Are you a director, officer or shareholder in a Canadian corporation? Did you know your home address may be publicly available as a result?
When you incorporate a corporation, you are usually the first director(s). The home addresses of directors, officers, and shareholders may or may not be required, and it may be publicly available. This differs from province to province, as well as federally, so you should look into the requirements of the jurisdiction the corporation was incorporated in.
I once assisted a business law client on corporate matters. My client was a start-up entrepreneur. We only discussed the business aspects of her start-up. Then one day, after working together for a while, she mentioned that she had safety concerns and was speaking to the authorities about them. As the client’s personal life was not part of my business law work with her it was not something that we initially discussed when we incorporated her new business.
I fully support transparency with respect to corporate information, especially in my work on corporate ethics. At the same time, we also need to talk about personal safety and make business-people, especially female and female-identified entrepreneurs, aware so that they can make the best decision for their personal circumstances.
7 things to know about the intersection of corporate information and your personal information:
1. Once I incorporate my corporation, what information about me is publicly available?
This all depends on whether the corporation was incorporated federally or provincially, and in which province as the provinces may have different rules:
- In most jurisdictions, the names of the directors are public. When you incorporate your corporation, you are usually listed as the first director. Within a few days of adding any directors, their names are also required.
- The addresses of the directors are required in all cases.
- In some jurisdictions, though, the home addresses of directors are required, whereas in others, an address for service is acceptable. (See item 5).
2. Wait! Isn’t my home address covered by privacy law? They can’t disclose it, right?
- Your home address is considered your private information under the various federal and provincial privacy laws.
- However, under corporate law, it is also important to let the public know who is responsible for a corporation. Corporate information in general is public, and the names and addresses of directors, etc, are considered part of that corporate information.
3. How will people see this?
- You can go to ic.gc.ca, select “Search for a Federal Corporation”, type in a corporation’s name, and see the director’s name and her address, as well as the corporation’s registered address. This is free of charge.
- For a modest cost you can obtain a corporate profile report with more information about the corporation.
- For provincial corporations it varies from province to province. For example, in my jurisdiction, Ontario, I can get a corporate profile report for an Ontario corporation for approximately $20.00 CAD. It takes me about 5 minutes to get it.
4. Must I disclose my home address? Are there alternatives? Can I use a PO box?
- Some provinces require your home address and will make it publicly available.
- In some other jurisdictions, you can use an address for service instead of a home address. An address for service is an address where someone can receive documents or mail on your behalf during regular business hours.
- Federally, you can also use an address for service.
- A PO box is not considered an address for service, and therefore should not be used.
5. If I update my address to an address for service (where this is permitted), will my home address be removed from the records?
- At the federal level, any past information cannot be deleted, even its been updated.
- For your province, you should contact the appropriate government department for business affairs and ask. In Ontario, the address would be replaced, but not removed.
6. What if I am not a director, but I am an officer /shareholder / beneficial owner instead?
- Some Canadian jurisdictions require the names and addresses for officers and make such information public. Others require it, but do not make it public.
- There is also at least one province that currently requires the names and addresses of (some) shareholders and beneficial owners, as well as information about their shareholdings, and makes it public.
- Based on calls for greater transparency of corporations, it is possible that more jurisdictions will require this information and make it public.
7. Where can I get more information?
Here are some good resources:*
- Federal: https://www.ic.gc.ca/eic/site/cd-dgc.nsf/eng/cs06724.html
- Provincial: https://mcmillan.ca/Files/224559_Confidentiality_Considerations_When_Choosing_a_Jurisdiction.pdf
*Note: We are not affiliated with the authors of these resources.
Amee Sandhu has been a business lawyer in Ontario for 20 years. She created Lex Integra Professional Corporation in 2019 and focuses exclusively on business law and corporate ethics.
In her current practice Amee advises clients on commercial, corporate, integrity, anti-corruption, ethics and compliance, and supply chain risks.
Understand your risks. Perform with Integrity.
The purpose and contents of this blog is to provide information only, and it does not constitute legal advice. Reading this blog does not create a solicitor-client relationship between the reader and Amee Sandhu or Lex Integra. It is recommended to engage (hire) a lawyer if you require or are interested in legal advice.
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