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CLEO’s Bylaw Builder

CLEO’s bylaw builder helps nonprofits develop a set of bylaws that comply with Ontario’s Not-for-Profit Corporations Act (ONCA). The tool asks you questions, explains what your choices are, and includes information to help you decide. Then, based on your answers, it generates a set of bylaws for your nonprofit.

The Bylaw Builder is free to use and all text has been legally reviewed.

The bylaw builder does not apply to nonprofits incorporated under the Canada Not-for-Profit Corporations Act.  It also isn’t meant for nonprofits incorporated in other Canadian provinces or territories.

It can take as little as 30 minutes to complete the bylaw builder. The time you take depends on how familiar you are with the ONCA. Know what is changing and what options it offers nonprofits. It also helps to know what your nonprofit wants.

Think about going through CLEO’s bylaw builder guide before using the bylaw builder. It goes through the options you have when drafting your bylaws and discusses the pros and cons of each option. The practical information it contains may help you decide which option works best for your nonprofit.

It can take less time if you have all the information before you start. In particular, if you know what your nonprofit wants.

You can sign up to create an account or use the pathways as a guest. If you choose not to create an account, the system will time out after 4 hours. You must create an account if you want to save your work on the system.

All of the information that you enter into the pathways is confidential. CLEO will not give your personal information to anyone unless you ask us to do this. Read more in the Terms of Use and Privacy Policy.

Once you’ve completed the bylaw builder interview, you can save or print off your new bylaws. New or amended bylaws must be approved by your board. You have to then present them to your members at your next members’ meeting. Your members must approve the bylaws for them to take effect permanently. If they’re not approved, then your previous rules will apply.

Your previous rules will apply until October 18, 2024. After this date, if your members still haven’t passed your new bylaws, ONCA’s bylaw rules will apply to your nonprofit automatically except for specific kinds of rules.

If you’re a charity, the Canada Revenue Agency (CRA) has to review your bylaws to ensure you still qualify as a registered charity. After your members have approved them, you have to send a copy of your bylaws to the CRA.

This bylaw builder does not give you legal advice. For advice about your situation, talk to a lawyer.

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Reviewed: 2021-10-20