Corporations governed by the Canada Business Corporation Act (CBCA) will from 13 June 2019 be required under new amendments to maintain a securities register of all individuals with significant control.

The register is in line with moves worldwide for more transparency of beneficial ownership and will further align Canada with the standards for corporate transparency set by the Financial Action Task Force (FATF).

Other Canadian provinces and territories where corporations are not governed by the CBCA are expected to adopt similar amendments to their corporate statutes in the near future.

New requirements

CBCA corporations are currently only required to maintain a securities register of registered or legal shareholders, which may include holding companies or trusts that are ultimately controlled by an individual or a group of individuals as the beneficial owners of such shares.

Under the CBCA amendments, corporations will be required to actively collect and maintain certain information regarding both registered and beneficial shareholders with significant control over the corporation.

Control Register

Corporations will need to identify individuals with significant control and track them on a new Control Register that must include beneficial owners’ personal details, including up to date names, dates of birth and latest known addresses.

The Control Register will not be available to the public, however the director of Corporations Canada may request the information.

Shareholders and creditors of a CBCA corporation will be able to request access to the Control Register but must provide an affidavit swearing only to use the information contained in limited circumstances.