TREADSTONE LAW · ONTARIO · DIGITAL LEGAL SERVICES · EST. MMXXI ·TSL
Learn/Ask a Lawyer/Corporate/What officer positions does…
Corporate

What officer positions does an Ontario not-for-profit corporation need to fill?

TSL Written by the Treadstone Law team· Updated August 2026

ONCA does not itself mandate specific officer titles the way some people assume — it leaves the choice of officer positions, and what each one does, largely to the corporation's own by-laws. Many organizations still adopt a familiar slate — chair or president, vice-chair, secretary, and treasurer — because it maps naturally onto how a volunteer board actually divides responsibility, but that pattern is convention rather than a strict statutory requirement.

What the Act does require is that certain governance functions actually happen — someone needs to be responsible for calling and running meetings, someone for keeping minutes and records, and someone for financial oversight — and the by-laws should assign those responsibilities clearly to specific officer roles, even if the corporation is free to choose its own titles for them. A director can generally also serve as an officer, which is standard practice on small boards.

Organizations that have never reviewed their officer provisions since incorporating should check that the by-laws actually describe what each officer does, rather than just listing titles, since a dispute about who had authority to sign a document or approve a payment often comes down to what the by-laws say an officer's role actually includes.

Key takeaways

  • ONCA leaves the choice of specific officer titles largely to the corporation's by-laws.
  • Chair/president, secretary, and treasurer are common conventions, not statutory requirements.
  • By-laws should clearly assign key functions like meetings, records, and financial oversight to officer roles.
  • Directors can generally also serve as officers on the same board.
This is general information, not legal advice. It doesn’t create a lawyer–client relationship, and the rules can change. For advice on your situation, a Treadstone corporate lawyer can help.
Was this helpful?Share:

Go deeper

Still have questions?

Search 6,000 answers, or send yours to a Treadstone lawyer — we answer in plain language.

All answersStart a File →