Impact To Services And Offices

State Legislative Updates

New annual record-keeping requirements: Canada Business Corporations Act (Bill C-86)

Canada — In 2019, the Canada Business Corporations Act (Bill C-86) was amended to require private corporations to identify all individuals with ‘significant control’ over a corporation on an annual basis. Significant penalties may be imposed should these individuals not be identified, including personal liability of directors and officers of the corporation and shareholders that fail to comply. This new register will not be available to the public but it will be open to shareholders and creditors of the corporation.

An Individual may have ‘significant control’ of a corporation when:

  • they own, control, or direct a significant number of shares
      A significant number of shares is:
    • 25% of the voting shares; or
    • 25% of all the shares based on the fair market value of the shares
  • they have significant influence over the corporation without owning any shares; or
  • has any combination of the above factors

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