The Canada Not-for-profit Corporations Act permits a corporation, or any director or member of the corporation, to apply to court to determine any controversy with respect to an election or appointment of a director. (The Act also allows an application in respect of the election or appointment of a public accountant, but this would rarely arise and will be ignored for the purpose of this article.) Applications to court involving the election of directors may determine who controls the corporation and, therefore, are much more likely to arise in litigation.
In Chan v. Chin Wing Chun Tong Society of Canada (a 1999 decision), the Supreme Court of British Columbia set aside the election of directors of a society because it was heavily rigged, and ordered a new election.
In Toronto Humane Society v. Milne (a 2001 decision), the Ontario Superior Court of Justice ordered a meeting of members to be postponed even though it had been properly called. The meeting, called for the purpose of electing a new board of directors, had been called with the minimum amount of required notice and deprived the members of an opportunity to consider an alternative slate.
In Assn. of Pakistani Canadians of Man. Inc. v. Sheiikh (decided 1987), the Manitoba Court of Queen's Bench declared the victor in a battle for control of a non-share capital corporation by ascertaining which faction had the support of a majority of members.
Croatian Peasant Party of Ontario v. Zorkin (decided 1981) involved warring factions within a not-for-profit corporation, each of which had called meetings to pass by-laws and elect directors, resulting in total confusion. The Ontario Supreme Court held that the only way to resolve the governance issues was to hold a court-ordered meeting of members at which the board of directors would be elected and a set of by-laws would be confirmed.
In Cricket Canada v. Bilal Syed (released May 2017), the Ontario Superior Court of Justice set aside part of the award of a single arbitrator who went beyond the terms of the arbitral submission and, therefore, exceeded his jurisdiction.
In Ray v. Morin (decided in 2002), Justice Allbright of the Saskatchewan Court of Queen's Bench found that there were sufficient grounds to invalidate an election of directors of a non-profit corporation and order the compilation of a new list of members and a fresh election based on the new list.
In Dumont v. Manitoba Metis Federation Inc. (decided in 2004), the Manitoba Court of Appeal allowed an appeal from a trial court decision and restored the results of the election of the president of the Manitoba Metis Federation Inc., despite certain irregularities.
In Garcha v. Khalsa Diwan Society - New Westminster (decided in 2006), the British Columbia Court of Appeal upheld a trial court decision setting aside a close election of directors of a religious institution governed by the British Columbia Society Act (now the Societies Act).
In Kroczynski v. Regina Soccer Assn. (released April 2016), the Saskatchewan Court of Queen's Bench was asked to declare as nullities votes to amend the by-laws of the Regina Soccer Association Inc. and to elect directors at an annual meeting. Justice Barrington-Foote refused to do so. His reasons are instructive for other cases in which the losing party in an election or membership vote seek the assistance of the court.