DISSOLVE A FEDERAL CORPORATION
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Dissolve a Federal Incorporation
Terminating a corporation’s existence is sometimes a necessary evil of doing business. In order to legally dissolve a Federal corporation and receive a Certificate of Dissolution, you will need to file Articles of Dissolution. Ontario Business Central is able to file Articles of Dissolution quickly and easily on your behalf. Once completed, you can notify the Canada Revenue Agency, Financial Institutions, suppliers and clients that the corporation has terminated its existence.
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What is required to Dissolve a Federal Corporation?How much does it cost to file Articles of Dissolution?What is the processing time?
Is a Corporate Key required?Do I need shareholder approval prior to filing Articles of Dissolution?Do my corporate taxes need to be filed before dissolving?What do I do afterward dissolving?
Is a Corporate Key required?Do I need shareholder approval prior to filing Articles of Dissolution?Do my corporate taxes need to be filed before dissolving?What do I do afterward dissolving?
What is required to Dissolve a Federal Corporation?
- Corporate name or numbered corporate name
- Confirmation the corporation is not insolvent/bankrupt, has no property and no liabilities and the shareholders have approved the dissolution
- Name, address, signature and phone number of current director authorizing dissolution
- Date of dissolution (can be dated same-day or date in future)
- Submission can be completed by director or third party with knowledge of transaction
- Corporate Key provided at the time of incorporating as part of the information sheet
- Ceasing Ontario Operations - Cease the Ontario corporate file as part of the completion of the Federal dissolution. This is only required for those Federal corporations that have an Ontario corporate number registered with the Province of Ontario. This is typically done when a Federal corporation has a physical address for the corporation in Ontario.
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How much does it cost to file Articles of Dissolution?
The Articles of Dissolution cost $185.32 in total. The fee is made up of $149.00 for our fee of preparing the form filing and gaining approval from you to proceed. There is a $15.00 handling fee as well. If you are looking to cease Ontario operations at the same time there is an additional fee of $79.99 bringing the total to $275.71.
What is the processing time?
The Articles of Dissolution will be provided to you in ‘draft’ for your review, acceptance and signature prior to submission with the Federal government. Once the draft is approved the turnaround time is 24 hours.
Is a Corporate Key required?
Yes the Corporate Key is required. A Corporate Key is always required when making changes to a Federal corporation for security purposes. This number would have been provided to you at the time of incorporating as part of the information sheet.
Do I need shareholder approval prior to filing Articles of Dissolution?
The corporation’s shareholders will need to approve the dissolution. This is done by special resolution. If there is more than one class/group of shareholders each must provide their own authorization to allow for the dissolution. If the corporation has no shareholders, the director(s) are able to pass the resolution to dissolve on their own. You do not need to submit copies of the special resolutions when you file to dissolve your federal corporation but you must keep the records just in case.
Do my corporate taxes need to be filed before dissolving?
No, if you haven’t filed or paid the corporate tax for the most recent year, you can complete the articles of dissolution and file the tax return subsequently. If you have historic years that you haven’t filed the corporate tax return or have remaining money owing to, it is best to reach out to CRA before filing. Your corporation must be in good standing at the time of dissolving.
What do I do afterward dissolving?
When you have ceased operations and filed for Articles of Dissolution you can notify Revenue Canada, the institutions you bank with, tax accounts, clients and anyone else associated with your corporation to let them know that you are no longer in business. Should you reverse your decision and decide that you do not want to dissolve the corporation even after Articles of Dissolution have been filed, you can revive it.
Ontario Business Central provides the following:
- Preparation of the Articles of Dissolution according to your instructions
- Articles provided to you in ‘draft’ for your review, acceptance and signature prior to submission with the Federal government
- 24 hour turnaround time for completion of articles once ‘draft’ is accepted
We are here to assist you and to make the process simple. If you have any questions or are not sure what type of business you operate, please feel free to take a quick moment and either call 1-888-760-8358 or send us a quick message to [email protected]. Alternatively if you don’t see what you would like to do, just reach out to us and we can look at obtaining a quote for a service not listed on the website.
Other services offered by Ontario Business Central include Ontario incorporation, Canada Incorporation, Not for Profit Incorporation and much more.