How to Close a Corporation in Ontario

Closing a corporation in Ontario can be a complex and time-consuming process. There are various legal and regulatory requirements that must be met to properly dissolve a corporation. This blog post provides an overview of the steps involved in closing a corporation in Ontario.

Step 1: Vote to Dissolve the Corporation

Before you can begin the process of closing a corporation, you must first hold a meeting of the board of directors and vote to dissolve the corporation. This vote must be approved by a majority of the directors.

Step 2: File Articles of Dissolution with the Ontario Ministry of Government and Consumer Services

Once the board of directors has voted to dissolve the corporation, you must file Articles of Dissolution with the Ontario Ministry of Government and Consumer Services. The Articles of Dissolution must include the following information:

  • The name of the corporation
  • The date of the corporation’s incorporation
  • The reason for dissolution
  • The signature of a director or officer of the corporation

You must also pay a fee when submitting the Articles of Dissolution.

Step 3: Notify Creditors, Shareholders, and Other Parties

Once the Articles of Dissolution have been filed, you must notify all creditors, shareholders, and other parties that the corporation is being dissolved. This includes filing a notice of dissolution with the Ontario Gazette and publishing a notice of the dissolution in a local newspaper.

Step 4: Settle Any Outstanding Debts and Taxes

Before the corporation can be officially dissolved, you must settle any outstanding debts and taxes. This includes paying any taxes owed to the Canada Revenue Agency (CRA) and filing a final tax return. You must also pay any outstanding debts to creditors.

Step 5: Distribute Any Remaining Assets to Shareholders

If there are any remaining assets after all debts and taxes have been paid, these assets must be distributed to the corporation’s shareholders. This distribution must be done in accordance with the corporation’s articles of incorporation and any relevant legislation.

Step 6: Cancel All Permits and Licences

Once the corporation has been dissolved, you must cancel all permits and licences that were issued to the corporation. This includes cancelling any business licences, permits, and registrations with the Ontario government.

Closing a corporation can be a complex process that requires careful attention to detail. It is important to seek the advice of a qualified legal professional to ensure that all legal and regulatory requirements are met. If you need assistance with closing a corporation in Ontario, please contact Falcon Law PC at 1-877-892-7778 or info@falconlawyers.ca. Our experienced business lawyers can guide you through the process and ensure that your corporation is properly dissolved.

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