Frequently Asked Questions

When a corporation is dissolved, the status of its registered business name becomes inactive. The business name typically becomes available for re-registration by other entities or individuals.

If there is no official email address on file for the corporation, then the email address provided on the business registration form will update the record.

If there is an official email address on file for the corporation and the email address provided on the business registration form does not match, it will be ignored.  It will not change the official email address on file for the corporation.

Note, the official email address can only be changed by filing a Notice of Change (form 5284).

No. The new OBR requires an address change to a Business Registration to be filed separately as an amendment (either before of after the renewal).

Yes, as long as the EP LLC is registered in Ontario (via a Form 6)

Yes, the following characters may be included in the business name, but should NOT be used as the first character:

@ ! ” # $ % & ‘ ( ) * + , – . / : ; > = < ? [ ] \ ^ ` ´ .

Yes, but only when the mailing address is outside Ontario (item 3).  Reminder, post office boxes are not acceptable.

Yes, there is a 60 grace period for a renewal to maintain the same BIN number.  Government registration fees still apply.  Note, there is no grace period for Limited Partnerships.

The Business Name registration can be updated by an amendment and it will maintain the same BIN number.  It can be in 2 steps (1 after the continuance and 1 after the amalgamation/new number) or in 1 step after the amalgamation and new Ontario number.

Yes, it can be two individuals or professional corporations.

Yes, however, only if it is renewed within 60 days of expiring. If it is renewed after that time it will be assigned a new BIN number.

The business name is registered as an amendment.

The allowed business descriptions are: Law Practice, Paralegal Services, Chartered Accountants and CGA.

Yes, we have access to a Canada-wide database that will tell us which Province a business is incorporated.  We suggest contacting us before placing an order since the registry fees for search reports are different in each Province.

Yes, corporations never come off the corporate registry records regardless of their status.

No, shareholders and shareholder information not part of the public record and not a requirement when filing articles of incorporation.  To see the share structure and share provisions of a corporation, copies of the articles should be ordered.

A entry will appear on the Document List with a CB under Act/Code, which stands for Central Production and Verification Services Branch (aka Ministry) and the Memo is concerning a Business name that has been cancelled that is associated with the corporation.

Yes, the report will provide the information that remains on file and indicate the status of the corporation.

They will no longer appear on NUANS in approximately 30 days. When they are expired you have to order an ‘Expired Business Name Search’ to obtain details. The Ministry only keeps 15 years of EXPIRED records, older records go to Archives of Ontario.

Common reasons include:

• The document was not properly notarized

• The notary is not authorized or in good standing

• The document was altered or incomplete

• The document was issued outside Ontario

• Incorrect formatting or missing signatures

You need an apostille when a document issued in Ontario or Canada will be used in a foreign country that accepts apostilles. Common uses include immigration, international business transactions, education, marriage, and estate matters.

An apostille is a government-issued certificate that authenticates the origin of a public document so it can be recognized in another country that is a member of the Hague Apostille Convention.

Common documents include:

• Corporate documents (Articles, Certificates of Status, Shareholder Registers)

• Powers of Attorney

• Affidavits and statutory declarations

• Birth, marriage, and death certificates

• Educational documents (degrees, transcripts)

• Court documents and notarized agreements

Yes. Ontario issues apostilles for Ontario-issued public documents and Ontario-notarized documents through the provincial authority at the Official Document Services office in Toronto. Some documents may still require federal authentication by Global Affairs depending on where and how they were issued.

• Notarization: A notary public verifies signatures and identity.

• Authentication: A government authority confirms the notary or official’s authority.

• Apostille: Replaces authentication and legalization for Hague Convention countries.

Each step may be required depending on the document and destination country.

If the destination country is a signatory to the Hague Apostille Convention, an apostille is sufficient. If not, the document must go through traditional authentication and consular legalization.
Please consult the HCCH website for accurate information. (Hague Conference on Private International Law)

Generally, only original documents or properly notarized copies are eligible. Plain photocopies are rejected unless notarized in accordance with Ontario requirements.

The processing time to legalize a document will vary depending on the location of the consulate, or embassy office of the destination country. Some can take a couple of business days and others can take 10 business days or more.

Remember, the legalization step is only required if the destination country is not a member of the Hague Apostille convention.

For documents being processed at the Official Document Services office in Toronto the Authentication or Apostille process can take 1 to 3 business days depending on current volumes.

For documents processed by Global Affairs in Ottawa the posted processing time is 30 business days minimum.

The processing time varies for documents processed by other Provincial authorities in Alberta, British Columbia, Quebec, or Saskatchewan. Additional time is required for courier delays.

As of January 11^th, 2024, competent authorities in the following provinces will issue apostille certificates for documents issued or notarized in their respective province:

1. Alberta, 2. British Columbia, 3. Ontario, 4. Quebec, and 5. Saskatchewan

*Apostille Certificates will only be issued for documents destined for countries that are members of the Hague convention.
Authentication Certificates will be issued for documents destined to countries that are not members of the Hague convention.

Let us eliminate the guess work when taking the first step in the process.  Contact us today!  Request more information?

For a signed original document, the document is completed leaving the signatures blank.  The notary must witness all parties signing the document.  Once the identities of the signing parties are confirmed they will sign the document in front of the notary who will then sign and seal the document in the same location on the page.  Once the seal is placed, the binding nature of the information in the document is officially recognized and the document cannot be changed or altered in any way.

If the document does not require signatures, the notary public will examine a copy of the document and compare it with the original to ensure it is identical.  Once confirmed, the notary will prepare a “notarial certificate” which states it is a “true and accurate copy of the original document as examined on a specified date”.   The notarial certificate will be signed and sealed by the notary public.   If a notarial certificate is not attached, the Notary can sign, seal, and stamp the document directly. The stamp will also state the document is a true copy of the original and it will be dated.

Having a document notarized is the first step in the Apostille or Legalization process!

This list is subject to change.  Please consult the HCCH website for accurate information. (Hague Conference on Private International Law)

Albania
Andorra
Andorra
Argentina
Armenia
Australia
Austria
Azerbaijan
Belarus
Belgium
Bosnia and Herzegovina
Brazil
Bulgaria
Canada
Chile
China
Costa Rica
Croatia
Cyprus
Czech Republic
Denmark
Dominican Republic
Ecuador
El Salvador
Estonia
Finland
France
Georgia
Germany
Greece
Honduras
Hungary
Iceland
India
Ireland
Israel
Italy
Japan
Kazakhstan
Latvia
Lithuania
Luxembourg
Malta
Mauritius
Mexico
Monaco
Mongolia
Montenegro
Morocco
Namibia
Netherlands
New Zealand
Nicaragua
North Macedonia
Norway
Panama
Paraguay
Peru
Philippines
Poland
Portugal
Republic of Korea
Republic of Moldova
Romania
Russian Federation
Saudi Arabia
Serbia
Singapore
Slovakia
Slovenia
South Africa
Spain
Suriname
Sweden
Switzerland
Tunisia
Türkiye
Ukraine
United Kingdom of Great Britain and Northern Ireland
United States of America
Uruguay
Uzbekistan
Venezuela (Bolivarian Republic of)

The following offices in Canada provide Apostille services:

Important: Apostille certificates are only provided to documents destined for countries that are members of the Hague convention.  Documents destined to non-member countries will receive authentication certificates.

This list is as of December 2023 and is subject to change.  Please consult the HCCH website for accurate information. (Hague Conference on Private International Law)

• Afghanistan
• Algeria
• Angola
• Bangladesh
• Benin
• Bhutan
• Burkina Faso
• Cambodia
• Cameroon
• Central African Republic
• Chad
• Comoros
• Congo
• Côte d’Ivoire
• Cuba
• Democratic People’s Republic of Korea
• Democratic Republic of the Congo
• Djibouti
• Egypt
• Equatorial Guinea
• Eritrea
• Ethiopia
• Gabon
• Gambia
• Ghana
• Guinea
• Guinea-Bissau
• Haiti
• Iran
• Iraq
• Jordan
• Kenya
• Kiribati
• Kuwait
• Lao
• Lebanon
• Libya
• Madagascar
• Malaysia
• Maldives
• Mali
• Mauritania
• Micronesia
• Mozambique
• Myanmar
• Nauru
• Nepal
• Niger
• Nigeria
• Papua New Guinea
• Qatar
• Rwanda^*
• Sierra Leone
• Solomon Islands
• Somalia
• South Sudan
• Sri Lanka
• Sudan
• Syria
• Thailand
• Timor-Leste
• Togo
• Turkmenistan
• Tuvalu
• Uganda
• United Arab Emirates
• Tanzania
• Viet Nam
• Yemen
• Zambia
• Zimbabwe

The purpose and outcome are the same; however, the format differs.

Global Affairs Canada will stamp and sign the document directly on the same page that contains the notary’s seal and signature.

The Official Document Services (ODS) office will instead attach a separate Certificate of Authentication to the document.

In both cases, the authority is confirming the authenticity of the notary’s or issuing authority’s signature and seal only—not the content of the document itself.

Important update: As of January 11, 2024, for Hague Convention member countries, the Certificate of Authentication has been replaced by an Apostille certificate, which completes the legalization process. For these countries, consular or embassy legalization is no longer required.

For countries that are not a member of the Hague convention, authentication is the first step in the legalization process which involves submitting a notarized document to either Global Affairs Canada in Ottawa (formerly, The Department of Foreign Affairs and International Trade, DFAIT), or the Official Document Services office in Toronto where the signature and seal of the notary or issuing authority is validated.  The process does not certify the contents of the document.

For countries that are members of the Hague convention, as of January 11^th, 2024, this is now replaced by the Apostille process. An Apostille certificate will be issued and attached to the document once the notary signature and seal are verified.

A notary or ‘notary public’ is person who can act as an official witness to the signing (execution) of various legal documents.  They can also attest that documents are exact replicas or ‘true copies’ of the original.  The formal act is referred to as Notarization.

Documents are notarized to deter fraud and ensure they are properly executed. The notary acts as the impartial witness and identifies the signatories to make sure they have entered into agreements knowingly and willingly. The individuals must sign in from of the Notary for him/her to notarize the signature. This is the first step in the Legalization/Apostille process.

For countries that are not members of the Hague convention it is the process of authenticating or certifying a document for it to be accepted in another country.  More specifically, it is the third step in the legalization process and involves taking a notarized document that has been authenticated to a consulate, or embassy office where they will validate the signatures and details of the authentication and attach a consulate/embassy stamp or seal, which legalizes the document.

For countries that are members of the Hague convention, it is the process of taking a notarized document to the relevant Provincial competent authority where an Apostille certificate is issued and attached to the document upon the verification of the Notary seal and signature.

It is an international treaty drafted by the Hague Conference on Private International Law signed at the convention of October 5, 1961, and abolished the requirement of legalization of foreign public documents.  It is intended to simplify the procedure through which a document, issued in one of the contracting states can be certified for legal purposes in any other contracting states.  The certification under the convention is called Apostille.  Canada is now a Hague member and the new Apostille process began January 11th, 2024.

This is a simplified method of legalization introduced by the Hague Convention, where a Hague Apostille certificate is attached to a public document that verifies it’s authenticity and shows the signature and seal that guarantees its legality.

Canada is now a signatory of the Hague Convention and as of January 11th, 2024 the single step ‘Apostille’ process is available for any Hague member countries.  For countries that are not members of the Hague convention, the two-step process of document authentication and legalization applies.

Document authentication is a process whereby the signature and seal are verified and compared with what is on file with the Official Document Services office in Toronto, or Global Affairs in Ottawa.

Authentication will only be granted if:

•   All parts of the signature, seal and/or stamp of the Notary Public of Commissioner for taking affidavits are original, complete and clearly displayed on the same page of the document.
•   The Notary Public or Commissioner is on file.
•   The name, seal and/or stamp is identical to what is on file.

Global Affairs (Ottawa) – If a document is written in two languages (dual language, even if English is one of the languages), or in a language other than English or French, a certified translation must be provided.  The translation must also be Notarized.

Official Document Services (Toronto) – If a document is written in two languages (dual language) with English being one of the languages a certified translation is NOT required.  If the document is written in a single language other than English or French, a certified translation must be provided.

For both offices mentioned above, a certified translation will not be required if:

The Canadian Notary public speaks both languages. They must add the following statements to their declaration when notarizing:

• They attest to speaking both languages
• They certify the accuracy of the translation

Yes, the parties of the action can access the file in person over the counter at the court in the jurisdiction where the case was issued. Members of the public can also request to view the file, however, they cannot make or request copies and must not provide any information or names to the media or anyone else that’s not part of the action.

A screen print can be obtained from the local Public View Terminal that will confirm there is a publication ban and no additional information will be included.

Note, files subject to publication bans will not appear in an Ontario Lit Locater search.

Litigation searches in Ontario are usually completed within 24 to 48 hours in most jurisdictions. (during business hours)  The processing times can vary due to limited access to the courts as a result of COVID restrictions which are still in effect.  The cost per search starts at $55 for the first name, each additional name searched will be discounted.

Writs have to be renewed every 6 years less a day.

An account is not required to order search reports but is recommended. When an account is created all the order details are stored in My Account which includes order number, order date, the order status, and the order amount.

An account is required to register a PPSA. These services are restricted to lawyers, accountants and other professions who are knowledgeable about Personal Property Security Registration system. We strongly advise to seek proper legal advice when registering under the PPSA.

Basically, a fiscal year end is the date on which a company completes a 12-month business cycle, which can be other than December 31st.

As per CRA, your fiscal year-end for a corporation can be any date you choose so long as it is within 53 weeks of your incorporation date.  A corporation has to file its income tax return within six months of the end of its fiscal period. When the fiscal year ends on the last day of the month, the return is due on or before the last day of the sixth month after the end of the tax year. When the fiscal year ends on a day other than the last day of the month, the return is due on or before the same day of the sixth month after the end of the tax year.

It is a good idea to speak to an accountant, or tax lawyer when deciding on a fiscal year end date.

To make changes to directors, officers, addresses, official email, or activity classification code for an Ontario corporation, an application form 5284E – Notice of Change must be filed.  It can be completed on our website here: Notice of Change  Note, account registration is required.

To change the name of a corporation, change the share structure, or change the minimum and maximum number of directors for a corporation, Articles of Amendment must be filed.

Orders are processed during regular business hours which are Monday to Friday from 8:30 am to 5:00 pm.

Orders placed online in the evenings or weekends will be processed the next business day.  Most electronically generated reports will be emailed within the hour depending on system availability.  Please refer to the processing times in the details of each product for more information.

If you have any questions please feel free to contact us.

No. Effective October 19th, 2021 all corporate articles and registrations will have to be electronically submitted to the new Ontario Business Registry.

The key is not required at this time.  Centro can process all filing and registration documents without a company key.  Centro is a qualified intermediary with an account to a contracted service provider for direct access.

We are open from 8:30 am to 5 pm Monday to Friday.

We are closed on all statutory holidays.

Services are limited on Remembrance Day and Easter Monday due to government office closures.

No, as of October 19th, 2021 all Ontario Articles, Business and Limited Partnership registrations must be filed electronically.  You can find the new application forms on our website in our resources.  you can also submit completed Ontario Articles here for electronic filing.

Ontario Business name registrations can be submitted here.

No, we are a Search House which provides search and registration services to legal, financial and business clients.

A power of attorney must be executed by an extra-provincial limited partnership formed in a jurisdiction outside Canada that carries on business in Ontario.

An extra-provincial limited partnership formed in a jurisdiction within Canada that carries on business in Ontario but does not have a place of business in Ontario, must also execute a power of attorney.

The power of attorney must be executed to appoint a person resident in Ontario or a corporation having its head or registered office in Ontario to be the extra-provincial limited partnership’s attorney and representative.

If your power of attorney has changed, check the box on the application form to confirm that you have a new executed power of attorney. The attorney and representative in Ontario shall keep the executed power of attorney available for inspection at the address set out in the declaration.

No, an LP amendment must be filed first to change the General Partnership information. Note, the dissolution cannot be filed for at least 48 hours until the amendment has been fully data-entered.

Yes, a trust is acceptable as a GP.  Private trusts are not required to be registered with the Ministry.

Yes, all 3 registrations can be processed the same day (2 Limited Partnerships and the General Partnership).

Yes, a Profile Report can be ordered from the OBR for the Limited Partnership once the amendment has been registered.  All Profile Reports are automatically certified by the OBR system.

Yes, Limited Partnership registrations are immediate, therefore an amendment can be filed once you have received confirmation of the initial LP registration.

NO. It has to be dissolved and registered as new with the new jurisdiction.

Yes, both changes can be included on one Form 3.

Yes, the LLC must register in Ontario by using a Form 6 and then it can become the GP on an LP. The corporation number is not required on the LP form in the GP section.

A PO box can only be used for the mailing address (section 3) of the form.

A preliminary search or ‘pre-search’ is performed with every NUANS order to check if there are conflicts with the name.  If similar names exist the client will be notified and a new name must be provided.  It is recommended to provide 3 variations of the name.

Once the preliminary search is complete and no conflicts are found with the proposed name and authorization is given to proceed the report can be generated within a few minutes.  The entire process can take 1 to 2 hours depending on the time of day and how quickly the client responds.

Yes. You will be asked to select the effective date as either the date of MOF consent or you may request a date up to 30 days from today, subject to MOF consenting by the requested date. You cannot choose a past date. If you request a specific date up to 30 days from the current date, the earliest effective date will be the date the application acceptable for filing is received by the ministry, including MOF consent.

For example, if a September 30th post date is requested and the Minister of Finance provides the consent to dissolve on October 1st, the Certificate of Dissolution will be dated October 1st.

The Ontario Annual Return is filed under the Corporations Information Act (CIA) which is an annual information return disclosing basic information about an Ontario corporation, including the corporation’s name, business address, and directors and officers. This return is generally due six months after the fiscal year-end for corporations with share capital or 60 days after the date of incorporation, amalgamation, or continuance for corporations without share capital (not-for-profit corporations).

To make changes to directors, officers, addresses, official email, or activity classification code for an Ontario corporation, an application form 5284E – Notice of Change must be filed.  It can be completed on our website here: Notice of Change  Note, account registration is required.

No. Effective October 19th, 2021 all corporate articles and registrations will have to be electronically submitted to the new Ontario Business Registry.

Yes, the amalgamation will be filed and stamped and will be processed as payment only until the amendment is fully data-entered.

No, the Ministry requires Certified copies of the articles from the relevant Corporate Registry.

No, if a Certificate of Status is not available the Ministry will require a legal opinion from the home jurisdiction.  (should be on letterhead and signed by a lawyer from the foreign jurisdiction)

Since the corporation is now considered to be foreign after continuing out of Ontario, they will be required to file an Application for an Extra-Provincial License (Form 1) along with the Form 2 Agent for Service.

No, it takes 24 hours for the electronic incorporation to appear in the ONBIS database.

Yes, the same Ontario corporation number can be placed on the Articles of Continuance.

No, the application must be signed by a director of officer of the Corporation.

No, ULC does not comply with the OBCA.

Yes, enter the complete corporation name, corporation number and the date of adoption for each corporation.

No, the articles of amendment may lock the file until it is fully data-entered which can take 48 hours.

Yes, the documents can be submitted over the counter together and processed as payment only.  They are processed in the back and placed in a pickup box once complete.  Note, Articles of Continuance are processed in either 24 hours for $500 or 48 hours for $330.

Yes, back-to-back amalgamations can be filed on the same day during a regular work week; however, they cannot be dated on the weekends or a statutory holiday.  Also, a Form 1 CIA cannot be filed after the first amalgamation since the file will be locked for processing.

YES, as long as the continuance is submitted in time 24 or 48 hours beforehand.  Articles of Continuance can be processed in 24 hours for $500 and in 48 hours for $330.

Yes, similar to other Ontario articles they can be post-dated up to 30 days.

Yes, if the document is not in English or French it will have to be certified translated.  A certificate of status us required from the home jurisdiction when filing and Extra-Provincial License Application (Form 1).

The Federal Corporation will maintain the same Ontario number.

Yes, indicate the desired date on the cover letter with the articles.

Yes, the date the articles are filed does not have to be the same date of the agreement.

Because it was terminated, the corporation has to complete the entire filing again and pay the fees of $330 (the application – Form 1 and the Appointment of Agent for Service – Form 2). However, they will keep the same number which can be inserted on the application.

When a corporation files a Form 2 Extra-Provincial License they are only filing a notice to operate in Ontario, which means they will remain active in their home jurisdiction as well as Ontario.

If the corporation files Articles of Continuance, they are leaving their home jurisdiction and becoming (continuing) as an Ontario corporation. It will become inactive in the home jurisdiction. Certificates of Status are available for corporations that continue into Ontario.

Yes, however it is recommended to print them in colour on good quality paper.

No, the date commended business activity in Ontario cannot be dated before the date the Notice is filed.

Means the authority given to an Intermediary and/or Service Provider that is performing services and transactions in the OBR on behalf of the entity owner.

An Intermediary is any entity having authority to act, as agent or otherwise, on behalf of their service client(s) in conducting transactions through the Ontario Business Registry such as law firms, lawyers, paralegals, accountants, small business consultants, financial institutions, search houses.

If there is no official email address on file, or you don’t know what it is, you need to follow the steps in the online Company Key Guide which will validate your request by a series of questions and comparing what is on file with the OBR.

A Company Key consists of a unique series of digits and is provided to the official email, or registered office address.  Obtaining the Company Key for an entity is a one-time process.

If a PPSA Individual Specific search is requested with first name, last name and date of birth but no middle initial, the system will display any registrations against individuals with a matching name and month in the date of birth. For only specific results, all search criteria must be provided: first name, middle initial, last name and date of birth.

Please be advised that new PPSA registrations are receiving a file number starting with a 5 instead of a 7. Additionally, when requesting an uncertified PPSA report, the system will prioritize displaying registrations that have a file number beginning with a 5, regardless of the date of registration.

For instance, an uncertified PPSA report that contains multiple registrations should present these registrations chronologically from the oldest to the newest. However, the sequence might be incorrect as recent registrations from late 2023, now assigned file numbers starting with 5, appear first.

No, property liens are not registered through the Personal Property Registry in Ontario.  Property liens are registered on title through the Land Registry system.

A PIN (Property Information Number) can be Active or Inactive. An Active PIN is ‘live’ in the registration system; an Inactive PIN has been retired or split into new properties.

No, property liens are not registered through the Personal Property Registry in Ontario. Property liens are registered on title through the Land Registry system.

A charge is another name for a Mortgage.

PIN stands for the Property Information Number and is a unique nine-digit number assigned to each property.  It consists of a five-digit block number and a four-digit property number.  For example, 11389-0020.

A Parcel Register is a record containing the current owner, legal description and a list of instruments registered against the property within the Province of Ontario Land Registration System (POLARIS) as of the date of the search.  An example of an instrument is a mortgage or a lien registered against the property.