On Fri, 31 Mar 2023, Tug Williams wrote:
Assuming the vote is positive, an agent will be engaged to handle the
technical details. One such agency has indicated willingness, with a fee
under $400.
OCLUG does not need to spend $400.
See Ontario Not-for-Profit Corporations Act, 2010
(https://www.ontario.ca/laws/statute/10n15).
To dissolve a non-profit corporation all one needs to do is:
- pass a special resolution to dissolve, at a duly constituted general meeting,
including choosing who gets the corporation's assets (the special resolution
MUST be passed by a 2/3 majority)
- communicate that motion to the Ontario Business Registry within 10 days by
mail with a signed form. The forms & instructions are at
https://forms.mgcs.gov.on.ca/en/dataset/5278
OCLUG would also need to apply for a (free) company key online first, but it
should have already had that for annual returns (director names).
- appoint someone to liquidate the assets: i.e. pay any debts, then write a
cheque to NCF (or whomever), and when everything clears, close the bank
account. The treasurer / signing officers would have to do this in any case,
right?
Other info: https://nonprofitlaw.cleo.on.ca/run-a-nonprofit/dissolution/
There's no point in paying $400 for something that can be done
straightforwardly -- especially since most of the work is getting information
together which the board would have to do in any case.
Note that there is no Plan B unless some members step up with a viable plan
that can get majority member approval in a recorded vote.
All the Ontario government asks you to do is to hold an AGM, which can be
combined with a monthly meeting and take 5 minutes, elect directors who
have minimal or no tasks, and electronically submit a list of directors
each year. You don't have to hold board meetings if there's nothing to
discuss. Why is this so much work?
The advantages of keeping up OCLUG as a non-profit corporation is that -- when
there are more people who want to do more -- it makes it possible to undertake
larger projects like a day conference or joint projects with a municipal or
other organization where insurance might be required. It also allows OCLUG to
apply for grants for projects.
Alayne
--
Alayne McGregor
alayne at twobikes.ottawa.on.ca
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