Harmony and Synergy in Canada

Richard Shaw

Director General

Corporations Canada

April 2, 2009

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Background

A unique tapestry

The Canada Constitution Act,

The Federal authority vs the Provincial and Territorial authority.

Regulating businesses

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The Canadian Landscape In Canada, corporate statutes are administered by both the federal and

provincial/territorial governments. In total, there are 14 jurisdictions in Canada.

Some of the differences between incorporating a business federally vs. provincially include:

- Name granting protection - Annual return filings - On-line 24/7 services - Electronic meetings - Off-shore Minute Books

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Legislation

Corporations Canada,

- Canada Business Corporations Act

- Canada Corporations Act (Not-for-profit)

Each of the other thirteen jurisdictions have similar legislative basis, although the statutes are not identical:– Letters Patent– Memorandum of Association– Articles of Incorporation

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Legislation (continued)

.When deciding to incorporate, there is a choice between incorporating federally or provincially/territorially.

This choice is made based on a number of factors:– the specific legislative requirements of the

jurisdictions;– the location of the registered office;– the number and residency of directors;– the cost of the services provided by the registrar

–

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Percentages of New Corporations

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Jurisdictional Analysis

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CACLA

Canadian Association of Corporate Law Administrators.

Meets once a year to discuss topics of

mutual interest and concern.

Some CACLA members are also associated with the CRF (three attended some sessions of the CRF’s Vancouver 2008 conference as observers).

Registrars’ Corner

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Facing the Future

A new NFP Legislation.

Review of the CBCA.

New Item System to be released mid-April.

TILMA a source of inspiration!

Economic Slowdown

Building Bridges

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Questions?

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