Amendments to the Canada Business Corporations Act (CBCA) will require Regular Reporting of Beneficial Ownership Information

Recent amendments to the Canada Business Corporations Act (CBCA) (through the Budget Implementation Act, 2022, No. 1 (Bill C-19)) will soon require private corporations to regularly report beneficial ownership information regarding individuals with significant control (ISC) to Corporations Canada. The amendments form part of the federal governments long-term transparency objective and their initiative to create a publicly searchable beneficial ownership registry to combat the misuse of shell corporations for illegal activity, such as money laundering and tax evasion. This will require cooperation with provincial governments. The effective date for the requirements have not yet been announced.

The federal government, as demonstrated in the 2022 budget, continues to prioritize transparency, and additional global collaboration and focus on financial crime, tax evasion, and effectiveness of economic sanctions, led to the deadline for the federal corporate ownership registry launch being moved from 2025 to the end of 2023. Most provincial beneficial ownership register frameworks have been based on the CBCA’s provisions, aside from the regular reporting requirements for applicable federal corporation contained in Bill C-19, and aside from Quebec’s framework which is more rigorous and effectively will require every person, group, corporation, partnership, and trust, that operates a commercial enterprise in Quebec to disclose beneficial ownership information. With the gradual provincial adoption of similar beneficial ownership registers, a potential structure for a multilateral federal-provincial-territorial, if not national, registry appears a likely possibility moving forward.

For further questions please contact Gavin Karaiskos.