By Alexandra (Sasha) Toten, Business Law

The Government of Canada is seeking the views of Canadians, experts, and other stakeholders on establishing a central public registry of beneficial ownership information for privately-held corporations. This initiative follows an amendment in 2018 to the Canada Business Corporations Act (“CBCA”) to require privately-held, federally-incorporated corporations to create and maintain a register with information about individuals with significant control of the company, and a subsequent amendment in 2019 requiring these same corporations make their registers available to certain investigative bodies upon request.

In a Consultation Paper published in February 2020 (see https://www.ic.gc.ca/eic/site/142.nsf/eng/00001.html), the Government of Canada outlined what led to this initiative. It put forward 17 questions for comment by the public under the following categories:

1. Should Canada establish a Public Registry of Beneficial Ownership?
2. If yes, what key features would make a Public Registry effective?
3. Should there be limitations on information disclosed through a Public Registry?
4. What other factors should we take into consideration when assessing the Public Registry approach?

In the Consultation Paper, the government identified the primary goal of the central registry as being to ensure that authorities have immediate access to accurate information on companies, allowing for more rapid investigations while minimizing the risk of tipping off parties. While acknowledging that there may be legitimate reasons why persons want to keep this information confidential, the Consultation Paper suggests that this initiative could allow Canada to more effectively fight money laundering, terrorist financing, and tax evasion or avoidance.

Stakeholders are invited to provide written comments on the consultation paper by March 26, 2020, either by e-mail to ic.beneficial.ownership-propriete.effective.ic@canada.ca or by mail to:

Beneficial Ownership Transparency Consultation
Innovation, Science and Economic Development Canada
C.D. Howe Building
235 Queen Street, Room 1043A
Ottawa, Ontario K1A 0H5

Minden Gross LLP would be pleased to assist with comment letters or with providing guidance on the existing disclosure obligations of privately-held corporations in Canada. If you have any questions or would like more information, contact Alexandra (Sasha) Toten at stoten@mindengross.com.