Officer Position Descriptions

All companies must have at least one officer.  There are many officer positions and each of those positions comes with a standard set of duties and requirements, although duties can be varied.  Below is a list of the most common … Continued

Officers Titles and Positions

Officers are appointed by the directors of a corporation.  There are many different officers titles and positions that can be held by individuals.  The scope of this Articles is to explain the different positions and statute requirements relating to them. For … Continued

Appointing Officers

This article will provide guidance on how to appoint officers of a Corporation and how resignations and removal of officers are documented. The directors of a corporation manage the affairs of the corporation.  As part of that management the directors … Continued

Why a Company Needs a Minute Book

You would be surprised at how often a minute book will be requested for review.  Not every organization that wishes to see it has a right to see it but you may not be able to move forward with your … Continued

Resident Canadian Requirement for Directors of Ontario Companies

All Ontario companies must have at least one director and this person must be a resident Canadian as defined in the Business Corporations Act (Ontario).  Director(s) are the individuals who manage and supervise the business on behalf of the owners (shareholders).  The … Continued

Resolutions for Ontario Companies – Directors Resolutions | Shareholders Resolutions

Resolutions for Ontario companies are governed pursuant to the Ontario Business Corporations Act.   What is a Resolution A resolution is a form of approval.  It can be to approve any matter that the corporation wishes. Some examples are approval of … Continued

Capital Dividend Upon Redemption

Under certain circumstances, and provided the Articles of the Corporation provide, the directors of a Corporation may approve a deemed capital dividend upon redemption of a class of shares. Redemption of Shares Resulting in a Capital Dividend upon Redemption When … Continued

When is a Certificate of Status Issued

A certificate of status can be obtained for any registered company. These certificates are not issued for sole proprietorships or partnerships or business names. Sometimes a certificate of status is called a certificate of good standing or a certificate of … Continued

What Goes in a Minute Book

  Below is an detailed explanation of what goes in a minute book.  When a new company is incorporated there is a three step process:  (1) obtaining a Certificate of Incorporation, (2) setting up a minute book and, in some … Continued

Directors Resolution to Approve an Agreement

The directors of a corporation are elected by the shareholders to manage the affairs of the corporation.  The duties of the directors are outlined in the statute of incorporation, in the by-laws and as the shareholders may direct from time … Continued

Continuance – Moving Your Company to Another Jurisdiction

A company is said to have continued when it has moved from one jurisdiction to another.  For instance, if a company moves from the province of Ontario to the province of Alberta, this would be considered to be a continuance.  … Continued