How Do I Move My Corporation to Another Province?

The steps to move a corporation to another province

Moving a corporation between provinces (or between a province and the federal jurisdiction) is done through a “continuance”: a process that carries a corporation from one corporate statute into another without dissolving it and starting over. The corporation keeps the same legal identity throughout. Here is the sequence in Ontario, Alberta, and federally.

1. Confirm continuance is what you actually need, not extra-provincial registration.
2. Get shareholder authorization to continue.
3. Get your home jurisdiction’s authorization to leave.
4. File to be continued into the destination jurisdiction.
5. Complete the move before any authorization deadline expires.
6. Update your corporate records once the continuance takes effect.

Before you start: continuance vs. extra-provincial registration

These are two different legal tools, and picking the wrong one wastes time and money. A continuance changes your corporation’s home jurisdiction; the corporation stops being governed by its old statute and becomes governed by the new one. Extra-provincial registration (or, for a corporation that merely wants to operate in Ontario without transferring its home jurisdiction, an Initial Return under Ontario’s Corporations Information Act) lets a corporation carry on business in a second province while its home jurisdiction stays exactly where it was.

If your corporation is incorporated in British Columbia, Manitoba, or Saskatchewan and simply wants to do business in Alberta as well, it registers as an extra-provincial corporation through Alberta’s online system, which carries no government charge for the registration itself (a processing service provider’s fee still applies). If instead the goal is to make Alberta, Ontario, or the federal jurisdiction the corporation’s actual home, that’s a continuance, and the steps below apply.

Step 1: Get shareholder authorization

Federally, a Canada Business Corporations Act (CBCA) corporation can apply to continue under another jurisdiction’s laws only if shareholders have authorized the move. In Ontario, section 181 of the Business Corporations Act (OBCA) similarly requires shareholder authorization before a corporation can apply to continue outside Ontario.

Step 2: Get authorization from your home jurisdiction to leave

This is the step that most often surprises people, because it is not a formality; the home jurisdiction has to be satisfied the move won’t harm anyone with a stake in the corporation.

• Federally: under CBCA section 188(1), the corporation applies to the destination jurisdiction, but the federal Director must be satisfied that continuing won’t adversely affect creditors or shareholders. Section 188(10) also requires that the destination jurisdiction’s laws preserve the corporation’s property, keep it liable for existing obligations, and leave pending claims, causes of action, and prosecutions unaffected. If those conditions aren’t met, the continuance out isn’t permitted.
• In Ontario: beyond shareholder authorization, the corporation needs the Director’s authorization under section 181, written consent from the Ministry of Finance, and, if it’s a corporation offering securities to the public, written consent from the Ontario Securities Commission as well.
• In Alberta: section 189 of the Business Corporations Act (ABCA) governs continuance of an Alberta corporation into another jurisdiction, and the continuance must be registered with Alberta’s Corporate Registry before it takes effect.

Step 3: File to be continued into the destination jurisdiction

Once you have authorization to leave, you file with the jurisdiction you’re moving into. This is where government fees apply, and they differ noticeably by destination.

Ontario’s fee is specifically for Articles of Continuance bringing a corporation into Ontario, filed under section 180; the authorization to leave Ontario (section 181) is a separate step covered above. Alberta routes continuance filings through private registry agents rather than a single published government fee schedule, so confirm the current fee directly with a registry agent before filing.

Step 4: Complete the move before any authorization expires

In Ontario, the Director’s authorization to continue out of the province expires 6 months after the effective date stamped on the application. If the continuance into the destination jurisdiction isn’t completed within that window, the authorization lapses and the corporation would need to seek it again. Federally and in Alberta, the sources reviewed don’t show an equivalent fixed expiry, so check the current filing with Corporations Canada or Alberta’s Corporate Registry if timing is tight.

Step 5: Update your corporate records

Once continuance takes effect, the corporation is now governed by the new jurisdiction’s statute going forward for matters like director qualifications, filing obligations, and annual returns. The property, liabilities, and pending legal claims that existed before the move continue with the corporation under section 188(10) federally; the destination jurisdiction’s law has to preserve these for the continuance to be allowed in the first place.

What doesn’t change with a continuance

A continuance is not a sale, a wind-up, or a new corporation. Contracts, property, and existing legal obligations move with the corporation rather than needing to be individually reassigned, provided the statutory conditions above (shareholder approval, home jurisdiction authorization, and the destination’s preservation of property and liabilities) are all satisfied.