Joint Online Registration System - Newfoundland and Labrador

Table of Contents

• Who needs to register provincially?
• How much can I do online?
• Is a fee required?
• Can the registration process be completed online?
• Can the Joint Online Registration System simplify the filing process?
• How long does the process take?
• Are annual returns required in Nova Scotia?
• Further information

Federal corporations that wish to register their corporation in the province of Newfoundland and Labrador must complete the Government of Newfoundland and Labrador forms:

• The Corporations Act (form 24) Statement for Registration – Extra Provincial Company (Section 438)
• The Corporations Act (form 25) Statutory Declaration (Section 438)
• The Corporations Act (form 26) Power of Attorney (Section 440)

Please note that these provincial forms are available in English only.

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Who needs to register provincially?

Corporations are required to register in the provinces in which they do business. The Joint Online Registration System, which is managed by Corporations Canada, is designed to simplify that process for federal corporations by providing access to Newfoundland and Labrador registration forms online as corporations are filing their federal Articles of Incorporation.

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How much can I do online?

The Joint Online Registration System will automatically provide you with the relevant forms and fill in any information already submitted with the federal Articles of Incorporation, including the corporation's name and the date of incorporation, its registered office address and the directors names and addresses.

You will need to add any additional information required by Newfoundland and Labrador, such as:

1. Date you start doing business in Newfoundland and Labrador
2. Your business activity
3. Address of chief place of business in Newfoundland and Labrador

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Is a fee required?

Yes. However, fees for Newfoundland and Labrador cannot be paid online at this time.

To calculate the required fee, please review the sections of the Schedule of Fees Prescribed by the Minister of Government Services and Lands provided below.

• 8, 1 (a) for filing of statement on application for Registration ($50.00)
• 8, 1 (e) for issuance by the Registrar of a Certificate of Extra-Provincial Company:
  
  1. where the authorized capital does not exceed $500,000 ($200.00)
  2. where the authorized capital exceeds: $500,000 but does not exceed $1,000,000 ($350.00)
  3. where the authorized capital exceeds: $1,000,000 a fee of $350.00 and $0.10 for every $1,000 of authorized capital over $1,000,000 and where the authorized capital is $2,500,000 or more, a fee of $150.00 is payable in addition to those fees outlined in (i) and (ii) above
• 10. For filing any document required to be filed, or authorized to be filed, other than the filing of a document for which the Registrar must issue a certificate under section 2 of this Schedule, or that is not otherwise referred to in this Schedule ($10.00)

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Can the registration process be completed online?

No. While the federal Articles of Incorporation can be completed online, Newfoundland and Labrador requires your signature on the extra-provincial registration documents.

Registration is not complete until your signed application has been processed by the province and your provincial fees are paid.

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Can the Joint Online Registration System simplify the filing process?

Yes, through the Joint Online Registration System, Corporations Canada will send you, via e-mail, the extra-provincial registration forms that you began to fill out online, as well as the Power of Attorney and Statutory Declaration forms required by Newfoundland and Labrador. The e-mail will also include instructions to help you complete the transaction, including the fee schedule and mailing address you will require.

You will have to complete and sign the forms, and send them – along with the appropriate fees – to the Newfoundland and Labrador government.

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How long does the process take?

If you submit your articles by 1 pm (EST) any business day, your incorporation certificate should be processed by 5 pm (EST) the same day, as long as the documents are submitted in the prescribed form and that the corporate name, if applicable, is accepted.

Once Corporations Canada has approved your application for federal incorporation, copies of your Articles of Incorporation, along with the provincial forms you completed to apply for extra-provincial registration, and all other necessary forms and instructions, will be sent to you by e-mail. A copy of your Certificate and Articles will also be made available to the Province of Newfoundland and Labrador on your behalf.

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Are annual returns required in Newfoundland and Labrador?

Yes, annual returns are required for both the federal government and Newfoundland and Labrador. Through the Joint Online Registration System, you have the option to begin filing both federal and provincial returns at the same time.

Simply fill in the federal and provincial Annual Return forms provided by the Joint Online Registration System. Federal fees ($20) must be paid online, but provincial fees will need to be sent directly to Newfoundland and Labrador.

The Joint Online Registration System will provide all of the submission information you need. Once your federal Annual Return is processed, Corporations Canada will send you an acknowledgment via e-mail. The same e-mail will contain the Newfoundland and Labrador provincial forms for you to print off, sign and mail, together with the $200 provincial filing fee. The e-mail will include complete instructions and mailing addresses as well.

It's as simple as that!

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Further information

For more information on Newfoundland and Labrador's registration or annual return requirements, please visit the Government of Newfoundland and Labrador website or contact them at:

Government of Newfoundland and Labrador
Department of Government Services and Lands
Registrar of Companies
P.O. Box 8700, Confederation Building
Confederation Building
Ground Floor, East Block
St-John's, NFLD. A1B 4J6
Telephone: (709) 729-3317
Fax: (709) 729-0232

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