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Dissolution

This page tells you what Ontario’s Not-for-Profit Corporations Act (ONCA) says you have to do with your assets if you decide to dissolve or close down your nonprofit.

If you incorporated before ONCA was proclaimed on October 19, 2021, your bylaws or articles may not comply with the rules explained below. You have until October 18, 2024 to review, update, and file your governing documents with the Ontario government. Until then, the rules in your articles and bylaws continue to be valid. This is true as long they were valid before the ONCA took effect.

What do we do with our assets if we decide to close down?

What you do depends on what type of nonprofit you are. (Sections 150 and 167).

If you are a public benefit organization but are not a charity, then you must give your assets to one or more of the following:

  • a public benefit organization with a purpose similar to yours
  • a registered charity
  • a government agency
  • a municipality

You have to follow this even if your articles or bylaws say something else.

If you are a charity, you must give your assets to one or more of the following:

  • a registered charity with a purpose similar to yours
  • a government agency
  • a municipality

You have to follow this even if your articles or bylaws say something else.

If you are not a public benefit corporation, you must follow what you say in your articles. If your articles don’t say anything, you have to distribute your assets to your members in a way that reflects their rights and interests in the organization.

Reviewed: 2021-11-16