|This is an unofficial archived version of The Catholic Foundation of Manitoba Incorporation Act|
as enacted by SM 1990-91, c. 1 on November 14, 1990.
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R.S.M. 1990, c. 26
The Catholic Foundation of Manitoba Incorporation Act
|Table of Contents|
WHEREAS Canada celebrated the 100th anniversary of Confederation in 1967;
AND WHEREAS the Province of Manitoba celebrated the 100th anniversary of its creation as a province in 1970;
AND WHEREAS Roland Gerard Couture, Manager; Bernard Raymond Coleman, one of Her Majesty' Counsel learned in the law: John Joseph Nowosad, President; Robert Roy, School Supervisor; Leo Soenen, Manager; Arthur Valentine Mauro, Barrister-at-Law; and Roderick Hugh McIsaac, President; and other citizens of the Catholic faith in Manitoba, deemed it desirable that there be tangible evidence to commemorate these historic occasions;
AND WHEREAS the persons hereinbefore named, by their petition, prayed that The Catholic Foundation of Manitoba should be incorporated to receive donations in trust for charitable purposes, and more particularly to serve in the Province of Manitoba any and all institutions, trusts, committees, agencies, or enterprises which are of a religious, charitable, cultural, or educational nature;
AND WHEREAS their prayer was granted, and resulted in the enactment of An Act to incorporate The Catholic Foundation of Manitoba or La Fondation Catholique du Manitoba, assented to April 16, 1964;
AND WHEREAS the Minister of Justice has caused the Act to be prepared in English and French for re-enactment in accordance with a judgment dated June 13, 1985 and an order dated November 4, 1985 of the Supreme Court of Canada;
THEREFORE HER MAJESTY, by and with the advice and consent of the Legislative Assembly of Manitoba, enacts as follows:
The Catholic Foundation of Manitoba or La Fondation Catholique du Manitoba, (hereinafter referred to as "the corporation") is continued as a corporation.
The corporation shall be composed of the members for the time being of the board of directors.
The head office of the corporation shall be in The City of Winnipeg, in the Province of Manitoba.
There shall be a board of directors consisting of 12 directors, and subject to section 5, at each annual meeting four directors shall be elected for a three year term.
The number of directors or their term of office may be changed by a resolution passed at any annual meeting.
The administration, management, and custody of the affairs, property, and funds of the corporation shall be vested in the board of directors which may make, amend, repeal, or re-enact by-laws to govern the admission of members to, and their explusion from the corporation.
The board of directors may delegate any or all of its powers to an executive committee constituted in accordance with the by-laws of the corporation.
The corporation may purchase, take, hold, receive, acquire, rent, build, improve, possess, and enjoy any property real or personal, corporeal or incorporeal whatsoever and for every and any estate or interest therein whatever given, granted, devised, or bequeathed to it or appropriated, purchased, or acquired by it in any manner whatsoever, but it shall not acquire or hold in its own right real estate not acquired for carrying on the work of the corporation.
The corporation has all the powers necessary to do such things as are incidental or conducive to the attainment of its purposes as contemplated by this Act, including, without limiting the generality of the foregoing, the power to
(a) receive, subject to section 8, donations of property of every kind and description and wheresoever situate and the same may be made by transfer, deed, will, assignment, or other writing and may become effective at any future time or forthwith;
(b) sell, convey, exchange, alienate, mortgage, hypothecate, charge, lease or demise any real or personal property held by it whether by way of investment for the uses and purposes of the corporation or not, and may also invest all or any of its funds or moneys, and all or any funds or moneys invested or acquired by it for the uses and purposes aforesaid in and upon any security by way of mortgage or charge upon real or personal property and for the purposes of any such investment may take, receive, and accept mortgages or assignments thereof whether made or executed directly to the corporation or any corporation, body, company, or person in trust for it, and may sell, grant, assign, or transfer any such mortgages or assignments either wholly or in part;
(c) where not in contravention of an express form of any donation under which it is received, convert any property at any time or from time to time received or held by the corporation, into any form and for that purpose sell, dispose of, assign, transfer, lease, or exchange it;
(d) pass on in trust to one or more trust companies the custody and management of all or any portion of the property at any time or from time to time received or held by the corporation in such manner and in such portions as the corporation deems proper, and enter into agreements with such companies respecting such property.
The corporation may in any manner not contrary to law assist financially in the Province of Manitoba without discrimination as to race, creed, or religion any organization or agency in Manitoba whose primary purpose or purposes are charitable and without limiting the generality of the foregoing, the corporation may assist agencies whose primary purpose or purposes are
(a) the providing of care for the needy persons;
(b) the providing of care for the aged, the destitute, or the helpless;
(c) the betterment of under-privileged or deliquent persons;
(d) the promoting of educational advancement or scientific research for the increase of human knowledge and the alleviation of human suffering; and
(e) the promoting of the cultural aspects of life in the Province of Manitoba.
The corporation may invest the money in its possession or control in any securities in which a trustee is authorized to invest trust funds under The Trustee Act or in which life insurance companies are permitted to invest their funds under The Canadian and British Insurance Companies Act (Canada) and amendments thereto, and may advance money to protect any estate, trust or property entrusted to it and may charge lawful interest upon such advances.
The corporation may, for its purposes
(a) borrow money upon the credit of the corporation;
(b) make, draw, accept, endorse, or become party to promissory notes or bills of exchange;
(c) mortgage, hypothecate or pledge the real or personal property of the corporation or both to secure any money borrowed for the purposes of the corporation.
The board of directors is empowered to determine by resolution which may be passed by a majority of the board of directors the manner in which the moneys available to the corporation in each fiscal year shall be used and distributed for such charitable purposes as will in the absolute discretion of such majority best make for the mental, moral, and physical improvement of the inhabitants of the Province of Manitoba as now or hereafter constituted, and to effectuate such purpose, it is empowered to determine what charitable institutions are to benefit and to what extent the same shall benefit.
The board of directors shall, however, in so determining, respect and be governed by any particular wishes that may be expressed by the donor in the instrument creating the trust, but if in the course of time after death of the donor conditions should arise whereby, in the opinion of the board of directors, a departure from such wishes would further the true intent and purpose of this Act, the board of directors shall have power in its absolute discretion to make such departure to the extent necessary to further such true intent and purpose.
In the absence of any direction by the donor it shall be deemed that all contributions are to be invested and the net income devoted in perpetuity for charitable purposes as provided in this Act or any amendments thereto and subject to the provision hereinafter contained.
By resolution approved by all the members of the board of directors, part of the principal of all trust estates held by the corporation may be withdrawn and disbursed from time to time for any purpose within the scope of the corporation, provided, however, that no more than 5% of the entire amount so held as principal at the time of any withdrawal shall be so withdrawn, and no subsequent withdrawal shall take place until the amount of the principal shall at least be equal to the amount thereof at the time of the last previous withdrawal.
The board of directors may appoint a secretary at a salary to be determined by the board, and may incur such other expenditure incidental to its duties as may reasonably be required.
The corporation shall cause an audit to be made at least once in every fiscal year, by an auditor other than the corporation auditor, of the receipts and disbursements of each separate donation and shall cause to be published a certified statement by such auditor, showing
(a) in detail, the investments made of all funds donated to and vested in trustees for the corporation;
(b) the amount of income received during the preceding fiscal year;
(c) the purpose for which the income was used;
(d) a classified statement of the expenses of the trustees and the board of directors;
(e) the amount of property which donors have set apart for the benefit of the corporation to become effective in the future and the names of such donors.
The corporation shall furnish all statements and make all reports required by The Corporations Act and shall at all times when required by the Lieutenant Governor in Council so to do, render an account in writing of its property and affairs to the member of the Executive Council charged with the administration of The Corporations Act.
The corporation may pass by-laws regulating the carrying out of such duties as are by this Act assigned to it or the board of directors, including
(a) the fixing of the fiscal year;
(b) the time or times of distribution and audit and of publication thereof;
(c) the term of office of the members of the board of directors;
(d) the appointment of a chairman;
(e) and such other matters as may be deemed advisable for the convenient and efficient carrying out of the Act.
NOTE: This Act replaces S.M. 1964 (1st sess.), c. 81.