On October 19, 2021, the Ontario government launched the Ontario Business Registry (the “registry”), an online platform that has digitized many of the services provided to organizations that carry on business in Ontario. The registry will now allow businesses and not-for-profit corporations to complete over 90 transactions online, including registering, incorporating, dissolving, and updating their business information.
Existing businesses and not-for-profit corporations registered or incorporated before the launch of the Ontario Business Registry will have an existing profile in the system; however, the entity must still register for a “ONe-Key” account.
Once the “ONe-Key” account has been set up, the business must then apply for a company key to access the registry and its online services. The company key is a unique series of digits and characters (like a password) that should be treated as confidential information. Moving forward, new businesses incorporated or registered after October 19, 2021 will be issued a company key as part of the registration process and will not need to request one separately.
Ontario Annual Return
The Corporations Information Act Annual Return For Ontario Corporations (“Ontario Annual Return”) is an annual information return disclosing basic information about an Ontario corporation, including the corporation’s name, business address, and directors and officers. This return is generally due six months after the fiscal year-end for corporations with share capital or 60 days after the date of incorporation, amalgamation, or continuance for corporations without share capital.
Prior to the launch of the registry, the Ontario Annual Return was submitted at the same time the T2 Corporate Income Tax Return was transmitted to the Canada Revenue Agency (“CRA”). Effective May 15, 2021, the CRA announced that it no longer would accept the Ontario Annual Return on behalf of the Ontario government. Ontario Annual Returns due after May 15, 2021 and before October 19, 2021, are exempt from this annual filing requirement. Corporations who have an annual return due after October 18, 2021 must now file their Ontario Annual Return directly through the registry or through an authorized third-party service provider, such as Dye & Durham or ESC Corporate Services.
Intermediaries, including Chartered Professional Accounting firms and lawyers, are currently unable to file annual returns through the registry. Future updates to the registry will address online access for intermediaries; however, intermediaries may still file Ontario Annual Returns through an authorized third-party service provider or via email, by sending a PDF copy of the approved forms with a cover letter on business letterhead to [email protected]. Documents required to be signed under a business statute, such as the Ontario Annual Return, may be signed manually or by electronic signature.
Searching the Public Record
Basic information on businesses and not-for-profit organizations registered in Ontario may now be searched on the registry. There is no fee to perform a basic search. Information available through the basic search include the full name of the business, prior names of the business, entity type, date of incorporation, date of continuance, Ontario corporation number, and the city/town/municipality in which the head office is located. Detailed profiles and reports are available for a fee by contacting an authorized service provider.
There are many government services that can now be accessed through the online registry, including:
- Incorporating a for profit or a not-for-profit Ontario corporation
- Continuing as a for profit or a not-for-profit Ontario corporation
- Amalgamating two or more Ontario corporations
- Dissolving an Ontario corporation
- Filing an initial return for an Extra-Provincial Corporation
- Registering or amending a business name for an Ontario sole proprietorship
- Registering or amending a business name for an Ontario corporation
- Registering or amending a name for an Ontario general, limited, or limited liability partnership
- Filing a declaration of an Ontario general, limited, or limited liability partnership
- Applying for an Extra-Provincial License
This article has been prepared for the general information of our clients. Specific professional advice should be obtained prior to the implementation of any suggestion contained in this article. Please note that this publication should not be considered a substitute for personalized tax advice related to your particular situation.