Maintaining a corporation in Ontario isn’t just about paying taxes and keeping shareholders happy, it also requires keeping your corporate information current with the provincial government.
One of the most important compliance tasks for Ontario‑incorporated entities is the annual return filing, a requirement under the Corporations Information Act (CIA) and Ontario Business Corporations Act (OBCA).
This article explores who must file, what’s needed, when to file, and how to keep your corporation in good standing.
What Is the Ontario Annual Return and Why Is It Required?
The Ontario Annual Return is essentially a snapshot of your corporation’s vital statistics: its legal name, Ontario Corporation Number (OCN), registered office address, directors, officers, and primary business activity. The return is required by the Corporations Information Act to maintain transparent public records.
The annual return must be delivered within six months of the fiscal year‑end and validates essential information like registered office address, directors and officers, and the corporation’s primary business activity. The provinces rely on this data to keep the public record accurate and to facilitate communication with corporations.
Overview of Legal Framework
Corporations Information Act (CIA) and Business Corporations Act (OBCA)
Two statutes that shape corporate compliance in Ontario are the OBCA and CIA.
The OBCA governs the creation and operation of provincial corporations, while the CIA focuses on the maintenance of corporate records through filings such as the initial return, notice of change, and annual return.
The CIA requires each corporation to deliver an annual return within six months of its fiscal year‑end. The OBCA outlines the information that must be disclosed in the return, including the corporation’s name, registered office, directors, officers, and official email. These laws ensure transparency and allow stakeholders, from regulators to potential investors, to verify a corporation’s status.
Changes Since 2021
Before 2021, Ontario corporations filed their annual returns alongside their corporate income tax returns through the Canada Revenue Agency (CRA). However, the CRA stopped accepting Ontario annual returns after May 5 2021, and corporations must now file directly through the Ontario Business Registry (OBR).
This shift aims to streamline filings and provide real‑time updates. It also introduced new elements such as NAICS codes and a company key, which we’ll explore later.
Who Needs to File an Annual Return in Ontario?
| Category | Requirement | Details |
|---|---|---|
| Generally, do not file an Ontario Annual Return | Must file an Ontario Annual Return every year | Applies to active, dormant, professional, holding, and non-profit corporations; mandatory even with no revenue or transactions |
| Non-Profit & Charitable Corporations (Ontario-incorporated) | Must file an Ontario Annual Return | Different fiscal year-ends allowed; must file within 6 months; failure may jeopardize charitable status and grant eligibility |
| Exempt Entities (Extra-Provincial Corporations) | Generally do not file an Ontario Annual Return | Corporations incorporated outside Ontario are exempt, even with extra-provincial licences or initial notices; only Ontario-incorporated entities must file |
When Is the Ontario Annual Return Due?
| Category | Filing Deadline | Details |
|---|---|---|
| Deadline is based on fiscal year-end (not the incorporation anniversary) | 6 months after the end of the fiscal year | Deadline is based on the fiscal year-end (not the incorporation anniversary) |
| Corporations without Share Capital (Not-for-Profit) | Annual Return due within 6 months of fiscal year-end (not 60 days). | Initial Return still due within 60 days of incorporation. |
| Fiscal Year-End vs. Incorporation Date | Deadline tied to fiscal year-end, not incorporation date | Initial Return is still due within 60 days of incorporation. |
What Information Do You Need to File an Ontario Annual Return?
The following information is required:
Corporate Name and Ontario Corporation Number (OCN)
You must provide your corporation’s legal name as it appears on the Articles of Incorporation and its Ontario Corporation Number. This unique identifier helps the province match your return to your corporate record.
Registered Office and Company Key
Your registered office address must be current. If it has changed since your last filing, update it in the return. Since 2021, businesses must also supply a company key (if incorporated after October 19 2021 or if previously requested). A company key is a nine‑digit code assigned to each corporation; it acts like a PIN to link the business to a ServiceOntario account and protect against unauthorized changes.
NAICS Code and Business Activities
Ontario’s adoption of the North American Industry Classification System (NAICS) requires corporations to include a code representing their primary business activity. NAICS uses a six‑digit code where the first two digits identify the sector and subsequent digits narrow down the industry.
Businesses must select the code that best describes their operations. This helps regulators and statistical agencies categorize economic activity. When filing your annual return, provide the NAICS code along with a brief description of your business activities.
Director and Officer Information
The return must list all current directors and officers, including their full legal names and addresses. This ensures the public record reflects who controls the corporation. If there have been changes since the previous return, you must file a notice of change within 15 days and then reflect the updates in your next annual return.
Contact Details and Authorizing Person
Finally, you must provide a contact email address and identify the individual who is authorizing the filing, along with their position (director, officer, or authorized person. This helps the province confirm that an authorized party submitted the return.
How Do You File the Ontario Annual Return Online?
Accessing the Ontario Business Registry
The annual return is filed online through the Ontario Business Registry. To get started, create or log into your My Ontario Account and link your business using the company key. Since 2021, the province no longer accepts filings through the CRA. From the OBR dashboard, select “file annual return” and follow the prompts.
Gathering Required Information
Before filing, gather the information listed above: your corporation’s name, OCN, company key, fiscal year‑end, NAICS code, registered office address, directors and officers, contact email, and authorizing person details.
Completing the Online Form Step‑by‑Step
The OBR platform guides you through sections that ask for corporate details, NAICS code, directors and officers, and confirmation of your registered office address. When entering your NAICS code, ensure you choose the correct six‑digit code that reflects your primary activity. Confirm or update director and officer information, then proceed to the final section to review your submission. Take your time; errors can cause delays or require a corrective filing.
Reviewing and Submitting the Return
Before submitting, carefully review each section to ensure accuracy. Once you file, you’ll receive a confirmation number. Save this for your records. Maintaining a digital and paper copy of the submitted return can help if questions arise later.
Filing Through Bestax
If you’d rather not file your Ontario Annual Return yourself, you can contact Bestax, who has certified accountants who can handle the filing on your behalf. As of February 1, 2025, Ontario requires you to provide your company key to any intermediary you engage.
Bestax’s team can use this key to securely access the Ontario Business Registry and file your return accurately and on time. This approach removes the burden of self-filing, ensures compliance with deadlines, and gives you the benefit of professional oversight without needing to go through a corporate lawyer.
What Happens If You Miss the Ontario Annual Return Deadline?
Fines and Late Fees
Missing the annual return deadline triggers automatic penalties that accrue until the return is filed. These penalties are in addition to the filing fee and can quickly add up if multiple years are overdue.
Suspension or Dissolution
Repeated failure to file can result in suspension or dissolution of the corporation. Dissolution means the corporation no longer exists legally, which can have serious implications for contracts, bank accounts, and tax filings. Reinstating a dissolved corporation is possible but involves additional filings and costs.
Reinstatement Process
If your corporation is dissolved for non‑compliance, you may apply for revival by filing articles of revival and catching up on all outstanding annual returns. You’ll need to pay any penalties and file the missing returns before the corporation can be revived. In some cases, you may also need to obtain consent from the Ministry of Finance if taxes are owed.
Common Annual Return Filing Mistakes in Ontario and How to Avoid Them
Forgetting to Update the Fiscal Year‑End
The filing deadline is based on the fiscal year‑end, not the incorporation date. If your fiscal year‑end changes, ensure your accountant updates this information with CRA and the OBR so you don’t miss your filing window.
Missing the Company Key or NAICS Code
The company key has been mandatory since Oct 19, 2021, for online filings in OBR. There wasn’t a February 2025 change. Request your key early and keep it secure. Likewise, look up your NAICS code before you start the filing. Missing information can delay your filing or lead to rejection.
Inaccurate Director/Officer Information
Companies sometimes forget to update director or officer changes. Remember that you must file a notice of change within 15 days of any change. Annual returns simply confirm existing information; they’re not a substitute for timely updates.
Maintaining Good Standing
Annual Return vs. Initial Return vs. Notice of Change
Ontario corporations must file three types of CIA filings at different times:
- Initial Return – Due within 60 days of incorporation; records basic corporate information and directors..
- Notice of Change – Filed when there’s a change in directors, officers, or the registered office; must be filed within 15 days of the change.
- Annual Return – Confirms or updates information annually; due six months after the fiscal year‑end.
These filings work together to keep corporate records accurate. The annual return does not replace the initial return or notice of change.
Best Practices for Streamlined Filing
Set Up Calendar Reminders
Use digital calendars to set reminders for six months after your fiscal year‑end. Consider scheduling a preparatory reminder a few weeks before the deadline to gather information. Because the province does not notify corporations when their return is due, the onus is on you to remember.
Work with Professionals (Bestax)
Navigating corporate filings can be time‑consuming. Bestax, the best accounting firm in Ontario, offers corporate and return filing services to ensure your annual return is completed accurately and on time.
Bestax’s experts can help you determine your fiscal year‑end, prepare financial statements, and gather the necessary information for your annual return. They also provide guidance on maintaining your corporation’s minute book and complying with other provincial and federal requirements.
Contact Bestax today to avoid compliance headaches and focus on growing your business.
Frequently Asked Questions
What is the Ontario Annual Return, and why is it required?
The Ontario Annual Return is an information return mandated by the Corporations Information Act. It discloses basic corporate information, such as the corporation’s name, OCN, registered office address, directors, officers, and primary business activity.
When is the Ontario Annual Return due?
For corporations with share capital, the annual return is due six months after the fiscal year‑end. For corporations without share capital (e.g., not‑for‑profits), the return is due sixty days after incorporation, amalgamation or continuance. The deadline is based on the fiscal year‑end, not the incorporation date.
What information is needed to file the Ontario Annual Return?
You will need your corporation’s legal name and OCN, registered office address, company key, NAICS code, names and addresses of directors and officers, an email address, and the name and position of the person authorizing the submission.
How can I file the Ontario Annual Return?
Most corporations file the annual return online through the Ontario Business Registry. To do so, create or log into your My Ontario Account, link your business using the company key, gather the required information, complete the online form, review your entries, and submit.
What happens if I miss the Ontario Annual Return filing deadline?
Missing the deadline triggers automatic late fees and penalties that accumulate until you file. Continued non‑compliance can lead to suspension or dissolution of the corporation.
Disclaimer: The information provided in this blog is for general informational purposes only. For professional assistance and advice, please contact experts.
