Step 5 - Submit the required documents

Once the articles have been approved, the next step is to obtain a Certificate of Continuance. To do so, you are required to file the following with Corporations Canada:

Use the Checklist for Continuance (transition) Documents to reduce the chances of your application being returned because of deficiencies. Also, see How to Avoid Common Deficiencies in Form 4031 – Articles of Continuance (transition).

When Corporations Canada receives your documents, we will make sure that they have been properly completed and, if applicable, that the new name is acceptable. If so, we will send you a Certificate of Continuance with the articles of continuance attached.

The by-laws do not have to be filed to obtain a Certificate of Continuance. The NFP Act requires that they be filed within 12 months after members have approved them as set out in Step 4. You can, however, file them with the above documents. Remember that on transition the new by-laws typically take effect on the date that the corporation continues under the NFP Act; not the date filed with Corporations Canada.

Note

Unlike the old Act, the NFP Act does not require Corporations Canada to review and provide Ministerial approval of the by-laws. The benefit to the corporation is that the by-laws come into effect immediately when they are made. The only requirement is that by-laws be filed with Corporations Canada within 12 months of their being confirmed by members.Footnote 1 There is no fee to file by-laws.

Where to file

Fee

Existing federally incorporated not-for-profit corporations do not have to pay a filing fee to obtain a Certificate of Continuance.

Additional resources

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