Does an Ontario corporation have to issue paper share certificates to shareholders?

No, Ontario corporations are not strictly required to issue paper share certificates. The Ontario Business Corporations Act allows shares to be uncertificated — meaning the corporation maintains a record of ownership in the securities register without issuing a physical certificate. However, if a shareholder requests a share certificate, the corporation must provide one.

If the corporation does issue share certificates, they must comply with the requirements of the Act: they must be signed by at least one authorized officer or director, identify the corporation and the holder, state the number and class of shares represented, and set out any restrictions on transfer if applicable.

In practice, most small corporations do issue share certificates because they provide tangible documentation of ownership that shareholders value. Certificates are kept in the minute book (the corporation retains a copy, and the shareholder receives the original). Whether certificates are issued or not, the securities register is the authoritative record of ownership. If certificates exist but are inconsistent with the securities register, the register generally governs. If share certificates have been lost, a lawyer can help issue replacement certificates with appropriate indemnity procedures.