What You Need to Know About the Ontario Business Registry and Your Annual Returns

The Ontario government recently launched the Ontario Business Registry (the “Registry”), providing a platform for Ontario corporations and not-for-profit organizations (together “Corporations”) to complete business registrations, filings, and other transactions online.

If you are governed by the Business Corporations Act (Ontario) (“OBCA”) or the Not-for-Profit Corporations Act (Ontario) (“NFPCA”) the Registry presents two significant changes to your business. First, you must register for a “One-Key” account to use the Registry. Second, the Registry has also changed the way Ontario Corporations file Annual Returns – read our overview to learn more.

 

Using the Ontario Business Registry 

Ontario Corporations are now required to create aa “One-Key” account (an online profile on the Registry). Entities that existed before October 19, 2021 will have an existing profile. However, even existing entities must register for a “One-Key” account. Once the “One-Key” account has been set up, entities will need to request a company key.

Corporations should ensure the information on their “One-Key” account is accurate and updated so you will not miss important filing notices from the Ministry of Government Services (“MGS”).   For LaBarge Weinstein clients who have had activity since October 19, 2021, their profiles may already list a LaBarge Weinstein email address as the official company email – this ensures we receive notices from MGS in respect of a Corporation’s filings. If you are a LaBarge Weinstein client and  the LaBarge Weinstein email address is not listed as the official company email, you should ensure that any emails or letters sent to your registered office address are forwarded to our attention so that we have access to the Corporation Key and any other valuable information provided by the MGS.

We encourage our clients to reach out to LaBarge Weinstein for assistance with creating their profile on the Registry, registering for their “One-Key” account, or updating their business information.  If you complete these steps on your own, please ensure that you share your company key with LaBarge Weinstein as the key is required to complete any filings with the MGS and not having access to the corporation key can cause significant delays in the filing of annual returns, notices of changes and articles.

 

Ontario Annual Return 

All corporations governed by the OBCA or NFPCA are required to file an Annual Return with the MGS within six months after the end of each tax year, even if your business did not earn taxable revenue in the year. The requirement to file an Annual Return is in addition to filing income tax returns.

Previously, the Annual Return was filed with the Canada Revenue Agency as part of your corporate income tax return, but as of May 15, 2021, the Canada Revenue Agency no longer accepts Annual Returns. Corporations whose Annual Returns were due between May 15, 2021 through October 18, 2021 were exempted from filing an Annual Return for 2021. However, corporations who have an Annual Return due after October 18, 2021 must file their Annual Returns on the Registry.

There are significant penalties for failing to file an Annual Return. Corporations that file Annual Returns after the prescribed time will be fined a late filing fee, are subject to cancellation by the Ontario Ministry, and will not be in good legal standing.

LaBarge Weinstein’s team of legal advisors is happy to help you navigate the new Registry, update your business information, and file your Annual Return.

Contact us to get started!