministerial review of letters patent and by-laws prior to incorporation is replaced by the granting of incorporation upon the sending of required information and payment of a fee.
The enactment provides for modern corporate governance standards, including the rights, powers, duties and liabilities of directors and officers, along with related defences, and financial accountability and disclosure requirements.
The enactment sets out the capacity and powers of a corporation as a natural person, including its right to buy and sell property, make investments, borrow funds and issue debt obligations.
The enactment sets out the rights of members, including the right to vote at a meeting of members, call a special meeting of members, advance proposals for consideration at meetings of members and access corporate records.
The enactment provides requirements for financial review by a public accountant and financial disclosure based on whether a corporation has solicited funds and its level of annual revenue.
The enactment gives the Director powers of administration, including the power to make inquiries related to compliance and to access key corporate documents such as financial statements and membership lists.
The enactment includes remedies for members and other interested persons to address the conduct of a corporation that is oppressive or unfairly prejudicial to or unfairly disregards the interests of any creditor, director, officer or member.
The enactment provides procedures for the amalgamation, continuance, liquidation and dissolution of a corporation and other fundamental corporate changes. The continuance provisions govern the continuance of bodies incorporated under other Acts and provide a power for the Governor in Council to require a federal body corporate without share capital to apply for continuance under the enactment or be dissolved.
The enactment modernizes the legal regime that applies to corporations without share capital created by special Acts of Parliament by providing that those corporations are natural persons, requiring the holding of an annual meeting and the sending of an annual return, and regulating a change of a corporation’s name and its dissolution.
The enactment gives corporations with share capital created by special Acts of Parliament and subject to Part IV of the Canada Corporations Act six months to apply for continuance under the Canada Business Corporations Act or be dissolved.
The enactment makes a number of consequential amendments to other federal Acts. It provides for a phased repeal of the Canada Corporations Act as corporations cease being subject to the Parts of that Act.

Similar bills

C-4 (40th Parliament, 1st session) Canada Not-for-profit Corporations Act
C-62 (39th Parliament, 2nd session) Canada Not-for-profit Corporations Act
C-21 (38th Parliament, 1st session) Canada Not-for-profit Corporations Act

Elsewhere

All sorts of information on this bill is available at LEGISinfo, an excellent resource from the Library of Parliament. You can also read the full text of the bill.

Bill numbers are reused for different bills each new session. Perhaps you were looking for one of these other C-4s:

C-4 (2021) Law An Act to amend the Criminal Code (conversion therapy)
C-4 (2020) Law COVID-19 Response Measures Act
C-4 (2020) Law Canada–United States–Mexico Agreement Implementation Act
C-4 (2016) Law An Act to amend the Canada Labour Code, the Parliamentary Employment and Staff Relations Act, the Public Service Labour Relations Act and the Income Tax Act
C-4 (2013) Law Economic Action Plan 2013 Act No. 2
C-4 (2011) Preventing Human Smugglers from Abusing Canada's Immigration System Act

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 1:55 p.m.

Liberal

Keith Martin Liberal Esquimalt—Juan de Fuca, BC

Madam Speaker, I would like to ask my colleague a couple of questions.

Does she not think that there is a great opportunity for the government to implement changes to the tax code that would allow Canada to have the same type of powerful foundations like they have in the United States, which are generators of money, not only for non-profit organizations but also larger initiatives in research and development? In fact, foundations in the U.S. allow substantial sums of money to move forward, for example, the Gates Foundation, the John D. and Catherine T. MacArthur Foundation and others, that fund not only Canadians who do great work abroad but also other people from various countries.

Does the hon. member believe that here is a missed opportunity for the government to do this, and that it should introduce elements within the bill to allow foundations to have the same type of structure and power that they have in the U.S.?

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2 p.m.

NDP

Megan Leslie NDP Halifax, NS

Madam Speaker, earlier when the member for Esquimalt—Juan de Fuca addressed the House, some of his ideas were very interesting to me. I absolutely think this should be discussed at committee. There could be options for this.

I believe many of these non-profit organizations are doing the work that the government should be doing. For example, the steer clean program was mentioned earlier in the House. It is helping to reduce the impacts of climate change, keeping our Kyoto commitments.

While exploring a different tax regime for non-profits might be one thing to look at, we need to also consider how to better fund these organizations that do such great work.

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2 p.m.

NDP

Niki Ashton NDP Churchill, MB

Madam Speaker, I thank my colleague for truly painting a 3-D portrayal of some of the really exciting work that non-profit organizations do in her constituency of Halifax. I look forward to going there and seeing it up close.

My question stems from my experience in working with non-profit organizations in my home area, specifically the Thompson Crisis Centre in Thompson, Manitoba. This is a women's shelter and it has gone above and beyond to provide some of the basic services that women's shelters struggle to offer. The centre is facing some real hardships in terms of possible cutbacks to federal programs, which assist in delivering child care services while women are being counselled. All of us recognize the need for child care in these types of centres if appropriate counsel is to be available for clients.

The difficulty that non-profit organizations such as this one and others encounter is the need to advocate politically to address funding cutbacks and to fight so these cutbacks do not occur. There must be a recognition of the important voice these non-profit organizations must have. They need to point out the gaps and the need for government to step up in terms of its responsibility and support for the important work they do in our communities.

Could I hear the member's thoughts on the political advocacy piece and how this legislation stands to pose some problems in that area?

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2 p.m.

NDP

Megan Leslie NDP Halifax, NS

Madam Speaker, I thank the member for her interesting story, describing what is happening in Thompson.

Similarly, in the riding of Halifax, Spryfield lost its one and only licensed non-profit daycare, so there is very little child care in that community.

I have worked with a lot of women who are on welfare. Even though they had a job at one point, they went back on welfare because they could not afford to work and pay child care. At least if they collected welfare, their children were safe for the day. These women are desperate for work, and there is way too many of them.

Even though these organizations need more federal funding, or sometimes provincial funding, the problem is they are afraid to do advocacy work around these issues. There is a limited amount of advocacy work they can do under the Charities Act, but they are afraid of crossing the line. I have had organizations tell me they do not want to sign a letter to government saying that this is an important issue or that they need more funding for X and Y because then they might lose their charitable status.

It is a bit of a crime if people have to depend on charity to take care of their children and to fund child care.

There are definitely some problems. There is some pretty profound reluctance by organizations to embark on this kind of advocacy, which is why it is important for us to raise it in the House.

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2:05 p.m.

Liberal

Keith Martin Liberal Esquimalt—Juan de Fuca, BC

Madam Speaker, our communities face real problems around poverty, homelessness and substance abuse, things in which the member has an interest. We all know the plague this has on our communities.

There is a project in Vancouver run by the outstanding researcher Dr. Julio Montaner, who is now the president of the world HIV-Aids continuum and one of the best researchers in the world. The NAOMI project is a narcotics substitution project. It essentially gives people legal narcotics and disengages them from committing crimes, going out on the street, sharing needles and accessing heroin and other narcotics illegally.

This project has allowed some of the toughest narcotic abusers in Vancouver to get back on their feet and to integrate and become a part of society. It disengages them from organized crime and criminal behaviour and allows them to access medical care.

Does my friend believe that projects like the NAOMI project, as part of a harm reduction strategy, should be widely available? Should the government terminate its ideological approach to these harm reduction strategies that have proven to work? Should the government halt its legal attempt to block Insite, NAOMI and other harm reduction strategies that have proven to save lives, reduce harm and reduce cost to the taxpayer?

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2:05 p.m.

NDP

Megan Leslie NDP Halifax, NS

Madam Speaker, I am aware of projects like the NAOMI project and Insite. I do quite a bit of work with Direction 180 in Halifax, which is a low threshold methadone clinic.

Working with people with opiate addiction is a pretty intense environment in which to work. There are a lot of barriers and struggles faced by those clients, yet I have seen them succeed. I have seen them, as the member put it, move back into society, get jobs and get apartments. Maybe more important, I have seen people not die.

I go to way too many memorial services for clients of Direction 180 who have not been successful. There was a homeless memorial just last week for people who had died as a result of homelessness or who did not make it through these kinds of harm reduction programs.

I am absolutely in support of harm reduction. These are wonderful projects. They should be funded not just to get people off the streets and back into the workforce, but also to stop them from dying.

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2:05 p.m.

Liberal

Mario Silva Liberal Davenport, ON

Madam Speaker, I quite enjoyed the remarks of the hon. member, especially her reference to the arts communities and issues affecting gays and lesbians in her city of Halifax, which I think would be no different than many cities across the country, like the city of Toronto.

I know the arts community plays a valuable role, especially in the non-profit area, and we want to ensure that this legislation does not burden these wonderful community groups, which are doing great work for us.

Does she share those views?

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2:05 p.m.

NDP

Megan Leslie NDP Halifax, NS

Madam Speaker, the short answer is yes, I absolutely agree with the hon. member.

I do know quite a few arts organizations in our riding that really struggle, not just to make ends meet but to get all the paperwork done so they can continue to see another day and remain a non-profit organization or a charity.

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2:05 p.m.

NDP

Bruce Hyer NDP Thunder Bay—Superior North, ON

Madam Speaker, I was very impressed with the comments by the hon. member for Halifax in many areas. I was particularly taken by her comment that our non-profit groups across Canada are doing the work that government used to do, should be doing and recently has not been doing adequately. It is particularly important that we support our non-profits across Canada in every non-bureaucratic way that we can.

The proposed Bill C-4 has a very narrow scope. It deals only with regulatory reform for non-profit corporations. Despite that, it manages to be incredibly lengthy. Reform is necessary. Better regulations are definitely needed, but not simply more.

I have two problems with this bill. First, it does not deal with the important reforms that this sector has wanted. Second, I have problems with the way it carries out the changes it does deal with.

Regarding my first point, this bill does not address the major concerns of the non-profit sector. Through years of consultations, including the voluntary sector initiative and its government counterpart, groups in the sector have made it very clear that they want and need the following: clarification and improvements in the charitable status process, help to secure stable and long-term financing and help to address advocacy needs. It is unclear how this bill will help them in these areas.

In the voluntary sector initiative's final report, the need for support for financial accountability and reform for the sector is clear. They ask for assistance in identifying and developing tools for financial management. They ask for accountability and the assistance to gain skills in these areas. This bill fundamentally changes the financial accountability of the sector, but training and skills development do not seem to be a part of the government's plan.

Non-profits have been clear that after years of reduced funding and less-secure funding, they need the means to conduct their businesses through social entrepreneurship in a more streamlined manner. Non-partisan political advocacy is currently ruled by what is commonly called the 10% rule, meaning that no more than 10% of any non-profit's efforts can go towards political advocacy. The sector remains concerned that this is an arbitrary number, difficult to measure and subject to abuse. The right of an organization to bear public witness on an issue that impacts their goals should not be marginalized.

A healthy civil society depends on not-for-profits being allowed to address the issues that are fundamental to their existence in the first place and to educate the general public, the media and the government. Charitable tax status is a long and complicated process. There are complaints that this process can take months or even years longer than it is supposed to. It is a complicated process that leaves too much room for error, delay and perhaps abuse. This bill does nothing to ease that process.

Non-profits have been clear that they want and need tax relief for volunteers. According to Imagine Canada, as the hon. member for Halifax has pointed out, the non-profit and volunteer sector is the second-largest per capita in the world, contributing over 7% to our gross domestic product. This sector has long been supported by some type of government tax incentive program.

I know that Canada's voluntary sector was not hoping for a complicated legalization of Robert's Rules of Order. I am finding it hard to see how 170 pages of complex new regulations, replacing a few pages in part II of the current Canada Corporations Act, could make life much easier for our non-profits and the volunteers who often run them.

If the government would be willing to spend as much time dealing with issues important to the sector as it has on regulating it, we could have a stronger voluntary sector in Canada. We do not need restrictive and complicated regulations that will all but exclude lay people from starting or running charities and non-profits.

In Thunder Bay--Superior North, we have various groups. The Royal Canadian Legion is in Geraldton, Marathon, Nipigon and throughout the region. We have Environment North, northwestern Ontario's long-standing voice for the environment. We have the Canadian Mental Health Association. We have PACE, People Advocating for Change through Empowerment, in Thunder Bay. We have NOSA, the Northwestern Ontario Sportsmen's Alliance. These are the kinds of groups that need support, not hindrance.

The second group is found in some of the rules and loopholes that this bill sets down. After we had the do-not-call registry debacle, which is achieving the opposite of what was intended in that people on the list are receiving more telemarketer calls, not fewer, Canadians are right to be wary of any more government regulations that will make it easier for people or organizations to access our private information.

Subclause 23(2) of the proposed bill gives debt obligation holders of the non-profit organization or any member within it access to the entire membership list in one convenient package. This is very worrisome. Anyone could sign up as a member, sign a form and access the whole membership list of, for example, the Canadian Red Cross. Who knows where that information would go? Foreign individuals or groups engaged in these activities would be virtually impossible to prosecute. This issue of privacy violation should be scrutinized carefully.

Regulatory reform would be a minor improvement for the non-profit sector, but it is not their main priority. Special attention must be paid to strengthening the privacy of member lists and minimizing the regulatory burden imposed on non-profits by this voluminous legislation.

I hope that our House members will pay due diligence to these concerns in committee.

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2:15 p.m.

NDP

Judy Wasylycia-Leis NDP Winnipeg North, MB

Madam Speaker, I am very happy to have a few minutes to speak to the bill, because it has such a bearing, as members have heard, on all the communities we represent.

As members of Parliament, we work every day with the non-profit community and with the voluntary sector. We know how important volunteers are to the provision of services in our communities, and we know just how important it is to have a strong working relationship between the non-profit sector and government and parliamentary representation.

Many colleagues have heard how vital the non-profit sector is in our ridings, and my riding is no different. In fact, without the non-profit sector, very many vital services and commitments would not be fulfilled, because government is just not doing its job in some very key areas.

The contribution made to the economy by thousands and thousands of volunteers in this country has been mentioned over and over again. It has been estimated that the voluntary sector accounts for about 8% of GDP. We could imagine that the House should be gripped with the very notion of supporting the non-profit sector, and perhaps Bill C-4 is one way of doing it.

However, I would question the priority of the government in proceeding with Bill C-4 without looking at the very important relationship between the Government of Canada and the non-profit sector.

Where is the relationship? What is the relationship? Where is the minister responsible? Where is the money set aside for building that relationship? Whatever happened to the 2001 accord, an accord between the Government of Canada and the voluntary sector? It was an accord that set out very clear requirements for government and the voluntary sector to build a relationship, to build a common approach to supporting the voluntary non-profit sector to nourish the values of cooperation, collaboration and transparency.

Perhaps some parts of Bill C-4 are very much in line with what the voluntary sector has requested, but I do not believe they expected this to be done in the absence of real support for the non-profit sector. I do not believe they thought they would be doing it on their own.

We are in a time of economic crisis. All our communities are struggling at a time when the non-profit community is in deep trouble because people do not have the resources, the time or the energy to contribute to the non-profit and voluntary sector as they have in the past.

We are at a critical moment. More than ever, we need the Government of Canada to work hand in hand with the voluntary sector, with the volunteers who slug it out, day in and day out, in their communities right across this country. They do not need rhetorical statements about support. They need real, substantive action.

At one time there was the beginning of a relationship between the non-profit sector and the Government of Canada. At one point, not too many years ago, a sum of $150 million was set aside for building that relationship, for ensuring that there was collaboration between all government departments and the non-profit sector, and my Liberal colleagues should remember it because they were part of the government at the time.

There was in fact the beginning of a system through which each department and each minister would have some capacity for reaching out and nurturing, nourishing and building the non-profit community. Where is that? Have we heard? Where is the money? Where is the commitment? Who is the minister responsible? Is there a minister responsible who believes in this? Is there a minister who actually gets it, in terms of the notions of cooperation and collaboration with the non-profit sector? Is there someone working there to ensure that we build capacity, that we support volunteer groups, that we encourage volunteerism in our society without leaving them high and dry?

I think the opposite is happening. At the very time that our charitable sector is under pressure because people just do not have the same kind of money to make donations, the government is cutting back in all areas of the volunteer and non-profit sector, areas where they have made a huge difference in terms of helping people through the worst of times and the best of times.

All I need to do is look at the budget and know the impact of the government's direction on the non-profit voluntary sector. In the Department of Health alone, we are looking at departmental cutbacks of $42.7 million in this fiscal year, $52.9 million in the next year and $72.2 million after that. Where do we think that will come from? What will that mean in terms of support for the non-profit sector? What will that mean for services no longer provided by either the government or the non-profit sector?

We have been through this before many times. We have seen the government attempt to slash, hack and burn the literacy program. With much pressure and support from community groups, the Conservatives put back some of that, but we have seen the pattern and we know what is likely to come unless we are vigilant.

We have seen it with the HIV-AIDS community and all of the prevention program cuts. We know that valued women's health programs are possibly on the chopping block and many other programs that work with communities in terms of providing vital services, linking up with government to ensure that government programs are delivered in the most effective way and in fact building capacity so that people become less and less reliant upon government in some instances.

I fear that this approach is tantamount to telling the non-profit sector that it is on its own, without the support of government. There is no real relationship between the government and the voluntary sector.

Perhaps a member of the government could tell us where the 2001 accord is, which was the result of months and months of consultation between the government and the voluntary sector. We ended up with an accord that enunciated the vision of the voluntary sector and made a commitment between the two parties, the government and the non-profit sector, to work together to develop the framework for an ongoing partnership, a permanent relationship, and to put in place proper processes.

We are left with these questions. Where is the accord? Where is the money that helps build the relationship? Where is the minister responsible? Where is there a focus in every department for doing just this? How can we believe that Bill C-4 will enhance and support the non-profit sector if we do not have any kind of indication from the government that it is prepared to put some money where its mouth is, especially at a time when it appears to be reaching deep into departmental spending lines and cutting where it hurts the most in terms of our voluntary, non-profit sector?

We have seen time and time again examples of that. Every day that we deal with constituents, we know that groups are hamstrung by the fact that they are either being cut back or are trying to get charitable status but cannot because the government has some notion that the very notion of advocacy is political, that it is bad and that if we advocate for and work with our constituents to help them help themselves to build capacity, that is bad, wrong and no good.

In fact, that is one of the issues in the bill that needs to be addressed. How is it that even with the 10% rule in terms of advocacy, the government still continues to question groups that meet that 10% bar but are still accused of not doing strictly charitable work because it borders too much on helping people to speak up, advocating for others and working with communities so they cooperate on big projects in order to overcome some very deep-rooted systemic issues, whether we are talking about economic or social issues, or we are talking about the ability of a community to practise its traditions according to its heritage and with all the cultural celebration that is part of it.

I have yet to hear in this debate any commitment from the government to the non-profit sector. Before we go any further with the bill, I would like to see the government come forward with a plan that tells us exactly what happened to the 2001 accord. Is it just gathering dust somewhere? Is there some plan to bring it forward, to rekindle the relationship between government and the non-profit sector, to restore some sense of confidence that in fact the government believes in people who have spent hours donating their time and their money but are faced with a government and a political climate where there is just not that faith or belief in the non-profit voluntary sector?

What is key is the sense from government that what volunteers do matters, that it matters when people use their free time, money and other resources to contribute to the life of a community, whether it is economic, social, cultural, educational or spiritual. We can address every one of those topics in the context of Bill C-4 and yet we have not heard one word from the government on how it intends to instill the feeling in our communities that what they do matters, that they are part of the economy; 8% of the GDP. Can members imagine?

At a time of economic crisis, when we want to stimulate and kick-start the economy, is it not important for community groups to have the necessary resources to provide the voluntary services that they are so good at, that saves government money in the long run, that has enormous spinoffs in terms of the creation of jobs and economic activity, in terms of purchase power and in terms of the feeling of confidence and self-worth where one can go out into the community and play a solid role and give back one's talents?

I think it is awfully strange that, in this time of economic crisis, we do not have a government with a vision on this front. We need that vision. We do not just need a bill that says that we will put in place some rules to ensure there is tough transparency and regulation and to ensure everything is above board and there are no problems.

Ironically, we are talking about getting tough with the non-profit voluntary sector while the government sits back and does nothing about the excesses of the for-profit sector. Why is there no initiative on the part of the government like President Obama is doing in the United States to crack down on corporations and corporate CEOs' salaries and perks? Why are we not doing something that actually makes a difference in terms of sending a message to Canadians? Why are the profits of bank managers and CEOs so high at a time when they are refusing to pass on the savings to consumers that the government gives them through reduced interest rates? Why are we not starting to look at what is really fair in society today? What is fair is, in fact, to support the non-profit sector while cracking down on the excesses of the for-profit community.

CANADA NOT-FOR-PROFIT CORPORATIONS ACTGovernment Orders

February 6th, 2009 / 2:25 p.m.

The Acting Speaker Denise Savoie

It being 2:30 p.m., this House stands adjourned until Monday next at 11 a.m., pursuant to Standing Order 24(1).

(The House adjourned at 2:30 p.m.)

The House resumed from February 6, 2009 consideration of the motion that Bill C-4, An Act respecting not-for-profit corporations and certain other corporations, be read the second time and referred to a committee.

Canada Not-for-profit Corporations ActGovernment Orders

February 12th, 2009 / 1:10 p.m.

Bloc

Robert Bouchard Bloc Chicoutimi—Le Fjord, QC

Madam Speaker, for several years, a number of representatives of not-for-profit corporations have been pressing to have the Canada Corporations Act modernized. In the past decade, numerous people have taken part in consultations, while others have made written submissions to Industry Canada calling for amendments to the Canada Corporations Act.

Since 2002, both Liberal and Conservative governments have tried introducing various bills, but they all died on the order paper. In spite of everything, it is quite clear that there is a common desire on both sides of the House to modernize the Canada Corporations Act, especially since the bills introduced by previous governments have all been very similar.

To briefly summarize Bill C-4, its primary aim is to propose new legislation on not-for-profit corporations that would establish a more modern and transparent framework for such organizations. The operational framework for not-for-profit corporations would be similar to corporate governance under the Canada Business Corporations Act. The new act would gradually repeal the Canada Corporations Act and would replace parts II, III and IV of that act. Although the bill is complex, the new framework that will govern not-for-profit corporations should considerably simplify and clarify the role of these corporations in our society, both for their members and directors and for the general public.

It is exceedingly clear that extensive changes must be made to the Canada Corporations Act. For that reason, the Bloc Québécois is in favour of the principle underlying the bill. However, it is evident that some aspects of the bill must be examined in committee.

The Bloc Québécois supports this bill for a number of reasons. First of all, the process for establishing a not-for-profit will be considerably streamlined and much more transparent. The act currently requires not-for-profit corporations to keep detailed accounts of their activities but does not require disclosure of these accounts. Bill C-4 requires not-for-profits to make their financial records available to their members, directors and officers, as well as to the Director.

This will permit directors and officers to better manage and supervise the corporation, and allow members to monitor the financial situation of the organization between annual meetings and ensure that funds are used only in the pursuit of the stated goals and objectives.

With regard to efficiency, replacing the letters patent system, involving a sort of order signed by the minister, with an as of right system of incorporation makes it much easier to set up not-for-profit organizations. First, the discretionary approval process would disappear and the incorporation process would be simplified, giving corporations greater flexibility. This process would also be more efficient and less expensive, both for corporations and for the government.

Second, eliminating the obligation to have by-laws approved gives corporations the flexibility to create by-laws to meet their particular needs. It is high time the minister's discretionary authority in this area was abolished. This will increase not only the credibility of not-for-profit organizations, but public confidence in them.

I would also like to take this opportunity to point out the main issues the Bloc Québécois and many representatives of not-for-profit organizations have with Bill C-4. Currently, the Canada Corporations Act does not have a classification system for NPOs. Bill C-4 does not contain a mechanism to change that.

In the government's view, the new act does not need a classification system because the framework is permissive and flexible, allowing organizations to choose how to apply many provisions.

However, according to the national charities and not-for-profit law section of the Canadian Bar Association, not including a general classification system is a major flaw in this bill. It then becomes important to specify if the not-for-profit organization is charitable, mutualist, political or even religious, because they would be different. I am only trying to highlight various distinctions, but we believe that the committee should tackle this issue.

As well, section 154 of the Canada Corporations Act currently stipulates that the federal minister may grant a charter of incorporation if the corporation thereby created pursues objects “to which the legislative authority of the Parliament of Canada extends, of a national, patriotic, religious, philanthropic, charitable, scientific, artistic, social, professional or sporting character, or the like objects.”

It seems that clause 4 of the new legislation would not require a not-for-profit organization to include in its statutes the objects it intends to pursue, thus sidestepping the whole notion of specifying what action an organization can take in accordance with its goals. Since we know that the federal Parliament has jurisdiction only over organizations that do not have provincial goals, this raises the following question: Why does the bill not include some provision to oversee what falls under federal jurisdiction? The Bloc Québécois feels that this question should be studied in committee as well.

These are legitimate issues that the Bloc Québécois is trying to defend. Under section 92 of the Constitution, managing the social economy, volunteering and community activities falls within provincial jurisdiction. As set out in that section, all matters of a “merely local or private nature” fall under Quebec's exclusive jurisdiction.

It is important to note that the federal Parliament has jurisdiction only over those organizations not pursuing provincial objects. Subsection 92(11) of the Constitution Act, 1867, grants the “incorporation of companies with provincial objects” specifically to the provinces.

Accordingly, there seems to be a serious flaw in the bill and it must be carefully examined to avoid any potential conflict between the provinces and the federal government.

At the beginning of my speech, I said that, for some time now, representatives of not-for-profit corporations have been calling for amendments to bring the Canada Corporations Act up to date. For reasons of transparency, efficiency and fairness, the Bloc Québécois believes that these amendments are legitimate and essential. However, certain points need to be clarified in committee. Whether on matters of classification or the jurisdictions of each level of government, we believe that the committee must provide clear answers.

Canada Not-for-profit Corporations ActGovernment Orders

February 12th, 2009 / 1:20 p.m.

Bloc

Serge Cardin Bloc Sherbrooke, QC

Madam Speaker, despite the clarity of my colleague's presentation, I would still like to ask a question.

With respect to developing regulations, the possibilities are wide-ranging, given that there really is no classification within not-for-profit organizations. Conflicts can arise concerning the goals of not-for-profit organizations because, as my colleague said earlier, there are corporations that are charitable and there are others that are mutualist.

Basically, the goal of charitable organizations is to provide services to people other than members and administrators, whereas mutualist organizations provide services directly to members. At some point there must be a regulation or a classification that would change how the act is applied in different situations. The Canadian Bar Association has also expressed its views, and it is important that this go back to committee so that it can be discussed.

I would like to hear my colleague's thoughts on this, since he sits on the Standing Committee on Industry, Science and Technology. How does he feel that we should proceed?

Canada Not-for-profit Corporations ActGovernment Orders

February 12th, 2009 / 1:25 p.m.

Bloc

Robert Bouchard Bloc Chicoutimi—Le Fjord, QC

Madam Speaker, my colleague from Sherbrooke is absolutely correct. We feel that the issue of classification is a flaw in Bill C-4. And so we need to clarify this aspect of the bill. As my colleague mentioned, the Canadian Bar Association has raised this issue and sees it as a flaw.

The Bloc Québécois wants to debate the issue of classification and improve this part of the bill.