Should I Appoint a Law Firm as the Records Address for my Business?
By law, Alberta corporations are required to have both a registered office and a records address. It must be a physical address (not a PO box) and must be accessible to the public during normal business hours.
One of the reasons for requiring the address to be accessible to the public is that directors, shareholders and creditors of the corporation, as well as members of the public generally, are entitled to access certain records of the corporation upon request. Details of each group's rights to access are set out in Section 23 of the Alberta Business Corporations Act.
It’s common for corporations to appoint a law firm to act as the records address of a corporation. This usually means that the law office holds, maintains and provides access to the corporation's minute book.
Typical reasons for appointing a law firm as a corporation's records address include the following:
- some business owners do not have an office that is open during regular business hours and would prefer not to list their home address publicly;
- a law firm provides a secure location where records can be kept in a safe and reliable manner;
- a law firm can forward records to bankers, accountants and other professionals as necessary from time to time;
- a law firm is capable of restricting and monitoring access to corporate records by third parties in accordance with their legal entitlements;
- law firms are typically able to file required notices with Alberta Corporate Registries for any change of directors, shareholders, addresses, etc.; and
- having a law firm hold and maintain the corporate minute book makes it easier and more efficient to deal with your lawyer when legal issues arise. They already have your corporate information and a relationship between lawyer and client is already established.
By appointing a law firm as the records address for a corporation, the owners are able to focus less on paperwork, and more on improving the profitability of the business.
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