APPLICATION FOR INCORPORATION FOR A CORPORATION WITHOUT SHARE CAPITAL UNDER PART II OF THE CANADA CORPORATIONS ACT
To the Minister of Industry Canada
I
The undersigned hereby apply to the Ministry of Industry, Science and Technology for the grant of a Charter of Letters Patent under the provisions of Part II of the Canada Corporations Act, constituting the undersigned and such others as may become members of the Corporation thereby creating a body corporate and politic under the name of The undersigned have satisfied themselves and are assured that the proposed name under which incorporation is sought is not the same or similar to the name under which any other company, society, association or firm in existence is carrying on business in Canada, or is incorporated under the laws of Canada or any province thereof, or so nearly resembles the same as to be calculated to deceive except that of (name of church), which, as the unincorpo-rated church organization for which this Corporation is the successor, has signified its consent to the use of the said name and that it is not a name which is otherwise on public grounds objectionable.
II
The applicants are individuals of the full age of eighteen years with power under law to contract. The name, the place of residence and the calling of each of the applicants are as follows:
NAME ADDRESS
A
B
C
The said A, B, and C will be the first directors of the Corporation.
III
The objects of the Corporation are as follows:
1.0 The Corporation is organized and operated exclusively for religious and charitable objectives and purposes and shall be carried out by all lawful means, including but not limited to the following:
1.1 Proclaiming the gospel of the Lord Jesus Christ through (name of church), hereinafter referred to as The Local Church.
1.2 Promoting the principles and teachings of the Holy Bible as interpreted by the Reformed creeds, namely the Belgic Confession, the Heidelberg Catechism, and the Canons of Dort, in The Local Church.
1.3 Fulfilling the scriptural mandate enunciated by Jesus Christ in Mark 16:15 to Go ye into all the world and preach the gospel to every creature by actively supporting and promoting Christian missions through The Local Church.
1.4 Training the members of The Local Church to be witnesses for the gospel and providing for the financial support and security of ordained and unordained personnel of the Church.
1.5 Receiving funds directly and/or through offerings in The Local Church for the support of the ecclesiastical and charitable activities, functions and programs of The Local Church and/or for the purposes of supporting and making contributions to religious and charitable educational organizations that are registered charities under the Income Tax Act of Canada.
2. For the attainment of the above objects and as incidental and ancillary thereto, to exercise any of the powers as prescribed by the Canada Corporations Act or any other statutes or laws from time to time applicable, except where such power is contrary to the statutes or common law relating to charities.
IV
The operations of the Corporation may be carried on throughout Canada and elsewhere.
V
The members and directors of the corporation recognize and subscribe to the following as the fundamental principles of church doctrine and government:
A. The Bible as the inspired and infallible word of God and the only rule for faith and life; and
B. The formulas of unity of the Christian Reformed Church in North America, namely, the Belgic Confession, the Heidelberg Catechism and the Canons of Dort and any amendments or additions thereto as may hereafter be adopted by the synod of the Christian Reformed Church.
C. The eighty-six articles of the Church Order, adopted by the synod of the Christian Reformed Church, and any revision thereof, are incorporated herein by reference and shall regulate the ecclesiastical government, organization and operation of The Local Church in its corporate expression and form.
VI
The place within Canada where the head office is to be situated is the of , in the of , in the Province of .
VII
It is specifically provided that in the event of dissolution or winding up of the Corporation all of its remaining assets after payments of its liabilities shall be distributed to one or more charities in Canada that are registered with Revenue Taxation Canada for the purposes of the Income Tax of Canada and have objects similar to the one herein.
VIII
In accordance with Section 65 of The Canada Corporations Act, it is provided that, when authorized by bylaw, duly passed by the directors and sanctioned by at least two-thirds of the votes cast at a special general meeting of the members duly called for considering the bylaw, the directors of the Corporation may from time to time
A. Borrow money upon the credit of the Corporation;
B. Limit or increase the amount to be borrowed;
C. Issue debentures or other securities of the Corporation;
D. Pledge or sell such debentures or other securities for such sums and at such prices as may be deemed expedient; and
E. Secure any such debentures, or other securities, or any other present or future borrowing or liability of the Corporation, by mortgage, hypothec, charge or pledge of all or any currently owned or subsequently acquired real and personal, movable and immovable property of the Corporation, and the undertaking and rights of the Corporation. Any such bylaw may provide for the delegation of such powers by the directors to such officers or directors of the Corporation to such extent and in such manner as may be set out in the bylaw.
Nothing herein limits or restricts the borrowing of money by the Corporation on bills of exchange or promissory notes made, drawn, accepted or endorsed by or on behalf of the Corporation.
IX
The bylaws of the Corporation shall be those filed with the application for Letters Patent until repealed, amended or added to.
X
The Corporation is to carry on its operations without pecuniary gain to its members, and any profits or other accretions to the Corporation are to be used in promoting its objects.
DATED at the City of , in the Province of , this day of , . ___________________________________
A ___________________________________
B ___________________________________
C ___________________________________
NAMES OF ALL INCORPORATORS
(Acts of Synod 1997, pp. 619-20)
Operating Bylaw regarding Property for Churches in Canada
A. The corporation shall hold all real and personal property exclusively upon the trusts described in the Objects and in furtherance of the Fundamental Principles of the Church Doctrine and Government of the Corporation as outlined in the (Letters Patent or Articles of Incorporation) of this church and as interpreted by the classis of which this church is a member (the classis), subject to review on appeal by the synod of the Christian Reformed Church in North America.
B. In the event of the disbanding of this church, with the approval of classis, and dissolution of this corporation, its remaining assets, if any, after the payment of its debts and expenses, shall be distributed to, and only to, one or more charities in Canada (Make sure wording matches the wording used in the dissolution clause in the Letters Patent or Articles of Incorporation.) that are registered with Revenue, Taxation Canada for the purposes of the Income Tax Act of Canada and have objects similar to this corporation, in the manner proposed by the council, upon consultation with classisand approved by the affirmative vote of a majority of the members of the church.
2
C. In the event of consensual division of this church by vote of its members and with the consent of the classis into two or more Christian Reformed churches, all real and personal property of this corporation shall be distributed between the two or more Christian Reformed churches as agreed to by the members, subject to the review of said distribution by classis (or synod on appeal).
D. In the event that the classis (or synod on appeal) determines that an irreconcilable division (schism) has occurred within this church, the confessing members of this church who, according to the exclusive determination of classis (or synod on appeal), remain true to the Objects, the principles of doctrine and ecclesiastical government, as set out in the (Letters Patent or Articles of Incorporation), shall be the lawful congregation of this church and shall constitute the sole membership of this corpo-ration which shall have the exclusive right to hold and continue to hold and enjoy the real and personal property of this church. Nothing in this Article , however, shall prevent the classis (or synod on appeal) from determining, in keeping with the scriptural injunction of I Corinthians 6, that more than one group of confessing members of this church are each a lawful congregation and from dividing the real and personal property among this church and such other lawful congregation(s) having the same or similar objects and arising from this church in such proportion as classis (or synod on appeal) may determine.
(Acts of Synod 1997, p. 620)
For more information, contact Jerry Dykstra, 616-224-0744.
