The Law of Unincorporated Associations in Canada
Unincorporated associations include everything from political parties, sports associations and trade unions, to religious associations and social clubs. Despite the critical role that many of these organizations play in Canadian society, Stephen Aylward explains that, “[s]trictly speaking, unincorporated associations do not exist in the eyes of the law.” Unlike partnerships and corporations, unincorporated associations are not governed by any specific legislation and, as a result, this area of the law has developed primarily through the courts and the application of the law of contract, agency and trusts.
In The Law of Unincorporated Associations in Canada, Aylward takes this patchwork quilt of authorities and creates a synthesized manual that lawyers can rely on when advising clients in this space.
Indispensable and Invaluable The Law of Unincorporated Associations in Canada is the first and only book in the Canadian marketplace to offer comprehensive coverage of this area. An authoritative and consolidated reference, this text will reduce the amount of research lawyers have to do, saving time and allowing them to provide greater value to their clients.
This go-to resource addresses the many legal principles that can be applicable to unincorporated associations and examines the impact of those principles on a broad range of organizations. In addition, the sample precedents included in the book offer insight and act as an invaluable starting point for developing a constitution and membership by-laws for unincorporated associations.
In short, this portable, affordable and helpful guide will be particularly useful for corporate commercial and labour lawyers, as well as in-house counsel, as it will assist with their day-to-day practice. It would also be a useful acquisition for students at law school, college or university, and for law libraries.
Table of contents
Chapter 1: Nature and formation of the associations
II. Defining unincorporated associations
III. Distinguished from other legal forms
IV. Contractual nature of the association
Chapter 2: Membership and governance
III. Management of the association
IV. Multi-level associations
Chapter 3: Legal capacity
II. Incapacity to sue or be sued
III. Representation order
IV. Quasi-corporate status
V. Comparative approach to legal capacity
Chapter 4: Property ownership
II. Title to association property
III. The “contract-holding” theory
IV. Association property held on trust
V. Implications of the basis of property ownership
Chapter 5: Restructuring, dissolution and splinter groups
II. Fundamental changes
IV. Splinter groups
Chapter 6: Contractual liability
II. Capacity to contract
III. Liability of the executive committee
IV. Liability of the members
Chapter 7: Tort liability
II. Direct liability to third parties
III. Vicarious liability
IV. Torts against members
VI. Not-for-profit immunity
Chapter 8: Judicial review
III. Procedural review
IV. Substantive review
VI. Domestic tribunals and arbitration