Jerry, there is legislated NPO (NFP) oversight both provincially and federally; not very assertively enforced, yet existing. Perhaps you meant there is no enforcement, in contrast there is no oversight.

Should ownership of MLS® systems become a corporate activity versus an NPO governed group, government oversight is not a given. If a publicly traded share, it might, but that is unlikely and a non-publicly traded share held by industry professionals only is the more apt circumstance which is essentially private corporation with share (versus the NPO non-share capital) structure. An inference that NPO alone avoids the oversight is an overreach of expression, IMO. And the inference that somehow publicly or privately traded corporations can be told how to govern themselves and operate (aside from other legislative obligations for things like environment, consumer laws, etc.) by government oversight is misguided.

About the existing oversight, perhaps everyone knows (or maybe not) the Income Tax Act at paragraph 149.1(l) provides that “a club, society or association that, in the opinion of the Minister, was not a charity within the meaning assigned by subsection 149.1(1) and that was organized and operated exclusively for social welfare, civic improvement, pleasure or recreation or for any other purpose except profit…” is exempt from income tax. IT Bulletin 496R provides a NPO can only retain surplus funds if it can show a “need” to do so. (“Archived” designation merely confirms that the page is not subject to Government of Canada Web standards and that the content will not be altered or updated, so the bulletin remains active). And CRA undertook and reported (February 2014) on results of its Non Profit Organizational Risk Identification Project. This research effort informed CRA regarding NPO compliance with Section 149.(1)l and concluded a significant portion of 30,000 (incorporated) NPO’s in Canada have a higher risk of not meeting at least one of the tax exempt status requirements; missing even one item puts their NPO status at risk.

So while we are asking about government oversight…we, our selves, are not following the law in organizational operations, a state of things that if known broadly would put our organizations at risk of poorer reputation, which we only avoid because the CRA is not actively enforcing its own requirement. But what is our excuse at not enforcing it….I do not know CREA or TRREB surpluses, but OREA seems to have just shy of $100M….

Ken, offers insightful suggestion(s) and observation. We have seen the enemy, and it is us, comes to mind.

a) post amalgamation, Cornerstone should announce their intention to directly affiliate with CREA, and terminate their ties to both OREA and the ORWP. This option is possible under bylaw changes TRREB pushed through CREA back in early 2018.

Direct affiliation isn’t automatic and TRREB and its allies could easily kill the application, but if they were smart they wouldn’t. However, since malice and institutional dumbness are always possibilities, it would be best if the federal and Ontario governments and/or the opposition parties make it known they were watching closely.

b) Cornerstone should also welcome out of board members and further integrate with ITSO, crafting a meaningful alternative to the TRREB/PropTX juggernaut.

c) OREA and TRREB should merge, eliminating redundancies in their operations and two new regional entities should be set up to represent the interests of Beyond-the-Green Belt southern Ontario realtors and those from the North. Since these two real estate markets and economies are very different from the GTA, they deserve their own representation.

d) the federal government or the Conservatives should pledge to terminate the mandatory linkage between realtor MLS access and CREA/OREA/association membership. The local, provincial and national associations should live or die on their own merits, not because they are the data/system gatekeepers.

Since systemic inefficiency, imposed bureaucracy and rentier influence are driving up the cost of buying and selling homes in this province, you’d think systemic reforms might make it into someone’s campaign housing plan. Here’s hoping.

Sorry, Bob for my convoluted response but my point was that their is no government oversight on NFP’s and any other oversight is in solely within their bylaws. Industry run MLS systems, which are in reality business operations, therefor avoid scrutiny by being an NFP and surprisingly allowed to function within an NFP by CRA.

Sorry, Bob for my convoluted response but my point was that their is no government oversight on NFP’s and any other oversight is in solely within their bylaws. Industry run MLS systems, which are in reality business operations, therefor avoid scrutiny by being an NFP and surprisingly allowed to function within an NFP by CRA.

My comment was duplicated, and should read 10% not 105 or 10.

It is an interesting take that federal and provincial non-profit corporation acts are less stringent for an NFP. They are not less, they are more stringently requiring particular behaviour on the part of the Board of Directors, while also allowing members to increase director discretion authorized in member approved bylaws. Balancing these additional to the Corporation Act freedoms, directors have more personal liability for their actions.

Ontario does not have supervisory/regulatory oversight of non profit corporations. The Income Tax Act does, but says little (Charity NFP’s have a Charity Directorate which is more involved in oversight).

The Act does provide at Section 26 for removal of a director(s) at a meeting of members by ordinary resolution (majority of those present). Getting the meeting called and organized is set out at Section 60, the calling of a meeting is required to consider a resolution contemplated by Section 26; a board is unlikely to call a meeting for that purpose, but might. So Section 60 sets out the manner in which members may call for a meeting and it requires (unless bylaws provide for a lesser percentage) 10 of members making a requisition for a meeting and the Board shall then call it and if not calling the meeting within 21 days the members may do so.

NFP Bylaws usually do not provide for significant outside accountability. Most will include a provision for removing directors, are arduous and high bar to achieve. And the Act is not providing any easier of a process.

It is an interesting take that federal and provincial non-profit corporation acts are less stringent for an NFP. They are not less, they are more stringently requiring particular behaviour on the part of the Board of Directors, while also allowing members to increase director discretion authorized in member approved bylaws. Balancing these additional to the Corporation Act freedoms, directors have more personal liability for their actions.

Ontario does not have supervisory/regulatory oversight of non profit corporations. The Income Tax Act does, but says little (Charity NFP’s have a Charity Directorate which is more involved in oversight).

The Act does provide at Section 26 for removal of a director(s) at a meeting of members by ordinary resolution (majority of those present). Getting the meeting called and organized is set out at Section 60, the calling of a meeting is required to consider a resolution contemplated by Section 26; a board is unlikely to call a meeting for that purpose, but might. So Section 60 sets out the manner in which members may call for a meeting and it requires (unless bylaws provide for a lesser percentage) 105 of members making a requisition for a meeting and the Board shall then call it and if not calling the meeting within 21 days the members may do so.

NFP Bylaws usually do not provide for significant outside accountability. Most will include a provision for removing directors, are arduous and high bar to achieve. And the Act is not providing any easier of a process.

Jerry (First Sales Rep Pres of TRREB) England has long-winded obscured my point.

Notwithstanding the changes in 2010/2011 surely the Provincial Govt or a Ministry/ Dept must still retain supervisory/regulatory control over Not For Profit corps (like TRREB, Mreb, Orea and RECO)

We just saw the govt slap RECO a year or so after the Auditor General Report pointed out inefficiencies’.

Let the investigation into Cornerstone, spill over into MLS computer and jurisdictional battles and maybe even ORWP