CHANGE OF DIRECTORS OF A CANADIAN CORPORATION

If you have an existing federal corporation and would like to update the corporate records, we provide a quick and easy way to complete.

The items that can be updated are as follows:

• Corporate Address
• Director Address
• Adding a Director
• Removing a Director

Why is it important to keep your corporate record up to date?

Federal Corporate Address Change

The Corporate Address provides the physical location where someone in care of the business can be reached either by mail or in person. Typically, the government sends required information by mail so it is important to maintain a current address. The address cannot be a postal box and if not yourself, the business address provided should be one that you have trust in that party.

Every business fears litigation and for good reason. It is very important in this regard that the corporation maintain a current record. If an action is brought against a corporation, the law firm representing the plaintiff will look up the publicly listed address and serve that specific address with the Statement of Claim or Application.

If the address provided is historic, it doesn't matter to the law firm nor to the courts. A judgement may be put against the corporation simply because it didn't receive notification because of an old address listed with the federal government. Therefore an action can commence against the corporation and judgement rendered without the directors or shareholders having any prior knowledge.

Federal Corporate Director Change

The Corporate Directors can also be changed by filing this application either simultaneously with the corporate address change or as an individual item.

If a corporate director moves, the address must be updated.

If there is a new director being added, or an existing director being removed, this information must also be updated. The current directors listed can be altered by either adding or removing a director or changing multiple directors when necessary. At all times, there has to be a minimum of one director. The one director, if a sole director, must be a Canadian Citizen or Permanent Resident. At all times, the directors listed must have a minimum of 25% of the directors listed as Canada Citizens.

How long does it take for a Federal corporate change to be completed?

The change of address, directors address or adding or removing a director can all be completed simultaneously within the same form. The process is completed on a same day basis Monday Through Friday.

If the corporate address or directors addresses change or directors listed change are any other filings required?

Yes. The federal government that oversees the corporate records does not provide this information to any other government institution or jurisdiction. It is important to contact the Canada Revenue Agency to update the corporation's current information. This can be completed through "my business account". If you don’t have my business account established, you can call CRA and provide the updated information over the telephone at 1-800-959-5525.

Do I have to update the Corporate Updated details in the Province where the corporation resides?

With a federal incorporation, your corporation is required to be listed in the Province where the business resides or operates. When you complete a change with the federal government to your corporation, this information is not provided to any other jurisdiction in Canada. If, as an example, your corporation resides within the Province of Ontario, you will also be required to update the corporate record within this jurisdiction by filing a Form 2 Notice of Change to Ontario.

What if I want to change the Federal Corporate Name or Structure?

A change to the name of your Canada Incorporated company cannot be completed with this filing. It can be completed by submitting the federal Articles of Amendment. You can change the name of the corporation or the structure of the corporation such as the number and classes of shares for the corporation.

What if I need to complete a Federal Annual Return?

If your corporation's Federal Annual Return filing date is due for maintaining compliance with the federal government, you can complete the updates to your corporate record within the Annual Return filing where the Annual Return filing is due at the same time as the corporate changes.