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Corporations Canada

Canada Corporations Act Part II – Amendment to the Place of the Head Office of the Corporation

Policy Statement 13.8
May 1, 2007

Table of Contents

Why use this policy?

The purpose of this policy is to help you submit a request for an amendment to the place of the head office of a not-for-profit corporation under Part II of the Canada Corporations Act (CCA). By ensuring that you provide all the required information with your initial request, you can help Corporations Canada process your request swiftly.

Caution: This policy is not intended to replace legal advice. While this policy discusses certain by-law provisions that are not specifically dealt with (neither explicitly permitted nor prohibited) in Part II of the CCA, Corporations Canada can give no assurance that a court would find those particular provisions to be valid under the CCA. Accordingly, you may want to consult with legal counsel or other professional advisors prior to amending your general by-laws.

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What does Corporations Canada do?

Corporations Canada will check that your documents comply with the CCA and other requirements and are in proper form. If so, Corporations Canada will issue a letter indicating that the by-law has been filed with the Minister.

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What happens when a request for Ministerial approval of by-laws is deficient or incomplete?

Requests that are deficient or incomplete will be returned to the corporation with a notice stating the nature of the deficiency.

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What documents must be filed in with Corporations Canada?

A request for an amendment to the place of the head office of a not-for-profit corporation must be in the form of a letter (see sample in Annex 1 (PDF Version, 13 KB — 1 page)) specifying:

  1. the street address for the head office;
  2. a copy of the single purpose by-law certified under the seal of the corporation; and
  3. confirmation that the notice has been or will be published in the Canada Gazette or a copy of the bilingual notice that was published by the corporation in the Canada Gazette (see sample in Annex 2 (PDF Version, 12 KB — 1 page)).

No fee is required.

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Membership Approval

In order to change the place where the head office of a corporation is situated, a single purpose by-law must be sanctioned by at least 2/3 of the votes cast at a special meeting of members.

A change of street address within the same place of the head office does not require such a by-law, but must be indicated on the next Annual Summary filed as of March 31st. In the meantime, a letter to Corporations Canada providing the new address will suffice.

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Publication of Notice in the Canada Gazette

One of the requirements for amending the location of the head office is publication in the Canada Gazette of a bilingual notice of the proposed by-law. This must be done by the corporation. A sample notice is in Annex 2. Please note that the notice must be bilingual. Failure to submit a bilingual notice will result in the Canada Gazette translating your notice and billing you for its services. Further, a "Request for insertion form for non-federal clients" (i.e., a request for insertion from the private sector) must be completed and accompany the notice when sent to the Canada Gazette. A copy of the form is available at http://gazetteducanada.gc.ca/pi-ip/pi-ip-eng.html#i4a.

Contact Information:
Canada Gazette
Canada Gazette Directorate
Government Information Services Branch
Public Works and Government Services Canada
350 Albert Street, 5th Floor
Ottawa, Ontario K1A 0S5
Tel.: 613-996-1268
Toll free: 1-866-429-3885
Fax: 613-991-3540
Canada Gazette website

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Additional Information and how to reach Corporations Canada

For additional information on Corporations Canada's products and services, please visit the Corporations Canada's website or call 1-866-333-5556.

You can also contact Corporations Canada at:

Client Services Section
Corporations Canada
Industry Canada
9th floor, Jean Edmonds Tower South
365 Laurier Avenue West
Ottawa, Ontario K1A 0C8
Toll free: 1-866-333-5556
Fax: 613-941-0601
Corporations Canada's website

To access the Portable Document Format (PDF) version you must have a PDF reader installed. If you do not already have such a reader, there are numerous PDF readers available for free download or for purchase on the Internet:

Date Modified: 2009-06-18

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