Registering a business name or extra-provincial corporation in British Columbia

British Columbia splits registry work across several tools, and which one applies depends on what the business is. BC Registry Services administers the registration of businesses, the filing of required documents and updates to records, all maintained as public records, and it also runs the Personal Property Registry. For someone buying or selling a business, the first job is to work out whether it is a sole proprietorship, a partnership, a limited company or an out-of-province corporation, because each has its own route. This guide follows what the Province publishes and does not cover other provinces’ rules. BC Registries tools are being modernized, so screens and steps may differ from this description.

Sole proprietorships and partnerships

The Province describes a sole proprietorship as a business with only one owner and a partnership as one operated by two or more parties. For these it offers starting a business, registering a “doing business as” name, making changes and ending the business. A Business Registry account can register and maintain sole proprietorships and general partnerships and can request names, but it cannot be used to make filings for limited companies. Name Request is the separate tool for researching and requesting a business name, searching for existing names and managing a request already made. An account is not needed to request a name and pay by credit card.

Incorporated companies

Limited companies are one common type of corporation in British Columbia. Their transactions, such as changing the registered office address or updating director information, go through Corporate Online. The Province says a company name must be approved and must not conflict with a name already used by a corporation, and a company that uses its incorporation number as its name does not need a name request. Benefit companies, and other companies incorporated in the BC Business Registry, including those moved from Corporate Online, make their changes through the BC Business Registry instead. It also says incorporation is different from a business licence, and directs people to their municipal or local government for licences. A registry record therefore does not by itself show that a municipal licence exists. After incorporation the Province says a company receives the original certificate of incorporation, a certified copy of the incorporation application, a certified copy of the notice of articles and a cover sheet with its incorporation number and business number, and the incorporation number is needed for later filings. A buyer of the company can ask to see them.

Out-of-province corporations

The Province says British Columbia corporations that plan to do business in other provinces, and out-of-province corporations doing business in British Columbia, need to complete extraprovincial business registration. Its registry page lists registering an extraprovincial corporation among the services for incorporated companies. When a buyer or seller is a corporation formed elsewhere, ask which registrations it holds in British Columbia and in its home jurisdiction, and ask a lawyer how the rule applies to its activities.

Searching the registry in diligence

BC Registry Services lets people request information about businesses and organizations registered in British Columbia, including business summaries, filings and Certificates of Good Standing. Its Business and Person Search covers benefit companies, active cooperative associations, sole proprietorships and general partnerships online, while BC OnLine is used to search corporations, limited partnerships and societies. Both need an account, recommended only for people who search regularly; the Province also takes search requests in person or by letter. OrgBook BC offers verified data including business numbers, legal names and “doing business as” names, registration status and select licences and permits.

Liens on business assets

Under the Personal Property Security Act, the Personal Property Registry records security interests and liens against personal property belonging to businesses and individuals. The Province says to make sure personal property has no liens registered against it before buying it privately or lending against it. Lenders and sellers, called secured parties, register their interests in a debtor’s personal property to protect their right to collect, and a registration can later be changed, renewed or discharged. Personal property includes consumer goods, vehicles, boats, aircraft, chattel paper and licences, and fixtures and crops attached to land; it does not include the land itself, which is dealt with through the Land Title and Survey Authority. Searches can be requested in person at a Service BC location, through a third-party provider or by mail, and the online option is for professionals with a premium account and is not available to the general public. See PPSA registration for the concept.

• Confirm which registry tool covers the business: Business Registry, Corporate Online or extraprovincial registration.
• Ask for a current registry search, and a Certificate of Good Standing if the seller is a company; the Province says companies from Alberta, Saskatchewan and Manitoba must get theirs from their home jurisdiction.
• Ask whether the business has the municipal licences it needs, since the Province says incorporation is different from a business licence.
• Run a Personal Property Registry search on the seller before paying for equipment or vehicles.