# VoiceBridge Foundation — Lawyer Submission Package

**Prepared for:** [Law firm / counsel name]  
**From:** Founding Directors, VoiceBridge (in formation)  
**Date:** 2026-06-17  
**Purpose:** Federal not-for-profit incorporation under the Canada Not-for-profit Corporations Act (NFP Act) + preparation for future CRA charitable registration.

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## Overview of the Organization (Minimum-Effort Model)
VoiceBridge is being incorporated to operate a small, flexible "AAC Bridge Fund" that covers urgent, practical communication-access needs for people with speech and communication disabilities when cost, delay, or incomplete coverage prevents timely use.

Key principles (strictly followed in the Pilot Phase):
- Referral-only intake through 3–5 trusted partners (SLPs, clinics, disability organizations, etc.).
- Direct payment to vendors/providers (no cash to individuals except in rare documented cases).
- 30-day usability confirmation on every grant.
- Lived-experience advisors (paid review circle) must be consulted on policy and early/borderline decisions.
- No clinics, no training institute, no national campaign, no complex case management until evidence from the first grants justifies expansion.
- "Earn the right to grow" — explicit evidence gate (Pilot Memo after ~10 grants or 90 days) before any larger programming.

The primary charitable head expected is "relief of disability" through assistive communication supports. We are deliberately starting tiny ($50k–$100k pilot) with minimal overhead.

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## Documents Included in This Package

1. **voicebridge-federal-nfp-purposes-draft.md**  
   Proposed objects/purposes (narrow, focused on practical gap-filling and relief of disability). Includes drafting notes and guardrails for counsel.

2. **voicebridge-by-law-no-1-minimal.md**  
   General Operating By-law No. 1 tailored for the Pilot Phase. Contains binding restrictions (referral-only, 30-day confirmation, lived-experience input, evidence gate for expansion). Simple and short.

3. **voicebridge-first-directors-resolution.md**  
   The organizational resolutions the first Board will pass immediately after incorporation (officers, bank account with dual authorization, adoption of policy, engagement of advisors, deferral of CRA application until after pilot evidence, etc.).

4. **initial-governance-structure.md** (earlier draft)  
   High-level description of the 3 founding directors + 1 legal/charity advisor + 1 clinical (AAC/SLP) advisor + 3 paid lived-experience review circle members. Explains decision rights during pilot.

5. **lived-experience-advisor-agreement-template.md**  
   Template for the compensated review circle agreements (role, compensation, confidentiality, accessibility accommodations).

**Also provide to counsel (from project root):**
- The full Grant Policy (docs/voicebridge-grant-policy.docx) — this is the operating heart of the organization during the pilot.
- The one-page donor brief (for context on fundraising language and use-of-funds).

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## Specific Requests for Counsel

1. Review and finalize the Articles of Incorporation / purposes. Ensure language supports both the immediate bridge fund and a narrow path to future navigation support if evidence justifies it, without promising clinics or systems change.

2. Prepare or refine the General By-law (we have provided a strong pilot-specific draft; merge with any standard NFP template as needed).

3. Advise on minimum number of directors, residency requirements, and any immediate filings.

4. Recommend registered office address options and any NUANS / name search requirements.

5. Provide a timeline and cost estimate for incorporation.

6. Advise on the optimal timing and approach for CRA charitable registration application (we intend to defer until after the first pilot evidence is in hand).

7. Review the dual-authorization banking rule and grant payment flow for compliance/risk during the small pilot.

8. Flag any language in the Grant Policy, by-law, or donor materials that could create issues for charitable status or director liability.

9. Prepare the initial corporate minute book setup and any required registers.

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## Pilot Phase Constraints (Important Context for Drafting)
- Total budget for first 90–180 days is very small.
- No employees initially (founding directors are volunteers; minimal contract support only if absolutely required).
- All grant decisions during the first 10+ cases require lived-experience advisor input.
- We publish a short, honest Pilot Memo after the first cases and only then decide on growth.
- We are transparent in all materials that we are "in formation" and not yet a registered charity.

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## Next Steps After Incorporation
1. Pass the First Directors' Resolutions.
2. Open bank account with dual sign-off.
3. Execute advisor agreements and pay first instalments (once funds are in).
4. Confirm 3 referral partners and begin accepting referrals.
5. Raise the initial $25k–$50k using the donor brief.
6. After ~10 grants or 90 days: produce Pilot Memo and hold explicit "go / grow / pause" decision with advisors.

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**Contact for questions during review:** [Founding Director name + email/phone]

Thank you for helping us launch this correctly and cleanly. We are committed to extreme discipline on overhead and evidence-based growth.

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**Internal note for founding team:**  
Send this package + the two .docx files (policy + brief) + the governance note.  
Ask counsel to return: finalized Articles text, recommended by-law edits, timeline, and any red flags on the operating model.

Once returned, update the legal/ files with counsel's versions and commit.
