Thursday, July 23, 2009

Annual Requirements of your Canadian Corporation

When your corporation was first established, you were obligated to file certain documents including the Articles of Incorporation. However, in order to maintain your status whereby your corporation benefits from the Canada Business Corporations Act (CBCA), there are certain necessary requirements that must be fulfilled on an annual or periodic basis.

Every registered corporation is responsible for filing an Annual Return. The information contained in this return confirms that your corporation is complying with certain requirements, as outlined when you filed for incorporation. Within 60 days of the corporation's anniversary, the annual date must be filed. The anniversary date appears on the corporation's Certificate of Incorporation. Any of the company's directors, or an agent authorized by the directors, may sign and file the Annual Return.

It is imperative to maintain the good standing of your corporation. Failure to file your Annual Return may result in the company's dissolve by legal order.

If your corporation should move to a new address within the same province or territory, this address change must be registered with the governing agencies within 15 days of the move. Similarly, a change of mailing address of the corporation (not necessarily a physical move of the company) must also be registered. If your corporation moves to a different province or territory, you must amend your Articles of Incorporation.

Changes to the Directors of the corporation must also be registered. These changes include:
  • Appointment of new directors;
  • End of term of a director;
  • Change of address of a director.

It is important to know that the names of a corporation's directors are public information and, therefore, the information must remain current. If the number of directors changes from the original Articles of Incorporation, this change must be registered.

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