Originally Published on Jan 30, 2019
If you are no longer operating your business, it is important to finalize the end of the business operation by either cancelling your Sole Proprietorship, General Partnership, Tradename or Incorporation with the Province. Until a business licence is cancelled, it will remain active until its expiry date. In the case of an Ontario corporation, it has no expiry date and will remain active until it is dissolved.
Why Should I Cancel the Registration or Incorporation?
Revenue Canada/Minister of Finance
When you first established the business, whether you registered a small business or incorporated, details of the business set up were provided to Revenue Canada. If you have filed any tax returns, Revenue Canada and the Minister of Finance have insight into what revenues are being produced by the business, and there is an expectation of continued revenues and taxes based on previous tax filings.
We have had a few clients who had stopped business operations but didn’t file a cancellation or dissolve their businesses with the Province. Revenue Canada imposed revenues to the business based on the previous tax filings. When individuals stated that the business was no longer in operation without proof of the canceled business, Revenue Canada required audits to verify the business was no longer operational. This included clients being required to provide historic details of suppliers, bank account information; client lists etc. to ensure the business is no longer operational. This can happen years after the business has been closed.
As long as the business remains active, the opportunity for liability continues whether the business is operational or not.
Provincial Data Bank Search
When you have registered a Master Business Licence as a Sole Proprietorship, General Partnership or Tradename, the registration details including the owners of the business remain within the public database for individuals to search and obtain the details. When you have canceled the Master Business Licence, the registration itself becomes archived and not as accessible to public viewing.
To Cancel/Dissolve Your Business
Sole Proprietorship, General Partnership or Tradename
To cancel an existing Master Business Licence as a Sole Proprietorship, General Partnership or Trade Name in Ontario, a cancellation must be filed with the Province of Ontario. If you would like, we can assist you with completing this filing.
Here is the link to complete the cancellation with our office:
The cancellation information that is required is as follows:
- Business name
- Business address
- Activity of Business
- BIN number (9 digit number listed on your current registration)
- Your name and any other owners as registered initially
Articles of Dissolution for an Ontario Incorporation
If you would like to cancel your Ontario incorporated company, Ontario Articles of Dissolution are required. We can assist you in preparing and filing these documents. A consent letter from the Minister of Finance to dissolve was required historically by the corporation prior to submission of the Articles of Dissolution but the Provincial government since October 2021 has made the consent process intergovernmental so you as the business owner are no longer required to obtain this.
There are a few questions that are required when completing the Articles of Dissolution. If your corporation has debts and obligations, these are to be satisfied prior to filing the dissolution. If the corporation owns property as part of its assets, the property is required to be distributed.
The first requirement when completing the Ontario Articles of Dissolution is to confirm whether the corporation has or has not commenced business. For those corporations that have not commenced business, the process is very simple. For those who have commenced business, you will need to select if there are no debts, if the debts have been provided for or if consent has been provided by creditors to dissolution.
If you would like us to assist you in completing the filing of the Articles of Dissolution for your Ontario incorporation with the Province of Ontario, here is the link to do so:
If you have any questions about completing cancellation or dissolution of your business, please feel free to contact our staff for additional information and assistance.
Office Hours: 9:00am – 5:00pm
Monday – Friday E.S.T.
Ontario Business Central Inc. is not a law firm and cannot provide a legal opinion or advice. This information is to assist you in understanding the requirements of registration within the chosen jurisdiction. It is always recommended, when you have legal or accounting questions that you speak to a qualified professional.