Non-profit societies

2. Incorporation

Five or more persons can apply to incorporate a society under the Societies Act for purposes other than carrying on business by submitting:

• a completed Application for Incorporation, consisting of the proposed constitution and bylaws
• a Notice of Address of Society form
• the fee of $50.00, payable to the Government of the Northwest Territories

The application form sets out the constitution of the society: the name, objectives, and primary municipality of operations of the society. This must be a specific community, but the society is not restricted to operating within that community. The objectives of the society must not suggest that the society is carrying on business.

The bylaws are the rules that govern the operations of the society, and must meet the requirements set out in the Societies Act. The application package includes a bylaws template which you may alter to suit your needs. If the structure of a society is unusual, it may be wise to obtain the advice of a lawyer.

The application must be signed by the applicants before a witness. The original signed documents must be submitted to Corporate Registries. If the application is not acceptable for any reason, it will be returned along with the fee.

What are the advantages of incorporating a society?

• The individuals who are involved in the corporation are not normally responsible for the legal and financial obligations of the corporation. (There are exceptions to this general rule.)
• The corporation can own property in its corporate name. Should the membership of the corporation change, the legal ownership of the property lies with the corporation.
• The corporation can start a legal action under its corporate name which is separate and apart from its members.
• If an organization requires funding, some federal, territorial or private funding agencies require that it be incorporated.
• The existence of a corporation does not depend on the continued involvement of its individual members or directors. The corporation exists until it is formally dissolved.

What are the disadvantages of incorporating a society?

• It is more expensive and complex to operate.
• There is more of an administrative burden in that, for example, an auditor may have to be appointed, and financial statements and notice of directors are required to be filed annually by all societies.

Why do organizations incorporate?

• To have a formal structure under which to operate
• To hold title to land
• To qualify for grants or funding
• To apply for a bingo or lottery license
• To limit the personal liability of members.