Charity and Not-For-Profit Law - OCA

The Court of Appeal for Ontario considered whether its prior decision in Religious Hospitallers of St. Joseph Housing Corp. v. Regional Assessment Commissioner should be overruled.

That case had interpreted s. 3(1)12(iii) of the Assessment Act to require a charitable, non-profit philanthropic corporation seeking a municipal tax exemption to show it provided relief to the poor by "some form of endeavour." The appellant, Stamford Kiwanis Non-Profit Homes Inc., argued that this requirement was not supported by the statute or legislative intent.

The Court agreed, finding that Religious Hospitallers was wrongly decided, had not been followed in subsequent jurisprudence, and introduced a vague and unworkable "endeavour" requirement.

The Court overruled Religious Hospitallers, clarified the applicable test for exemption, and allowed the appeal, granting the appellant a property tax exemption for its affordable housing properties.

This decision concerns competing applications for declaratory relief between the Islamic Food and Nutrition Council of Canada and the Islamic Food and Nutrition Council of America regarding membership and voting rights in the Canadian corporation.

The Court of Appeal upheld the application judge’s finding that a 2015 bylaw creating two classes of members (one voting, one non-voting) remained in force, and that a subsequent attempt to restore voting rights to personal members via federal continuance was ultra vires without a special resolution.

Both the appeal and cross-appeal were dismissed.

This appeal concerned the enforcement of Minutes of Settlement that resolved prior litigation between two factions of a church, Bethel Restoration Ministries.

The motion judge had ordered enforcement, requiring Bethel to make overdue payments and allowing a property registration.

The appellants challenged this order on three grounds: lack of jurisdiction due to the internal church dispute, the Minutes being void as prohibited by Bethel's constating documents, and the respondents having unclean hands.

The Court of Appeal dismissed the appeal, affirming that the Minutes created legally cognizable civil rights (contractual and property rights), thereby grounding the court's jurisdiction.

It also found that the Minutes were not prohibited by the church's by-laws, as they represented a valid exercise of the Elders' power to compromise claims.

The unclean hands argument was rejected as it pertained to conduct resolved by the Minutes.

The Hamilton branch of the Royal Yugoslav Army Combatants’ Association in Canada was embroiled in conflict over its governance and assets.

Following a trial, a judgment set out a process for re-establishing governance, including holding an Annual General Meeting (AGM) and electing a new board.

Rival groups held two separate AGMs.

The motion judge declared the December AGM valid and the November AGM invalid.

The appellant appealed, arguing the motion judge misapprehended evidence regarding compliance with the original judgment.

The Court of Appeal found that the motion judge's finding that the December AGM complied with the September 1 judgment was premised on a misapprehension of evidence.

The appeal was allowed, neither AGM was declared valid, and a new AGM was ordered to be held on June 22, 2024, with all previous memberships annulled.

This appeal concerned a dispute within the Medhanie Alem Eritrean Orthodox Tewahdo Church regarding internal governance, specifically the holding of an overdue Annual General Meeting (AGM) and the application of canon law versus corporate bylaws.

The appellants, volunteer board members, challenged the application judge's order that mandated an AGM under the 2014 Bylaws with a court-appointed neutral chair, arguing these issues were non-justiciable matters of canon law or that the order conflicted with canon law.

The Court of Appeal affirmed that the local Church, as an incorporated entity, is subject to civil law obligations like holding AGMs.

However, it found that the application judge's order unnecessarily conflicted with canon law by preventing the Church from amending its bylaws to conform with the 2016 Canon Law Promulgation before the AGM.

The Court allowed the appeal in part, striking the conditions regarding the 2014 Bylaws and the court-appointed neutral chair for the AGM, and ordered a special or emergency meeting with a court-appointed neutral chair to allow the Church to vote on bylaw amendments before the AGM.

The Joseph Lebovic Charitable Foundation (appellant) appealed the dismissal of its bankruptcy application against the Jewish Foundation of Greater Toronto (respondent).

The appellant had donated over $19 million to a Donor Advised Fund (DAF) with the respondent, which it considered an irrevocable gift.

After the founder's death, his executor sought to direct the remaining DAF funds to specific charities, which the respondent did not follow.

The appellant initiated bankruptcy proceedings, alleging the respondent ceased to meet liabilities.

The motion judge dismissed the application, finding no debt, no act of bankruptcy, and no special circumstances for a single-creditor application, and that the application was an abuse of process.

The Court of Appeal upheld the motion judge's decision, finding no palpable and overriding error of fact or errors of law, and affirmed the elevated costs award due to the abuse of process.

The appellant appealed a decision upholding the election of the respondents' board of directors and officers at an annual general meeting.

The appellant argued that as the incumbent Vice-Chair, he was automatically entitled to become Chair, and that the election of the respondent Chair was irregular due to nomination and membership admission procedures.

The Court of Appeal dismissed the appeal, finding the application judge's holistic interpretation of the poorly drafted bylaws and historical governance practices was reasonable and free from palpable and overriding error.

The appellants, former directors of a non-profit daycare centre, appealed the dismissal of their application for leave to commence a derivative action against a former director and administrator for alleged misappropriation of funds.

The Court of Appeal upheld the application judge's finding that the action was bound to fail, noting that the board of directors and the Public Guardian and Trustee had already investigated the allegations and taken no action.

The appeal and leave to appeal costs were dismissed.

Members of Branch 1-7 of the Polish Alliance of Canada sought to withdraw from the organization and take with them a property held in trust for the branch members.

The trial judge found that 100% of the branch members had voted to leave and applied the "clubman's veto" doctrine, permitting them to depart with the property.

The Polish Alliance of Canada appealed, arguing that the clubman's veto did not apply because PAC was incorporated under the Corporations Act.

The Court of Appeal dismissed the appeal, holding that the clubman's veto applied to the unincorporated branch and that there was no statutory displacement of the common law rule.

The appellants appealed from a motion judge's order regarding control of a religious organization's premises.

The motion judge had declared a November 16, 2013 meeting of Torah V'Avodah Congregation invalid and set aside resolutions to remove trustees and close membership, finding that proper notice had not been given.

The Court of Appeal allowed the appeal, finding that the motion judge erred by not ordering the entire application to proceed to trial.

The court determined that fundamental questions regarding membership and trustee status should be resolved at trial before determining the validity of the meeting and resolutions.

The court set aside the motion judge's declarations but preserved the interim arrangement maintaining the status quo with the original trustees in office pending trial.

The appellants appealed a trial judge's order regarding the withdrawal of Branch 1-7 from the Polish Alliance of Canada (PAC) and the ownership of branch assets.

The Court of Appeal upheld the finding that the branch's withdrawal was invalid due to insufficient notice and lack of unanimous consent.

However, the Court found the trial judge erred in declaring that the individual appellants had resigned from PAC and were barred from reapplying, holding instead that they remained members in good standing.

The appeal was allowed in part, with the trial judge's order amended accordingly.

The appellants appealed a decision dismissing their application regarding alleged voting irregularities in a Hindu temple's By-Law vote.

The Court of Appeal upheld the application judge's finding that the appellants failed to establish an irregularity, meaning the burden of proof never shifted to the respondents.

However, the Court allowed the appeal on costs, finding the application judge misapprehended evidence when awarding substantial indemnity costs.

The costs award was reduced to partial indemnity.

The appellants, representing members of a church congregation who voted to leave the Anglican Diocese of Huron due to theological differences, appealed a trial decision declaring that the diocese held the church property and a charitable foundation in trust for the static parish, not the departing members.

The Court of Appeal dismissed the appeal, affirming that 'parish' refers to a static entity that continues in perpetuity regardless of changes in membership, and that the departing members could not take the property with them.

The Court also allowed the diocese's cross-appeal on costs, finding that the costs judge erred in ordering each party to bear its own costs to promote harmony, and awarded $100,000 in costs to the diocese.

The appellants appealed a judgment interpreting the Constitution of a religious society and upholding a freezing order on memberships.

The Court of Appeal affirmed the application judge's finding that a 'bona fide member' only required payment of dues for the last two calendar years, rejecting the appellants' argument for a 24-month probationary period.

The Court also upheld the freezing order, finding it was validly passed by the Executive Committee in response to a forcible takeover and was justified to restore calm.

The appeal was dismissed with costs.

The appellants (majority directors) appealed a costs order of $213,380.64 made against them personally following an application by the respondents (minority directors).

The Court of Appeal upheld the quantum of costs but found the application judge erred in ordering costs against the directors personally without a finding of mala fides.

The court noted the corporation's constitution provided for indemnification of directors acting in the execution of their duties.

The appeal was allowed in part, varying the order to make the corporation responsible for the costs.

The appellants appealed a decision fixing the membership of three charitable corporations and ordering a meeting to elect new directors.

The Court of Appeal found that no proper procedure was taken to change the members in accordance with the Corporations Act, and the proper directors and members remained the original applicants for the letters patent.

The appeal was allowed, and the court ordered meetings of the original members to be held within 30 days.

The appellant Municipal Property Assessment Corporation appealed a Divisional Court decision granting a property tax exemption to the respondent, a charitable organization providing supportive housing.

The appellant argued that a 1998 amendment to the Assessment Act required the charity to physically occupy the premises itself, rather than renting units to tenants.

The Court of Appeal dismissed the appeal, holding that the charity 'occupied' the land because it was used directly to fulfill its charitable mandate of providing housing to the poor and mentally ill, and the tenants' physical occupation did not oust the charity's occupation for the purpose of the exemption.

The Causeway Foundation, a charitable organization, appealed a decision denying it a property tax exemption under s. 3(1) para 12(iii) of the Assessment Act.

The Foundation leased a building to the Causeway Work Centre, another charity.

The Court of Appeal found that the Foundation 'occupied' the property within the meaning of the Act, consistent with its companion decision in Salus.

However, the Court upheld the lower court's finding that the Foundation was not 'supported in part by public funds' because it did not receive direct government funding, and indirect funding via rent from the Work Centre was insufficient.

The appeal was dismissed.

The defendants, a church parish and a seniors' residence, sought a stay of execution of a trial judgment that handed control of the parish to the plaintiff Diocese after a failed attempt by the parish to secede.

Following the judgment, the Diocese took control and filed a notice of abandonment of the appeal.

The moving party sought to strike the abandonment and stay the judgment to use parish funds for the appeal.

The court dismissed the stay motion and allowed the notice of abandonment to stand, noting that the true protagonists (the seceding individuals) should seek intervenor status to pursue the appeal at their own expense rather than using parish funds.