Step 1 — Obtain shareholder approval of the continuance
Shareholders' approval is required to continue a business corporation to the Canada Not-for-profit Corporations Act (NFP Act) or the Canada Cooperatives Act (Coop Act).
Each share in the corporation, whether or not it otherwise has such rights, has the right to vote in respect of a continuance. At least two-thirds of the votes cast at a meeting must approve the continuance. See Step 1 of the Policy on continuance (export) of a federal corporation to find the information that needs to be included in the notice and disclosure materials.
Step 2 — Apply for continuance to the Canada Not-for-profit Act or the Canada Cooperatives Act to Corporations Canada
You must file your application for continuance by sending a written request to Corporations Canada by email or mail (see How to file and pay for an application).
To know what to include in your application, see:
- Policy on continuance of a not-for-profit corporation or
- Policy on continuance (import) of a cooperative.
There is no fee for this continuance.
Upon approval of your application, Corporations Canada will:
- issue a Certificate of Continuance under the Canada Not-for-profit Act (NFP Act) or the Canada Cooperatives Act (Coop Act)
- issue a Certificate of Discontinuance under the Canada Business Corporations Act (CBCA). The date on the Certificate of Discontinuance will be the same as of the date appearing on the Certificate of Continuance. The corporation will be no longer subject to the CBCA
- publish, in Monthly transactions, a notice of issuance of the Certificate of Continuance and of the Certificate of Discontinuance under the CBCA.
Complaints and appeals — Export transactions
Anyone wishing to register a complaint with Corporations Canada asking for intervention in an export transaction, see Complaints and appeals — Export transactions.