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What is corporate domestication and how is it different from continuance?

TSL Written by the Treadstone Law team· Updated August 2026

"Domestication" and "continuance" describe essentially the same underlying idea — a corporation changing which jurisdiction's law governs it while remaining the same legal entity, rather than dissolving in one place and incorporating fresh in another. The difference is mostly one of terminology: Canadian corporate statutes, including the Business Corporations Act, use the term "continuance," while a number of foreign jurisdictions, notably several U.S. states, use "domestication" for their equivalent procedure.

This matters practically when an Ontario corporation is dealing with a foreign jurisdiction that uses domestication language, or vice versa, since the two concepts need to line up for the transaction to work: the foreign jurisdiction's domestication provisions need to actually recognize an incoming Canadian corporation continuing under Ontario law (or the reverse), and the paperwork on both sides needs to describe the same transaction consistently even though the words used differ.

Because the exact requirements, evidence, and filings each jurisdiction expects can differ significantly even where the underlying concept is the same, don't assume one jurisdiction's domestication process mirrors Ontario's continuance process step for step — confirm the destination's specific requirements before relying on the comparison.

Key takeaways

  • Domestication and continuance both mean the same corporation continues under new governing law without dissolving.
  • Canadian statutes use "continuance"; many U.S. states use "domestication" for the equivalent process.
  • The terms need to line up correctly across jurisdictions for a cross-border move to work.
  • Each jurisdiction's specific requirements can differ even where the underlying concept matches.
This is general information, not legal advice. It doesn’t create a lawyer–client relationship, and the rules can change. For advice on your situation, a Treadstone corporate lawyer can help.
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