- Unincorporated Non-profit Associations Act 2008
- UNIFORM UNINCORPORATED NONPROFIT ASSOCIATIONS ACT
- DEFINITIONS AND INTERPRETATION
- APPLICATION OF THIS ACT AND OTHER LAWS
- LEGAL STATUS, CAPACITY AND POWERS
- CLAIMS AND LIABILITIES
- DISSOLUTION AND WINDING-UP
- COMING INTO FORCE
- All Pages
APPLICATION OF THIS ACT AND OTHER LAWS
Application of Act
4(1) This Act applies to every nonprofit association formed or operating in [enacting jurisdiction], whether formed before or after the coming into force of this Act, other than
(a) a marriage, common-law relationship or other domestic living arrangement;
(b) a trust;
(c) an association that is formed under an Act or regulation or under the prerogative of the Crown; and
(d) an association or type of association exempted by regulation.
Exception — application of foreign law
4(2) Despite subsection (1), the law of the jurisdiction
(a) stipulated in an association’s governing principles; or
(b) in the absence of applicable governing principles, in which an association has its main place of activities;
governs the relations among its members and managers and between the association and its members and managers.
4(3) The Lieutenant Governor in Council may make regulations exempting an association or class of associations from the application of this Act.
Comment: This section preserves the residual or default character of the UNA form by stating that the Uniform Act applies to every UNA, whether it was formed before or after the coming into force of the Uniform Act. Given the informal character of most UNAs, it is not practical to expect the members or managers of UNAs to take positive steps to opt into this statutory regime.
Subsection (2) contains an exception to subsection (1) with respect to the application of foreign law. The general conflicts rules governing UNAs are in a state of confusion and arrested development which is similar to the poorly developed state of the law that generally relates to UNAs. The Uniform Act departs to a degree from the common law conflicts rules. Under subsection (1), the Uniform Act applies to every UNA formed or operating in the enacting jurisdiction. This means that questions of entity status, capacity, and liability should be decided by applying the law of the host jurisdiction, if that host jurisdiction has enacted the Uniform Act. The one exception is spelled out in subsection(2). The law of the UNA’s home jurisdiction continues to govern its internal affairs. The Uniform Act adopted this conflicts rule for the sake of consistency with the rule adopted by the ULC.
Derivation: Principle (1) and Principle (6).
General principles of law and equity
5 The general principles of the common law and equity supplement this Act and continue to apply, except to the extent that they are inconsistent with this Act.
Comment: This section confirms the basic rule of statutory interpretation that principles of the common law and equity continue to apply, unless they are expressly displaced by a provision of the Uniform Act. Examples of these common law and equitable principles are the general principles of contract, agency, fraud, and estoppel.
Derivation: Principle (9).
Conflict with other Act or regulation
6 This Act supplements other laws that relate or apply to nonprofit associations. In the event of a conflict between a provision of this Act and a provision of any other Act or a regulation
(a) that governs a specific type of nonprofit association; or
(b) that regulates nonprofit associations operating in [enacting jurisdiction];
the provision of that other Act or regulation prevails to the extent of the conflict.
Comment: Many jurisdictions have legislation that affects certain types of UNAs, such as trade unions, political parties, and churches. Clause (a) of this section establishes the rule that, in the event of an inconsistency between the Uniform Act and any of these statutes, the latter prevails.
Clause (b) establishes the same inconsistency rule for a different class of statutes—those statutes that regulate the activities of the nonprofit or voluntary sector generally. In comparison with the types of statutes covered by clause (a), there are few of these types of statutes in Canada, but they are not unknown.
Enacting jurisdictions should undertake a thorough review of all these other laws that may apply to UNAs to be certain that they do not need to be amended in order to continue to apply to UNAs after the Uniform Act comes into force.
Derivation: Principle (10).