- The annual return is a mandatory filing required for Ontario business corporations under the Business Corporations Act (Ontario) — the OBCA.
- Filing requires a company key, a unique code issued to the corporation that allows authorized users to manage the corporate record online.
- The annual return must be filed within 60 days of the anniversary of incorporation (as of writing — confirm current deadlines with ServiceOntario, as government procedures can change).
If you own an Ontario corporation, one of your recurring government obligations is filing an annual return with the province. This is separate from your tax return — it's a corporate transparency filing that keeps your company's public record current on the Ontario Business Registry (OBR). Missing it can have real consequences, including administrative dissolution of your corporation.
Many business owners confuse the annual return with their tax return or with their annual corporate resolutions. All three are different obligations. This article focuses specifically on the Ontario annual return — what it is, what gets reported, when it's due, and what happens if you skip it.
What Is the Annual Return?
The annual return is a mandatory filing required for Ontario business corporations under the Business Corporations Act (Ontario) — the OBCA. It updates the government's publicly searchable record of your corporation with current information about:
- The corporation's name and Ontario Corporation Number (OCN)
- The registered office address
- Current directors (names and addresses)
The annual return is not a financial disclosure — you are not reporting your revenue, profit, or tax information. It is purely a governance and transparency filing so the public record stays accurate.
Who Files It and Where?
Annual returns are filed through the Ontario Business Registry at ontario.ca/businessregistry. Filing requires a company key, a unique code issued to the corporation that allows authorized users to manage the corporate record online. If you don't have your company key, you can request it through ServiceOntario (as of writing — verify the current process at ontario.ca/businessregistry).
Many corporations authorize their lawyer or accountant to file on their behalf through the registry.
When Is the Annual Return Due?
The annual return must be filed within 60 days of the anniversary of incorporation (as of writing — confirm current deadlines with ServiceOntario, as government procedures can change).
Example: if your corporation was incorporated on March 15, your annual return window opens March 15 and closes approximately May 14 each year.
This is not the same as your fiscal year-end. A corporation incorporated in March with a December 31 fiscal year-end must still file its annual return in the spring.
What Information Is Reported?
The annual return is a snapshot of your corporation's key public information as of the filing date:
- Registered office address — must be a physical address in Ontario (not a P.O. Box)
- Director information — full legal names and addresses of all current directors
- Officer information — (check the current form requirements, as these can vary)
The filing does not capture shareholder information or financial data.
How Much Does It Cost?
As of writing, there is a government filing fee for the annual return. Verify the current fee at ontario.ca/businessregistry before filing, as government fees are adjusted periodically.
If you use a lawyer or legal service provider to file on your behalf, there will be a professional service fee on top of the government fee.
What Happens If You Don't File?
Cancellation Notices and Administrative Dissolution
If you miss the annual return filing, ServiceOntario will eventually issue a cancellation notice. Continued non-compliance can lead to the corporation being administratively dissolved — meaning the corporation is struck from the registry and loses its legal existence.
This has serious practical consequences:
- You can no longer enter contracts in the corporation's name
- The corporate liability shield disappears
- Bank accounts and assets can be frozen or become inaccessible
- Reviving the corporation takes time, money, and additional filings
Not the Same as Dissolution by Choice
Administrative dissolution is involuntary and messy. It is different from voluntary dissolution, where the shareholders and directors make an informed decision to wind up the corporation in an orderly way.
Keeping Your Registered Office Current
The annual return is a key opportunity to ensure your registered office address is correct. The registered office must be a physical address in Ontario — it's where government notices (including legal process and dissolution notices) are sent. If you've moved and never updated the address, those critical notices may have gone to the wrong place.
Update your registered office on the Ontario Business Registry any time it changes — don't wait for the annual return.
Common Mistakes to Avoid
| Mistake | Why It Matters |
|---|---|
| Confusing the annual return with the tax return | They are separate filings to different governments |
| Missing the 60-day window | Leads to notices and eventual dissolution |
| Using a P.O. Box as the registered office | Not permitted — must be a physical Ontario address |
| Not updating director information | Creates an inaccurate public record and can complicate future transactions |
| Losing the company key | Without it, you can't file; recovery takes time |
Annual Return vs. Annual Resolutions vs. Tax Return
A table helps clarify what's what:
| Filing | Where | Purpose | Private or Public? |
|---|---|---|---|
| Annual return | Ontario Business Registry | Update public corporate record | Public |
| Annual resolutions | Your minute book | Document internal governance decisions | Private |
| Corporate tax return | Canada Revenue Agency | Report income and pay tax | Private |
All three are required. None substitutes for another.
Frequently asked questions
Can I file the annual return myself, or do I need a lawyer?
You can file it yourself through the Ontario Business Registry if you have your company key. It's a relatively straightforward online form. Many business owners choose to have their lawyer or accountant file it to ensure accuracy and consistency with other corporate records.
What if my corporation has never filed an annual return?
If your corporation has missed one or more annual returns, file as soon as possible. ServiceOntario may require back-filings and payment of any outstanding fees. If the corporation has already been dissolved, you will need to go through the revival process — a more involved procedure.
Does a federally incorporated company need to file with Ontario?
Federal corporations (incorporated under the Canada Business Corporations Act) file an annual return with Corporations Canada, not with Ontario. However, if a federal corporation is licensed to carry on business in Ontario as an extra-provincial corporation, it may have separate Ontario filing obligations. Check with a lawyer if you're unsure of your incorporation jurisdiction.
Is there a grace period if I miss the deadline?
There is no formal grace period — the 60-day window is the deadline. However, ServiceOntario does issue notices before proceeding to dissolution, giving corporations an opportunity to catch up. Don't rely on the notices; file on time.
This is a corporate question
Start a file online — flat, published fees, reviewed by a licensed Ontario lawyer before a dollar is owed.