What formalities must a company complete each year?

Each year, a corporation must complete certain formalities in order to comply with its applicable corporate, governmental and tax obligations.

The formalities may differ depending on whether the company is incorporated in Quebec or under the federal regime, as well as depending on its situation and the activities it carries out.

Depending on the circumstances, it may be necessary to:

• hold the annual shareholders' meeting or adopt, where permitted by law, the written resolutions that replace it;
• adopt the annual resolutions of the board of directors when necessary;
• prepare and keep the minutes or resolutions in the minutes book;
• produce the annual declarations or updates required by government authorities;
• produce the company's tax returns;
• to complete other tax or administrative formalities in accordance with applicable laws.

The annual review is also a good time to check whether any changes that occurred during the year have been properly documented.

It may be particularly useful to check for changes regarding:

• the administrators and managers;
• the shareholders;
• information relating to persons exercising control over the company, where required by applicable rules;
• the issuance, transfer, repurchase, purchase or cancellation of shares;
• the changes made to the statutes and regulations;
• the address of the company's headquarters;
• the company name, when it has been changed;
• the other important decisions taken during the year.

Corporate records must be updated when a change occurs. If there have been no changes, there is no need to amend a record simply because a new year has passed. However, an annual review confirms that the documentation still accurately reflects the company's situation.

In summary , a company must complete certain corporate, governmental, and tax formalities each year. It should also take this opportunity to review its minutes book and records to ensure that any changes that occurred during the year have been properly documented and that the information required by the relevant authorities is up to date.