How do I update corporate records after a share purchase?

A share purchase changes who owns the company, not the company itself, so the follow-up is record-keeping rather than re-registration. The records must show the new owners and the people now running the business, and the order of the steps matters because some offices check what others hold.

The company’s own records

The Canada Business Corporations Act requires a corporation to keep records that include its articles and by-laws, minutes and resolutions of shareholders, and a securities register. Most federal corporations must also keep a register of individuals with significant control. Record the share transfers, the new directors and officers, and any new significant owners, with the resolutions that support them. British Columbia, for example, requires private companies incorporated there to keep a transparency register of their own.

The corporate registry

Each registry has its own notices. A federal corporation must tell Corporations Canada when its directors change, and it files an annual return and information on individuals with significant control. Alberta lists a notice of directors among its corporate registry forms. Quebec requires every registered enterprise to file an annual updating declaration, and one filed after the prescribed period must give the exact start and end dates of the mandate of any director who has changed. Confirm which registry holds your company.

The CRA comes after the registry

The CRA says a change of owners or officers for a corporation must first be updated and validated with the federal or provincial incorporating authority. Once the change is visible on the corporate registry, you send supporting documents to the CRA. The agency asks for current information on owners, officers and administrators to avoid delays.

Licences, banks and contracts

Some regulators treat a share purchase as a change of licensee. Ontario’s liquor regulator requires a licence transfer when a person acquires enough shares of a licensed corporation to reach its stated holding, and it expects notice when an officer or director leaves. Put bank signing authority, insurance and any contract with change-of-control wording on the same list. See what to do after closing.