Canada (Federal — CBCA) — governance guide
A practitioner reference for Canada (Federal — CBCA), generated from the GovernOS rules engine. Always current with the jurisdiction packs.
At a glance
Regulators & portals
Corporations Canada
Company registry · API filing
Entity types
CBCA Corporation
min 1 director(s) · can be public
How to — common actions & what each requires
Add director
shareholders (50%)
Resolution — Election of Director; Consent to Act as Director
CBCA-Form-6 (due T+15d)
Canada Business Corporations Act, ss.106, 113
Issue shares
board (50%)
Directors Resolution — Issuance of Shares; Share Certificate
none
Canada Business Corporations Act, ss.25–26
File annual return
—
—
CBCA-Annual-Return (due T+60d)
Canada Business Corporations Act, s.263
File beneficial ownership
—
Individuals with Significant Control Register
CBCA-ISC (due T+15d)
Canada Business Corporations Act, s.21.1 (ISC register)
Remove director
shareholders (50%)
Resolution — Removal of Director
CBCA-Form-6 (due T+15d)
Canada Business Corporations Act, s.109
Appoint officer
board (50%)
Directors Resolution — Appointment of Officer; Consent to Act as Officer
none
Canada Business Corporations Act, s.121
Transfer shares
board (50%)
Stock Transfer Power; Share Certificate (transferee)
none
Canada Business Corporations Act, ss.49, 76
Create ESOP
board (50%), shareholders (50%)
Employee Stock Option Plan; Directors Resolution — Adoption of ESOP
none
Canada Business Corporations Act, ss.25, 97
Grant options
board (50%)
Stock Option Grant Agreement
none
Canada Business Corporations Act, s.25
Approve financing
board (50%), shareholders special (67%)
Directors Resolution — Approval of Financing Round; Special Resolution — New Share Class & Issuance; Subscription Agreement
CBCA-Form-4 (due T+0d)
Canada Business Corporations Act, ss.25, 173
Approve dividend
board (50%)
Directors Resolution — Declaration of Dividend
none
Canada Business Corporations Act, s.42
Create subsidiary
board (50%)
Directors Resolution — Incorporation of Subsidiary
CBCA-Form-1 (due T+0d)
Canada Business Corporations Act, ss.5, 6
Amend constitution
shareholders special (67%)
Special Resolution — Amendment of Articles
CBCA-Form-4 (due T+0d)
Canada Business Corporations Act, ss.173, 177
Change company name
shareholders special (67%)
Special Resolution — Change of Name
CBCA-Form-4 (due T+0d)
Canada Business Corporations Act, ss.173(1)(a), 177
Prepare AGM
board (50%)
Notice of Annual Meeting of Shareholders; Annual Meeting Minutes
none
Canada Business Corporations Act, ss.133, 135
Approve audit / accounts
board (50%), shareholders (50%)
Directors Resolution — Approval of Financial Statements; Resolution — Appointment of Auditor
none
Canada Business Corporations Act, ss.158, 162
Reference only — not legal advice. Rule packs are directionally accurate and being legally validated per jurisdiction.