What governing documents does my organization need to comply with? The operations of nonprofit and charitable organizations in Canada are governed by documents including:1
- The statute under which the organization is incorporated
- The organization’s letters patent
- The organization’s bylaws
- The organization’s governance or policy manuals, if applicable
Why is it important to be in compliance with these governing documents? By law, the letters patent and bylaws constitute a contract between a nonprofit or charitable organization and its members.1 Board members can be held personally liable if their organization fails to act in accordance with its governing documents.1 Establishing and following a process at the board level to ensure that the organization acts in accordance with its governing documents mitigates this risk and protects the organization from liability. If the organization wishes to undertake activities that are beyond the scope of its letters patent, it must create supplementary letters patent that include these amendments.1
From "Accreditation Preparation Workbook Section A: Board Governance," Katharine Zywert, Social Prosperity Wood Buffalo at the University of Waterloo, 2013.
- “Primer for Directors of Not-for-Profit Corporations: Rights, Duties, and Practices,” Industry Canada, 2002.
Standards Reference Guide