Societies Act – Transition Deadline of November 2018 is Fast Approaching!
In May of 2015, the British Columbia Government enacted the Societies Act (the “Act”), which requires all societies in British Columbia to transition by November 28th, 2018.
The new Act encompasses modern governance practices, addresses areas of the law on which the former Society Act stayed silent and expands on other areas in greater detail. One notable outcome of the transition process is the modernization of the old filing system. The BC Societies Online portal simplifies filing and will provide the over 26,000 British Columbia societies access to electronic versions of their founding documents.
Societies can find the transition process quite daunting, considering the many steps involved. Should you have any questions regarding how the new Act affects your society, or are looking to make the transition process as simple as possible, please do not hesitate to contact us.
We have outlined below some of the steps and issues typically encountered whilst transitioning.
How to Transition a Society under the new Societies Act
- Gather All Relevant Transition Documents
In order to comply with the new Act, a society must gather and configure all constating documents previously filed with the registrar, along with any alterations made over the years. Alternatively, a Transition Package may be order from the British Columbia Society Registry Services for a $40 charge. The Transition Package consists of a compilation of aforementioned documents as originally filed with the Registrar.
- Consolidate and Convert All Documents Electronically
The next step is to merge all required documents so they are one complete, consolidated version. All documents must be in electronic format in preparation for filing the Transition Application electronically. This task is often time consuming, especially if your society has, over the years, incorporated many amendments to its founding documents.
- Conform to Requirements Under the New Societies Act
All societies must conform to the Act and ensur their own constitution and bylaws incorporate any and all mandatory changes set out in the Act. The required Transition Application must consist of: (a) an amended constitution, (b) accurately consolidated Bylaws inclusive of any mandatory changes put forth by the Act, (c) up to date records office address and (d) a statement of directors.
The difficulty lies in the many changes put forth by the Act, as the document itself is more comprehensive than its predecessor. One such change is found in s. 17(5) of the Act which provides that there can be no unalterable provisions in either the constitution or bylaws. There are specific requirements for such changes that must be followed when preparing the transition documents.
Further notable changes under the new Act include the introduction of member-funded societies, additional bylaws for reporting societies, qualification requirements of directors, remuneration disclosures, the introduction of a senior manager role, Annual General Meeting requirements, voting, member proposals, access to records and changes to special resolution filing requirements.
- The Transition Application
The transition application is filed electronically through the BC Registry Societies Online portal, which can be found at: https://www.bcregistry.ca/societies/
- Other Matters
Other matters may further complicate the process such as ensuring the society is up-to-date with its Annual Report filings before it is able to transition and adhering to charity CRA filing requirements.
Getting Help with the Transition Process
Having transitioned numerous societies this past year, our firm has become somewhat of an expert in this process. If you would like more information about, or our help in transitioning your society seamlessly, please contact any one of our lawyers practicing in this area:
Paul S.O. Barbeau: paul@barbeau.co or Morgan Best: morgan@barbeau.co