Your reporting obligations under the Canada Cooperatives Act (Coop Act)
Learn about your reporting obligations and how to keep your cooperative in good standing.
On this page
- Annual return
- Change of address of registered office
- Change regarding directors
- Article of amendment
The annual return is a document that is required to be filed every year with Corporations Canada. Your annual return is not your cooperative's tax return. It is completely separate from any filing obligations you have with the Canada Revenue Agency.
The annual return provides Corporations Canada with up-to-date information on your cooperative. The information is made available to the public through Corporations Canada's website. Members of the public, financial institutions and many other interested parties rely on this information.
You are obligated to file an annual return if your cooperative's legal status is "active" (that is, not dissolved, discontinued or amalgamated with another cooperative). You can find the status of your cooperative on Search for a federal corporation.
If your cooperative is no longer active, it can be voluntarily dissolved. For more information on dissolution, see Guide on dissolving a cooperative.
How to file an annual return
The annual return is due within 60 days following the cooperative's anniversary date. The anniversary date is the date on which the cooperative was incorporated, amalgamated, or continued under the Coop Act. It can be found on the cooperative's Certificate of Incorporation, Amalgamation or Continuance, or on Search for a federal corporation.
To file your annual return, you must:
- complete Form 3022 — Annual Return (see Federal corporation forms and instructions)
- include the filing fee (see Services, fees and processing times — Coop Act)
- send your application by mail or email (see How to file and pay for an application)
Do not include your credit card information with your application. Add a contact name and telephone number and Corporations Canada will call that person to obtain the credit card information.
Change of address of registered office
The registered office address, even if it is also a residential address, is corporate information that is public (see Public disclosure of corporate information) and will be published on Search for a federal corporation.
Your registered office address is the official address for communication with your cooperative. Many people rely on this address. Corporations Canada also uses this address to remind you to file your annual return.
How to file a change of address of registered office
You must notify Corporations Canada of any change to your cooperative's registered office address (for example, if the cooperative moves) within 15 days following the change.
To file a change of registered office address, send a completed Form 3003 — Change of address of registered office (see Federal corporation forms and instructions) by mail or email (see How to file and pay for an application).
Change regarding directors
The names and addresses of the directors of a cooperative, even if the address of a director is also a residential address, are corporate information that is public (see Public disclosure of corporate information).
The directors of your cooperative have the power and duty to manage the business and affairs of the cooperative. As a result, interested stakeholders have a right to know who the current directors are and where they can be reached.
You must notify Corporations Canada of any change in the board of directors within 15 days of the following actions:
- new directors are elected
- individuals cease to be directors, or
- the cooperative is informed of any change of address of a director (directors must notify the cooperative of the change within 15 days).
Directors can provide either a residential address or an address for service. An address for service is an address where legal documents must be accepted by the director or someone on their behalf, and where an acknowledgement or delivery receipt can be provided, if required. An address for service can be the residential address of the director or a business address.
How to file a change regarding directors
To file a change regarding directors, send a completed Form 3006 — Changes regarding directors (see Federal corporation forms and instructions) by mail or email (see How to file and pay for an application) to Corporations Canada.
Articles of amendment
Your articles set out basic information about your cooperative and are made available to the public through Corporations Canada's website. You are required to amend your articles if you make changes to the following:
- the cooperative's name
- the municipality and province in Canada where the registered office is situated
- the fixed, minimum or maximum number of directors
- the restrictions on the business that the cooperative may carry on
- the restrictions on the classes of membership
- membership share capital and member rights
- provisions for a maximum rate of return to be paid on member loans or membership shares
- provisions for the distribution of property of the cooperative on its dissolution
- the issuance of investment shares
- the restrictions on the powers of directors to manage the business other than by unanimous agreement
- any other provision included in your articles.
How to file articles of amendment
Articles of amendment must be filed as soon as the amendment has been adopted by members.
For more information on how to file articles of amendment, see Amending the articles of a cooperative.
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