Appendix 3: Guide to the Legal Steps to Forming a Land Trust

This document provides a recommended step-by-step process to guide the necessary process of forming a new land trust once you have decided that this is the right kind of organization to carry out your mission. Legal advice is highly recommended – this is not intended to replace the need to obtain formal legal counsel through a lawyer. The steps listed here are detailed in the checklist to follow:

  • Decide whether to apply for provincial, territorial, or federal incorporation.
  • Draft application for incorporation accordingly with future charitable or equivalent registration in mind, including purposes that are charitable at law.
  • Draft by-laws.
  • Apply for non-profit incorporation either provincially/territorially or federally.
  • Draft Application to Register a Charity or equivalent under the Income Tax Act:
      • Make sure to give detailed plans for your current and proposed activities and clearly demonstrate that they further your charitable purposes.
  • Submit a complete application for charitable or equivalent registration to CRA.
  • File additional documents.
  • Apply to become a qualified recipient of the Federal Ecological Gifts Program.


  • VDecide whether to apply for provincial, territorial, or federal incorporation.

    Key considerations

    • Whether to incorporate federally or provincially/territorially depends upon what the organization intends to do and where it intends to do it. If the organization intends to carry on its activities in more than one province/territory or in areas of primarily federal responsibility (e.g. Indigenous purposes), then it would be advisable to incorporate federally to avoid the need to register in various provinces/territories. If the organization intends to carry on activities only in a specific province/territory then the incorporation may be done through the provincial/territorial process.
    • For Indigenous and other land trusts that wish to uphold Indigenous governance, laws and protocols, the land trust may wish to obtain a declaration by traditional leadership and/or a Band Council Resolution that indicates authorization and support for the land trust in advance of or at the same time as applying for incorporation under federal/provincial/territorial law.

    • For the corporation to be considered for registration as a charity under the Income Tax Act, the corporation must be considered to be carrying on charitable activities exclusively, as reflected in the corporation’s charitable objects or purposes.
    • When you incorporate (either federally or provincially/territorially) and then apply to CRA for charitable or equivalent registration, there could be additional time and expense incurred if CRA required the corporation to amend its Letters Patent or Articles of Incorporation to satisfy the CRA requirements for charitable or equivalent registration. This is why you must ensure your governing documents include charitable purposes at law prior to applying for incorporation.

    • See if there are additional steps to charitable registration in your province/territory (e.g. If incorporating a charitable corporation in Ontario, the Office of the Public Guardian and Trustee (OPGT) must approve the corporation’s objects or purposes and has provided pre-approved standard objects for charities. However, the charitable objects of land trusts are not covered by any of these pre-approved objects. As a result, the OPGT must pre-approve the land trust’s custom-made charitable objects prior to incorporation, which results in additional processing time and expense.)

    • Check out the requirements for property/land tax exemption or reduction programs and, where possible, align the incorporation purposes with appropriate tax programs.

    • VDraft application for incorporation accordingly with future charitable or equivalent registration in mind.

    Key Considerations

    • To register as a charity after incorporation, ensure your Letters Patent or Articles of Incorporation satisfy the CRA requirements for charitable or equivalent registration by including charitable purposes at law. Use CRA’s guide on How to draft purposes for charitable registration.

    • Consider the geography, purposes, and key terms/languages. Indigenous names written in the Latin alphabet may be used, depending on the legislation.

    • It must be determined that the proposed name of the land trust is available (meaning, not being used by another entity in Canada). This is done by obtaining a NUANS corporate name search and conducting a Trade-mark search:

    Additional Resources

    • VDraft By-laws.

    Key Considerations

    • By-laws might need to be drafted before submitting the application to incorporate, or within a certain period after becoming incorporated, depending on the legislation.

    • Consider ways to include alternative, less formal, and/or decolonized approaches in the by-law, perhaps reflecting with permission Indigenous governance approaches in your area. These might include: terms (council or circle vs. board), representation (elders, youth, women, other-than-humans, organizations), procedures (consultation with community on significant items), decision-making (consensus vs. voting), and the like.  

    Guiding Resources

    • See Corporations Canada’s By-law Builder for federal corporations.

    • VApply for non-profit incorporation either provincially/territorially or federally.

    Apply for Provincial/Territorial Incorporation

    • Ensure charitable purposes at law are used in your application for Incorporation.

    • Ensure all items and specific provincial/territorial requirements are included with your application.

    Apply for Federal Incorporation

    • Ensure charitable purposes at law are used in your Articles of Incorporation.

    • Submit Articles of Incorporation and Initial Registered Office Address and First Board of Directors forms to Corporations Canada with applicable fee online.

    • VDraft Application to Register a Charity under the Income Tax Act.

    Key considerations

    • Keep in mind that most land trusts are charities that do things themselves and, thus, are a “charitable organization,” not a public or private foundation.

    • Compile all supporting documents required in the application.

    • Review all supporting documents, including past meeting minutes, newsletters and media, to ensure that they either align with your proposed purposes and activities, or otherwise are explained in the application’s supplementary materials.
    • If there are non-arms length relationships among Directors, explain these and any conflict of interest policies you have to address them in supplementary materials.

    Additional Resources

    • VSubmit a complete application for charitable registration to CRA.

    Key considerations

    • The CRA requires you to submit a complete application with all applicable information and documents. If an application is incomplete, they will reject it and return it to you.
    • During the application review process, CRA may contact you with questions and seek additional information. Be sure to respond promptly (there may be a deadline) and consistently.
      The expected response time can vary with large lags in time between receipt of the Application and response from CRA.

    • Keep in mind that the charitable status can come into effect at the time of application or at a specified time. The latter may be useful if you are near the year-end and don’t want to report in detail on or have little financial activity in the current year.
    • Be sure not to accept donations where the donor expects a charitable tax receipt at a time before the charitable status comes into effect. If you really need to receive a tax-receipted donation before this time, then make appropriate arrangements to do so through another charity or government partner. The funds or lands donated could then be later transferred to the new land trust when it has its charitable status in effect.

    • VFile additional documents.

    Provincial/Territorial Incorporation

    Federal Incorporation

    • By-laws must be sent to Corporations Canada within 12 months of incorporation.
    • VApply to become a qualified recipient of the Federal Ecological Gifts Program.

    Key Considerations

    • Canada’s Ecological Gifts Program (EGP) offers landholders of ecologically sensitive land significant tax benefits if they gift their land, or an eligible interest or right in land such as a conservation easement, covenant or servitude, to a qualified recipient. This acts as a significant incentive to support donating appropriate lands to a qualified land trust.
    • To apply to become a qualified recipient, an environmental registered charity must send a request in writing to the National Secretariat, Ecological Gifts Program, Canadian Wildlife Service, ECCC, 351 St. Joseph Boulevard, Gatineau, QC K1A 0H3 or by email to
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