Obligations and Responsibilities After Incorporation or Registration

• Annual Returns
• Change Notices
• Amend Notices
• Related Information

After incorporating an Alberta corporation, society, or non-profit company, or registering an extra-provincial corporation, do I have any other obligations or responsibilities to remain in good standing in the Corporate Registry records?

Once incorporated or registered, the legal entity (corporation, extra-provincial registration, society or non-profit company) must conduct business in Alberta according to the provisions set out in the following legislation:

• Business Corporations Act - for corporations and extra-provincial registrations of corporations and non-profit organizations
• Societies Act - for societies
• Companies Act - for non-profit companies
• Religious Societies Land Act - Cemetery Companies Act
• Partnership Act - Limited Liability Partnerships

Failure to comply with certain responsibilities may result in the legal entity being removed from Corporate Registry’s active records. Filing an Annual Return is one requirement that is common to all legal entities, with the exception of Business Names.

The table below summarizes the more common transactions which may be filed.

Annual Returns

Annual return information must be provided by the legal entity each and every year.  The annual return provides information about the shareholders of corporations and extra-provincial registrations, or directors and/or officers for societies and non-profit companies.

If the annual return information is not filed, the Alberta corporation, society, or non-profit company will ultimately be dissolved.  If an extra-provincial corporation does not file its annual return information, its registration will be cancelled in Alberta.

Corporate Registry will mail a pre-printed annual return form to an Alberta corporation, society, and non-profit company and Limited Liability Partnership one month prior to the anniversary month of its incorporation. For an extra-provincial corporation, Corporate Registry will mail the annual return to the attorney for service a month prior to the anniversary month of its registration.  If the paper form mailed by Corporate Registry is lost, the legal entity is still required to file the required information. A corporation may either take the actual form or provide the information requested on the form to an authorized service provider for processing. Limited liability partnerships file annual reports. The annual report provides information about the representative partners. If the annual report is not filed, the Alberta Limited Liability Partnership will be struck. For extra-provincial Limited Liability Partnership their registration will be cancelled. A society and non-profit company must provide its annual return information to the Corporate Registry Office.

Change Notices

Corporations
Alberta corporations must notify Corporate Registry  through an authorized service provider within 15 days when there is a change of address and/or change in directors for the corporation.

Extra Provincial Registrations
Extra provincial corporations must notify Corporate Registry through an authorized service provider of changes of address and/or directors in addition to any changes to the attorney for service, whether it is the primary or alternative attorney. Extra-provincial corporations must file their changes within one month of the change. 

Societies and Non-profit Companies
Societies, non-profit companies, and religious societies are required to file updates of their addresses and changes to their officers and directors. These must be submitted directly to the Corporate Registry Office.

Business Names
A trade name (sole proprietorship) registration may change:

• the name of the declarant, (i.e., maiden to married name, or legal name change, etc.) but may not change the actual declarant. 
• the declarant's address may be updated. 

These changes must be submitted to an authorized service provider.

Note: If the trade name is no longer used by the declarant or has been sold or given to another individual, the original trade name must be dissolved and a new trade name filed by the new owner/user.

Amend Notices

Corporations
A corporation may amend its name and any of its articles or structure information, such as share capital, restrictions on share transfers, etc.   As with all other filings for corporations, these changes must be filed with an authorized service provider.

Extra Provincial Corporations
An extra-provincial corporation must file in Alberta, through an authorized service provider, certified-true copies of amendments which were filed in the home jurisdiction.  

Societies
Amendments to objects and bylaws or name of society of a society must be in accordance with the Societies Act.  Requests for amendments must be in writing and submitted directly to the Corporate Registry Office.

Religious Societies
To process a change to your religious society's name, constitution or bylaws, you must send two copies of the resolution outlining the changes (accompanied by a NUANS report when the name is being changed) directly to the Corporate Registry Office.

Non-Profit Companies
To process a name change or amend capital or bylaws, a non-profit company must prepare its own documents in accordance with Part 9 of the Companies Act and submit them directly to the Corporate Registry Office.

Business Names, Limited Partnerships, Limited Liability Partnerships
The partnership name, number of partners, and their names and addresses may all be amended. Information relating to the change must be submitted to an authorized service provider.

Related Information

• Forms
• Fees  
  • Fee Schedule for Non-Profit Companies and Societies
  • All other Legal Entities  (pdf)
• In Alberta, the majority of employers are required by law to have workers' compensation insurance for all of their workers, and must notify the WCB within 15 days of hiring their first worker. The following website will provide account registration information:

www.wcb.ab.ca/employers/openaccount.asp