A Guide to Understanding the Changes for Not-for-Profits under ONCA

The Ontario Not-for-Profit Corporations Act (ONCA) governs how nonprofit corporations in Ontario are structured, managed, and held accountable. It came into force on October 19, 2021, replacing the old Ontario Corporations Act, and applies automatically to virtually every non-share capital nonprofit incorporated in Ontario, including most registered charities. In 2026, two things matter most for Ontario nonprofits: a narrower group of organizations still has a compliance deadline coming up on October 18, 2026, and the ONCA annual return has become a recurring, live filing obligation for every ONCA corporation. This guide breaks down what changed under ONCA, where compliance stands today, and what your organization needs to do next.

What Is ONCA and Who Does It Apply To

ONCA applies to non-share capital corporations incorporated under the Ontario Corporations Act, which includes most Ontario nonprofits and registered charities structured this way. It does not apply to federally incorporated nonprofits governed by the Canada Not-for-Profit Corporations Act (CNCA) — a distinction that trips up a lot of organizations, since the two acts share a similar structure but are administered separately.

ONCA also splits nonprofits into two categories that determine which rules apply:

• Public benefit corporations — charities, and non-charitable nonprofits that receive more than $10,000 a year in donations or government funding from outside their own membership. These face stricter financial review and disclosure requirements. 
• Non-public benefit corporations — nonprofits that don't meet that funding threshold, which have more flexibility in areas like financial review requirements.

Knowing which category your organization falls into affects several of the obligations below, particularly around financial statement review and disclosure.

Key Governance Changes Under ONCA

ONCA modernized how Ontario nonprofits are run day to day, replacing many of the older Corporations Act's rigid requirements with more flexible, purpose-built rules.

Member Meetings and Voting

ONCA allows more flexibility in how meetings are held and how members vote, including permitting electronic and remote participation as a default rather than an exception. Nonprofits also have more flexibility to set quorum and voting rules in their bylaws, rather than following a single fixed standard.

Record-Keeping Requirements

Requirements around what records must be kept, and in what form, were simplified. Corporations can keep records electronically, and some of the more onerous documentation requirements under the old Corporations Act were removed. 

Director and Officer Duties

ONCA sets out clearer statutory duties for directors and officers, including a defined duty of care and rules around conflicts of interest. This reduces ambiguity about what's expected of board members and makes it easier to hold directors accountable when duties aren't met. 

Transparency and Member Rights Changes

ONCA strengthened the rights members have to information about their organization. Members can now request and review a broader range of records, including financial statements, minutes of meetings, and the register of directors and officers, subject to certain privacy and confidentiality limits set out in the Act.

Public benefit corporations face additional disclosure obligations, including requirements around financial statement review that scale with the size of the organization's revenue. This is meant to give donors, funders, and members confidence that a nonprofit's finances are being properly overseen, without imposing full audit requirements on every small organization.

2026 Compliance Status: Where Things Stand Now

ONCA gave existing nonprofits a three-year transition period to bring their governing documents (letters patent, bylaws, special resolutions) into line with the Act. That general deadline was October 19, 2024, and it has passed.

If your organization missed it, there's no penalty for missing the deadline itself — but any provision in your governing documents that conflicts with ONCA is now automatically deemed to have been amended to comply. In practice, that means your actual bylaws may no longer reflect what's legally in effect, which can create confusion for directors and members about which rules actually govern the organization. It's still worth updating your documents properly rather than relying on the deemed amendments.

A second, narrower deadline is coming on October 18, 2026. This one applies specifically to share-capital corporations and social clubs that were incorporated under the old Ontario Corporations Act. These organizations have until that date — five years from ONCA's proclamation — to continue under ONCA as a non-share capital corporation, continue under the Co-operative Corporations Act, or continue under the Ontario Business Corporations Act. If your organization falls into this category, this deadline carries more direct consequences than the general 2024 one did.

The ONCA Annual Return Requirement

Since the 2024 transition deadline passed, the ONCA annual return has become the main ongoing compliance obligation for most Ontario nonprofits. Every ONCA corporation must file an annual return within six months of its fiscal year-end.

For most organizations, that means:

• December 31 fiscal year-end → annual return due by June 30
• March 31 fiscal year-end → annual return due by September 30

This annual return is separate from the CRA's T3010 charity information return that registered charities already file, and separate from any federal Corporations Canada filings. It's easy to assume these obligations overlap, but they don't — a charity operating in Ontario as an ONCA corporation may need to file all three, depending on its structure.

What Nonprofits Should Do Now

1. Confirm your corporation type — check whether you're incorporated provincially under ONCA or federally under the CNCA, since the rules and this guide only apply to the former.
2. Review your governing documents — compare your current letters patent and bylaws against ONCA's requirements, rather than relying on deemed amendments.
3. Check your public benefit status — this determines your financial review obligations. 
4. Confirm your annual return filing history — make sure you haven't missed a filing, since this is now a recurring obligation tied to your fiscal year-end.
5. Flag the October 2026 deadline — if your organization is a share-capital corporation or social club still operating under the old Corporations Act, this deadline applies directly to you.
6. Speak with a charity or nonprofit lawyer — particularly if your bylaws haven't been reviewed since before 2021, or if you're unsure which deemed amendments currently apply to your organization. 

Conclusion

ONCA has reshaped how Ontario nonprofits govern themselves, report to their members, and stay compliant year over year — and 2026 brings both a narrower compliance deadline for some organizations and an annual filing obligation for all of them. Understanding where your organization stands, and acting on it, puts you in a stronger position with your members, donors, and regulators alike. If you're unsure whether your governing documents or filings are up to date, speaking with a charity lawyer is the fastest way to find out.

Frequently Asked Questions

What is the deadline to comply with ONCA in 2026? 

Most Ontario nonprofits already passed their general compliance deadline on October 19, 2024. A separate deadline of October 18, 2026 applies only to share-capital corporations and social clubs incorporated under the old Ontario Corporations Act.

Does ONCA apply to federally incorporated nonprofits? 

No. ONCA only applies to nonprofits incorporated provincially in Ontario. Federally incorporated nonprofits are governed by the Canada Not-for-Profit Corporations Act (CNCA) instead.

What happens if my nonprofit missed the ONCA compliance deadline? 

There's no direct penalty for missing the October 2024 deadline. However, any provision in your governing documents that conflicts with ONCA is automatically deemed amended to comply, which can create confusion about which rules actually apply until you formally update your documents.

Is the ONCA annual return the same as the CRA T3010? 

No. The ONCA annual return is a provincial filing required within six months of your fiscal year-end. The T3010 is a separate federal filing that registered charities must submit to the CRA. Many organizations need to file both.

Who needs to worry about the October 2026 ONCA deadline? 

Only share-capital corporations and social clubs still operating under the old Ontario Corporations Act. Most standard nonprofits and charities were already subject to the earlier 2024 deadline.

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