Under section 311 of the Ontario Credit Unions and Caisses Populaires Act, 1994 (the Act), a credit union must file its articles of amendment for approval by the CEO of the Financial Services Regulatory Authority of Ontario (FSRA) before:
- Adding a class or series of special shares to its capital structure in anticipation of a security offering.
- Changing its legal name.
- Making other changes to its articles of incorporation.
Changing a credit union's legal name
If a credit union is planning to change its legal name, the articles of amendment must include the CEO's approval to reserve and use a new name. To learn more about this, refer to Applying for approval to use a trade name or change a legal name for a credit union.
Credit unions typically request and receive FSRA's approval to reserve and use a new name before the new name is submitted to the credit union's members for approval.
The credit union's application must include:
- Cover letter and supporting rationale that explains how the requested amendment complies with the Act.
- Articles of amendment.
- Board resolution authorizing the amendment, duly signed and dated.
- Special resolution of the credit union's members and/or delegates (and a special vote of series/class shareholders, as applicable), duly signed and dated.
- Attestation confirming certified true copy of the resolutions from the appropriate credit union officer.
For share issuances in series where the articles already authorize the board to issue shares in series, the application must include:
- Articles of amendment.
- Certified true copy (attestation) of the special resolution of the board authorizing issuance of the shares, duly signed and dated.
- Attestation confirming certified true copy of board resolution from appropriate credit union officer.
The corporate name of the credit union must appear on the articles of amendment and on all other required documents.
The request and accompanying documents should be filed with the Credit Union and Prudential (CU&P) Transactions and Events team. The application may be uploaded via the secure portal or emailed directly to CreditUnionTransactions@fsrao.ca.
The CEO will issue a certificate of amendment once they are satisfied that the articles of amendment and other required documents meet the requirements of the Act. Once FSRA receives a complete submission―one that is not missing any information or documents―it will generally be processed within 30 business days from the date that all necessary information is received.