What is a registered office?
A records address is the place at which the corporation’s corporate records are stored. In most cases the records address is also the corporation’s registered office, but that’s not always the case.
What are the requirements of a records address?
A records address must be accessible to the public during normal business hours. The documents typically contained in a corporate minute book, such as corporate ledgers and registers, copies of any resolutions of the directors and shareholders, articles and bylaws of the corporation, and financial statements are required to be kept at the records address.
Who can access corporate records?
Every jurisdiction has their own rules with respect to who may receive access to records of the corporation. Members of the public, shareholders, directors and creditors often have the right to access certain records of the corporation upon request. Failure to provide such access may lead to a fine of up to $5,000 and potentially imprisonment (although this is very rare).
Why name a law firm as the records address.
It’s common for corporations to appoint a law firm to act as the records address of a corporation as well as the registered office. There are a number of reasons for this:
- some business owners do not have an office that is open during regular business hours, or 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 as required by law; and
- if the law firm is also preparing annual minutes and filing annual returns, they can easily keep the corporation’s minute book up to date as required by law.
Corporate law services
The ALL IN incorporation package available at allincorporated.ca includes registered office and records address services from Twin River Law LLP. This includes acting as the registered office and records address for one year following incorporation, preparing and filing the first year’s corporate annual return and preparing annual resolutions of the directors and shareholders to be effective on the first anniversary date of the corporation.
For more information contact a business lawyer with Twin River Law LLP.
This article contains general information, NOT LEGAL ADVICE.
If you’d like legal advice from a lawyer, incorporate with us or contact a lawyer with Twin River Law LLP to request a consultation.