Every corporation existing under the Canada Business Corporations Act (“CBCA”) must file its annual return with Corporations Canada every year. Since January 22, 2024, corporations under the CBCA need to file information on their individuals with significant control (ISCs) at the same time as filing their annual return. Timely filing avoids the potential administrative dissolution of a business or not-for-profit corporation.

Deadline. The deadline for filing an annual return is within the 60 days following a corporation’s anniversary date. The anniversary date is the date your corporation incorporated, amalgamated or continued under the CBCA. There is no requirement to file for the year the corporation was incorporated, amalgamated or continued.

How to file. You may file your annual return through the  Online Filing Centre maintained by Corporations Canada or reach out to Momentum Law to assist with your filing.

To file, you need:

• the date of your last annual meeting;
• to know your type of corporation: distributing or non-distributing; and
• to be a director, officer or authorized individual who has relevant knowledge of the corporation and has been authorized by the directors.

 

Individuals with significant control. ISC information must be filed:

• within 15 days of a change in your ISC register; and
• upon incorporation or within 30 days of the date of the Certificate of Amalgamation or the Certificate of Continuance.

 

Who is an ISC? An ISC is someone who owns or controls a corporation. This individual:

• owns, controls or directs 25% or more of shares individually, jointly or in concert with one or more individuals;
• has control in fact over the corporation without owning any shares; or
• meets a combination of any of these factors.

 

ISC information to be filed

Information that will be made public	Information that will not be public
· Full legal name · Date the individual became an ISC and ceased to be an ISC, as applicable · Description of the ISC’s significant control · Residential address (will be made public if no address for service is provided) · Address for service (if one is provided)	· Date of birth · Country (or countries) of citizenship · Country (or countries) where the ISC is considered a resident for tax purposes · Residential address (if an address for service is provided)

For more information on filing your Annual Return and ISC reporting, please reach out Momentum Law LLP at +1 (416) 594-0791 or email at info@momentumlaw.ca.