Built around the OBCA
Every document in the book cites the Business Corporations Act (Ontario) by section, so the by-law, resolutions and certificate legend line up with the statute your corporation is under.
| Requirement | Section | What it means |
|---|---|---|
| Records to keep | s. 140 | Articles, by-laws, minutes, resolutions, register of directors, securities register |
| ISC register | s. 140.2 | Individuals with significant control, in force since January 1, 2023 |
| Electronic records | s. 139 | Permitted if reproducible in readable form |
| No par value | s. 22 | Shares are without nominal or par value |
| Share certificates | s. 56 | Required contents and restriction notation |
| Director consent | s. 119(9) | Written consent needed for an election to take effect |
| Audit exemption | s. 148 | All shareholders must consent |
Since July 5, 2021, Ontario no longer requires any director of an OBCA corporation to be a resident Canadian.
Section references are summarized from the official statute. This is not legal advice.
