- Both the OBCA and the CBCA require corporations to hold an annual meeting of shareholders, or have all voting shareholders sign a valid written resolution in place of one.
- If your business operates only in Ontario, an OBCA corporation keeps your annual filing entirely within one system, the Ontario Business Registry, with no separate federal touchpoint…
Most comparisons between incorporating provincially under Ontario’s Business Corporations Act (OBCA) and incorporating federally under the Canada Business Corporations Act (CBCA) stop at director residency. That’s a real difference, but it isn’t where the two statutes’ ongoing paperwork actually diverges most for a business trying to stay in good standing year after year.
This article looks past incorporation day, at what each type of corporation actually has to file, and pay, every year to keep functioning properly.
The Annual Meeting Requirement — Similar in Substance
Both the OBCA and the CBCA require corporations to hold an annual meeting of shareholders, or have all voting shareholders sign a valid written resolution in place of one. Under the OBCA, the first annual meeting must happen within 18 months of incorporation, and no more than 15 months can pass between meetings after that — as of mid-2026; confirm the current timing rule before relying on it if this matters to your corporation. This requirement exists regardless of which statute a corporation is formed under, so it isn’t itself a reason to choose one over the other.
Where the Filings and Fees Actually Diverge
| Requirement | OBCA (Ontario) corporation | CBCA (federal) corporation |
|---|---|---|
| Annual return filing fee, online | $0, as of mid-2026 — verify the current fee before relying on it | $12, as of mid-2026 — verify the current fee before relying on it |
| Who you file the annual return with | The Ontario Business Registry, under the Corporations Information Act | Corporations Canada |
| Changes to directors, officers, or address | Must be reported "promptly," under the Corporations Information Act — Ontario doesn’t publish a specific day count for this in a way this article can responsibly state | Must be kept current with Corporations Canada; check the current process and any applicable timing directly |
| Extra-provincial registration if operating outside the home jurisdiction | An Ontario corporation carrying on business in another province generally needs to register there too | A CBCA corporation carrying on business in Ontario generally needs to register here too, as an "extra-provincial" corporation for Ontario purposes |
| Name protection scope | Protected within Ontario’s own corporate name system | Checked and protected federally, broader in scope than Ontario’s own system alone |
What This Means in Practice for a Small Ontario Business
- If your business operates only in Ontario, an OBCA corporation keeps your annual filing entirely within one system, the Ontario Business Registry, with no separate federal touchpoint required.
- If your business is federally incorporated but operates only in Ontario, you’re not off the hook for Ontario paperwork: a CBCA corporation carrying on business in Ontario still generally needs to register here as an extra-provincial corporation, on top of its federal annual return.
- Either way, someone needs to own the calendar. Missing an annual return, or letting director and address information go stale on the public registry, is a common way small corporations end up out of good standing without realizing it until it matters, often during financing or a sale.
- The annual meeting or written resolution still has to happen regardless of which statute applies — a substantive governance requirement, not just paperwork, and skipping it is a corporate-records problem that tends to surface later.
A Quick Gut-Check on Which Filing Burden Fits Your Business
- [ ] Do you operate only in Ontario, with no plans to expand elsewhere in Canada soon? An OBCA corporation keeps your annual compliance in one place.
- [ ] Do you already operate, or plan to operate, in multiple provinces? A CBCA corporation’s federal name protection may be worth the small additional annual return fee, but you’ll still need extra-provincial registration wherever you actually carry on business, OBCA or CBCA.
- [ ] Is your board likely to include non-resident directors? This bears on the OBCA/CBCA choice as much as, or more than, the filing-fee difference itself, since the CBCA generally requires a portion of Canadian-resident directors.
Frequently asked questions
Does a CBCA corporation ever have to file anything with Ontario?
Yes, if it carries on business in Ontario, it generally needs to register as an extra-provincial corporation here, separate from its federal annual return with Corporations Canada.
Is the CBCA annual return fee ever going to change?
Government fees change periodically, so treat the figures here as a snapshot as of mid-2026 and confirm the current amount on the relevant registry before you rely on it for planning.
If I miss an annual filing, does my corporation get dissolved automatically?
Falling out of good standing is a serious problem and can eventually lead to administrative consequences, but the specific process and timeline depend on the registry involved. Don’t treat a missed filing as harmless, and address it as soon as you notice it.
Which statute has simpler ongoing paperwork, OBCA or CBCA?
For a business operating only within Ontario, an OBCA corporation generally keeps annual compliance within a single provincial system. Once a business operates in multiple provinces, both OBCA and CBCA corporations end up needing extra-provincial registrations elsewhere, narrowing the practical gap between them.
This is a corporate question
Start a file online — flat, published fees, reviewed by a licensed Ontario lawyer before a dollar is owed.