What is the process for an Ontario not-for-profit corporation to change its statement of purpose or objects?

Because a corporation's stated purposes appear in its articles of incorporation rather than its by-laws, changing them is a more formal process than an ordinary by-law amendment. Directors first need to bring the proposed change to members, who must approve it by special resolution — generally a two-thirds majority of those entitled to vote — reflecting how fundamental a change of purpose is to the organization's identity. Once members approve it, the corporation files articles of amendment to make the change official.

If the corporation is a registered charity, this step needs extra care: CRA registration is tied specifically to the purposes the charity was registered to pursue, so a change to those purposes can affect whether the organization still qualifies as a registered charity, or whether CRA needs to be notified or the change needs to be reflected in the charity's own filings. Charities should coordinate the corporate amendment with their charity compliance obligations rather than treating the two as unrelated steps.

Organizations should also review whether any grants, donor agreements, or restricted funds were given for the organization's current purposes specifically, since changing those purposes can have implications for how existing restricted funds may still be used.