Charities Archives

The High Cost of Battles for Control

In Ottawa Humane Society v. Ontario Society for the Prevention of Cruelty to Animals (decided September 2017), Justice Beaudoin of the Ontario Superior Court of Justice upheld the conversion of a prominent Ontario charitable corporation into a closed-membership corporation in which the directors were the only voting members. The court found that the adoption of a closed membership was a corporate best practice and fell within the proper exercise of the board's business judgment. In his reasons, the judge ordered the members who had challenged the adoption of a closed membership to pay a portion of the costs of the embattled corporation.

Independence of a Foundation from its Operating Charity

In Bloorview Children's Hospital Foundation v. Bloorview MacMillan Centre (decided 2002), Justice Pitt of the Ontario Superior Court of Justice held that, on the facts, a charitable foundation was independent of its separately incorporated operating charity and was entitled to decide for itself whether to advance foundation monies for an expansion of the operating charity's facilities.

Foundation May Not Cut Ties with its Operating Charity

In Victoria Order of Nurses for Canada v. Greater Hamilton Wellness Foundation (decided 2011), Justice Beaudoin of the Ontario Superior Court of Justice held that the former fundraising entity of the Victorian Order of Nurses Hamilton-Wentworth Branch could not unilaterally change its letters patent so that it cut all ties with the successor of the Branch.

Proposed Change Would Eliminate Certain Conflicts for Directors of Charities

Charity law holds directors of charitable corporations to strict duties to avoid conflicts of interest and to disgorge payments they may receive in violation of this duty. But a proposed new regulation under the Charities Accounting Act would relax this standard. 

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