Frequently asked questions – Corporations Canada

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Corporations Canada

What is Corporations Canada responsible for?

Corporations Canada is the country’s federal corporate regulator. It administers the laws that allow Canadians to create and maintain a corporation under the federal laws governing corporations in Canada. Note that financial institutions are incorporated by the Office of the Superintendent of Financial Institutions.

What laws does Corporations Canada administer?

Corporations Canada is responsible for the administrating the:

  • Canada Business Corporations Act
  • Canada Not-for-profit Corporations Act
  • Boards of Trade Act
  • Canada Cooperatives Act.

It is responsible for compliance activities under these laws, as well as for registering railway deposits and issuing official documents under the Great Seal of Canada.

Annual returns

What is an annual return?

An annual return is a document that all “active” corporations are required to file with Corporations Canada every year under federal legislation. The annual return provides Corporations Canada with up‑to‑date information on the corporation. An “active” corporation is a corporation that is not dissolved, amalgamated with another corporation or continued into another jurisdiction.

An annual return is not the same thing as a tax return, which must be filed with the Canada Revenue Agency.

An annual return must be filed within 60 days of the anniversary date of the corporation — the date on which the corporation was incorporated, amalgamated with another corporation or continued into an act administered by Corporations Canada.

What is the anniversary date of a corporation?

The anniversary date of a corporation is the date on which the corporation was incorporated, amalgamated with another corporation or continued into an act administered by Corporations Canada. An active corporation must file its annual return within 60 days of its anniversary date. Corporations can sign up to receive annual return reminder emails.

Corporations Canada has the power to dissolve a corporation that has not filed its annual returns. Dissolution can have serious repercussions on corporations, including not having the legal capacity to conduct business and losing their charitable status.

You can find the anniversary date of a corporation on Search for a Federal Corporation.

What is an “active” corporation?

An “active” corporation means that the corporation is not dissolved, amalgamated with another corporation or continued into another jurisdiction. Corporations can sign up to receive annual return reminder emails.

Corporations Canada has the power to dissolve a corporation that has not filed its annual returns. Dissolution can have serious repercussions on corporations, including not having the legal capacity to conduct business and losing their charitable status.

You can find the status of a corporation (active, inactive, etc.) on Search for a Federal Corporation.

Business corporations

If a company incorporates at the federal level, does it need to register anything with the provinces?

Federal corporations will likely have to register in any province or territory where they carry on business. Registration is different from incorporation. A corporation may incorporate only once, but it can register to carry on business in any number of jurisdictions.

For more information, see Completing provincial and territorial registration and other requirements.

Not-for-profit corporations

Is an NFP Act corporation automatically considered a registered charity or a non-profit organization under the Income Tax Act?

No, incorporating under the NFP Act does not automatically mean that the corporation will be exempt from taxation under the Income Tax Act. For more information, see Are all not-for-profit corporations the same?.

Where can I find information on registering as a charity or non-profit organization under the Income Tax Act?

For information on registering a charity, see Charities and giving. For information on registering a non-profit organization, see Non-profit organizations.

If a not-for-profit corporation incorporates at the federal level, does it need to register anything with the provinces?

Federal corporations will likely have to register in any province or territory where they carry on their activities. Registration is different from incorporation. A corporation may incorporate only once, but it can register to carry on activities in any number of jurisdictions.

For more information, see Provincial and territorial registrations.

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