Can a federal corporation amalgamate with an Ontario corporation?

The answer depends on which jurisdictions are involved. A federal corporation (incorporated under the CBCA) and an Ontario provincial corporation (incorporated under the OBCA) cannot amalgamate directly into a single corporation while keeping both governing statutes — you cannot merge a CBCA entity with an OBCA entity and get a hybrid. The resulting amalgamated corporation must be governed by one statute.

To combine the two, you would typically need to first convert (continue) one of them into the same jurisdiction as the other. For example, you could continue the Ontario OBCA corporation into the federal CBCA before amalgamating both under the CBCA. Or you could continue the federal corporation into Ontario's OBCA and then amalgamate under Ontario law.

Alternatively, some corporate reorganizations achieve a similar outcome through other means: for example, having one corporation purchase the assets or business of the other, or a share exchange, without a formal amalgamation.

Amalgamation of two corporations within the same jurisdiction (two Ontario corporations, or two federal corporations) is more straightforward and governed by the relevant statute's amalgamation provisions. A business lawyer can help you structure a cross-jurisdictional reorganization efficiently, including any required tax planning.