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2019 Convention

At the Sheraton Parkway Toronto North Hotel & Suites and Conference Centre

See you Feb. 14-16, 2019

Please Contact

Kathryn Lambert,

Convention Administrator

email: This email address is being protected from spambots. You need JavaScript enabled to view it.

Phone: 519-287-3553

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This factsheet is intended to provide general information for Ontario agricultural societies and should not be considered as a substitute for private legal counsel. Passages in italics are quotes from the legislation.

Name of the Act:

The proper name of the Act is the Agricultural and Horticultural Organizations Act, R.S.O. 1990, chapter A.9. The Act has not been amended since the Revised Statutes of Ontario 1990 were published. The Act also includes Regulation 16 and Regulation 17. The Act is sometimes called “Bill 66”. This refers to the number that was assigned to the bill containing the new Act when it was introduced in the Legislature back in 1988. The bill number is not a good identifier for the Act because a new set of bill numbers is used for each session of the Legislature and many other bills have been identified as “Bill 66” over the years.

The Agricultural and Horticultural Organizations Act (the Act) is the legislation that provides legal status and direction for agricultural societies, horticultural societies and agricultural associations in the province of Ontario.

History:

The Act came into effect on December 15th 1988. It replaced the Agricultural Societies Act, the Horticultural Societies Act and the Agricultural Associations Act. All societies that were established under these earlier pieces of legislation were continued under the Act. The Ontario Minister of Agriculture, Food and Rural Affairs is responsible for the administration of the Act.

Legal Status:

The Act provides for every organization to be a “corporation without share capital” (section 3). Organizations incorporated or continued under the Act are sometimes called “not for profit” corporations. This means that the activities of the corporation shall not be carried on for the purpose of gain for its members and any profits shall be used in promoting its objects.

The operation of not for profit corporations is also subject to the provisions of the Corporations Act, RSO 1990, c.C. 38 that don’t conflict with the provisions of the Agricultural and Horticultural Organizations Act. The parts of the Corporations Act that specifically apply to agricultural societies are Part III (Corporations without Share Capital) and Part VII (Corporations, General).

No Compensation for directors, officers or members

The Act provides that “no compensation shall be paid to a director, officer or member” of an agricultural society other than the treasurer, secretary or secretary-treasurer (section 13). This section also provides that a society may pay “reasonable expenses incurred” by its directors, officers or members in the performance of their duties. If a society has paid staff other than its secretary, secretary-treasurer or treasurer, such employees can not be officers, directors or voting members of the organization.

Benefits of Incorporation:

Incorporation provides your organization with status as a separate legal entity, distinct from its members. A corporation may enter into contracts (including employment contracts), own land, sue and be sued. This corporate status provides the officers, directors and members of the organization with limited liability. This means that individual members are not personally liable in certain instances, for the corporation’s debts and obligations. This does not mean that members of an incorporated organization are not responsible for the actions of the corporation however it does provide a level of protection for the membership.

Many granting institutions (governments, foundations, etc.) will only accept grant applications from incorporated organizations.

Objectives of Agricultural Societies:

The Act outlines the objectives for agricultural societies as follows (section 28):

“The objects of an agricultural society are to encourage an awareness of agriculture and to promote improvements in the quality of life of persons living in an agricultural community by,

(a) Researching the needs of the agricultural community and developing programs to meet those needs;
(b) Holding agricultural exhibitions featuring competitions for which prizes may be awarded;
(c) Promoting the conservation of natural resources;
(d) Encouraging the beautification of the agricultural community;
(e) Supporting and providing facilities to encourage activities intended to enrich rural life; and
(f) Conducting or promoting horse races when authorized to do so by a by-law of the society.”

Not every society will be engaged in all of the activities listed in clauses (a) to (f), however, all societies should be engaged in activities that encourage agricultural awareness and improve the quality of life of the persons living in their community.

Membership and Voting:

Membership in agricultural societies is open to anyone who pays the annual fee set out in the bylaws of the society (section 32). Members who are under the age of 18 are not eligible to vote at meetings of the society. This rule does not prevent members who are younger than 18 from participating in discussions leading to votes.

Annual Meetings:

The Act states that a society must hold an annual meeting of its members and that meeting must be held within 15 months of the last annual meeting (section 10). Usually the annual meeting will be held at about the same time every year. The membership must be given at least two weeks notice of the annual meeting date, time and location.
At the annual meeting, the membership must elect a board of directors and appoint a treasurer or secretary-treasurer (section 11). The method of selection for these positions should be outlined in the by-laws of the organization. The by-laws may also fix the number of directors; however, the minimum number of directors allowed is three (subsection 238(2) of the Corporations Act).

The retiring directors are required to present a report of the activities of the organization and the audited financial statement of the organization for the previous year (section 11).

Annual Reports:

Within 90 days of their annual meeting, the Act requires every society to provide the Ontario Ministry of Agriculture, Food and Rural Affairs with a written report including:
(a) “A copy of the audited financial statement;
(b) A statement of the number of current members;
(c) A list of the directors and officers of the organization and their addresses; and
(d) A copy of the annual report submitted at the annual meeting.” (if applicable)(section 15)

Failure to comply with this annual reporting requirement may cause a society to be dissolved (section 18). The Ministry is required to make any of the information provided in annual reports available for “examination by the public upon request”. (section 15)

Societies are also requested to send a copy of their annual return to the secretary of the Ontario Association of Agricultural Societies.

Security against loss:

The Act requires the board to annually ensure that the treasurer or secretary-treasurer has provided adequate security against any financial losses that the society might suffer (section 12). If there is a loss and the security is not adequate then each director is personally liable for the loss. The security referred to is normally obtained through the insurance policy, including bonding of the treasurer, purchased by the society.

Tax Exemption:

The Act provides for a tax exemption as follows (section 30):
“The land occupied by an agricultural society or a tenant of a society is exempt from taxes for municipal and school purposes, other than local improvement rates, so long as the land or the proceeds from the rental of the land is used solely for the purposes of the society.”
The tax exemption is a privilege that has been given to agricultural societies through legislation in recognition of their contribution to local communities. In some instances, this may be perceived as unfair by local businesses or organizations that do not enjoy a similar exemption. Societies should be mindful of impacts on their community when they are entering into agreements with potential tenants.

This section refers to “local improvement rates”. Local improvement rates may be charged by municipalities where services to a specific part of the municipality are being upgraded. For example, a sewer line or street lights are being added in a neighbourhood where that service has not been provided before. This primarily benefits those who are located in that part of the community and so a local improvement rate is charged to the local people, businesses or organizations in order to help pay for the improvements. The Act does not provide an exemption for charges of this type.

Changes of Name or Location:

If a society wishes to make changes to items that would be included in the Articles of Incorporation for the society then they must receive approval from the Minister of
Agriculture, Food and Rural Affairs (section 9). The items that would require this approval include:

  • Name of the society
  • Location of the society’s office

An amendment form is available from the Ontario Ministry of Agriculture, Food and Rural Affairs. Changes proposed by the board of directors should be ratified by the membership at the annual meeting or a special meeting convened for that purpose before being submitted to the ministry for approval.

Dissolution:

If, for any reason, an agricultural society is no longer able to carry out its’ objectives then it should be officially dissolved as a corporate entity. The Minister may dissolve an organization, provided that the membership has passed a resolution to that effect at a meeting of the members duly called for that purpose (section 19).
The Minister may also cause a society to be dissolved for failure to comply with the annual reporting requirements as outlined in the Act (section 18). The Minister must give the organization twelve months notice of the intent to dissolve the organization and the board has the right to prevent that dissolution by bringing the organization into good standing within that period.

Trustees:

If a society is dissolved, then the people on the board at the date of dissolution become the trustees of the assets of the organization (section 20). They will be held responsible for the assets and liabilities of the organization. With approval from the Ministry, “they shall pay the debts of the organization and liquidate any of the assets for such purposes.”

Ministry policy requires that any remaining assets should be disposed of in a manner that is compatible with the objectives of an agricultural society. That is, they should be used to encourage agricultural awareness and promote improvements in the quality of life of people in the local community.

Resources

  • Not-for-profit incorporator’s handbook, Companies Branch, Ontario Ministry of Consumer and Commercial Relations, 1998
  • Roles and Responsibilities of Organization Directors, Ontario Ministry of Agriculture, Food and Rural Affairs factsheet
  • A copy of the Agricultural and Horticultural Organizations Act may be found on the Ontario government website www.e-laws.gov.on.ca or the OAAS website at www.ontariofairs.com.

Contact: Ontario Ministry of Agriculture, Food and Rural Affairs
Helen Scutt, Agriculture Organization Specialist
1-888-466-2372 x63115 or This email address is being protected from spambots. You need JavaScript enabled to view it.