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Register of Individuals with Significant Control

Overview​

Since June 2019 most Federal Corporations are required to create and maintain a register of individuals with significant control. The purpose of this register is to increase transparency into who owns each Canadian corporation.

Example Register of Individuals with Significant Control​

Definition of Significant Control​

Corporations Canada outlines the definition of an "individual with significant control"

An ISC is someone who owns or controls a corporation. This individual:

  • owns, controls or directs 25% or more of shares* individually or jointly with one or more individuals
  • has control in fact over the corporation without owning any shares
  • meets a combination of any of these factors

Corporations Canada

The register​

Creation​

Corporations Canada outlines what is required in a the register for individuals with significant control:

The individuals with significant control (ISC) register is a document such as a logbook, database or spreadsheet that contains information about each ISC:

  • name
  • date of birth
  • address (residential or address for service, for example, where the ISC can be contacted by mail)
  • country (or countries) where the ISC is considered a resident for tax purposes
  • the day on which the individual became an ISC (for example, when the ISC purchased 25% or more of the corporation's shares)
  • the day on which the individual ceased to be an ISC (for example, when the ISC sold their shares)
  • a description of the ISC's significant control.

Corporations Canada

Templates:

Maintenance​

Corporations Canada requires that any changes be reflected in the register within 15 days and that the register be updated at least annually. Corporations Canada further details the maintenance requirements:

Your corporation is required to update its register at least once a year, and within 15 days of becoming informed of any changes affecting the register. In the course of maintaining an up-to-date register, your corporation is obligated to take reasonable steps[1] to update information including:

  • any information contained in the register that has changed
  • ISCs who need to be added or removed

[1] Reasonable steps for updating the ISC register Taking reasonable steps to maintain an up-to-date ISC register includes sending a request for information at least once a year to:

  • any ISCs in the register, to confirm or update their information
  • all shareholders of the corporation, to ask if they have become an ISC and, if yes, request the required information to add to the register
  • any other person that the corporation has reasonable grounds to believe may have relevant knowledge with respect to an ISC over the corporation, or any person who may have relevant knowledge about such a person.

Corporations Canada

Disclosure​

The Individuals with Significant Control Register is not a public document but may be accessed by the following individuals & entities

Upon request, however, your corporation must disclose the register to:

  • its shareholders and creditors, who must provide an affidavit stating that the information obtained will be
  • used only for matters related to the corporation, for example, to influence voting or to acquire shares
  • investigative bodies
  • Corporations Canada

Corporations Canada