Corporate Registry

Society Filing Checklists

INCORPORATION

Fees

  • Are the correct fees enclosed including name reservation fee if applicable?

Name Reservation

  • Has the name of the society been approved?
  • Is the reservation number quoted in the documentation?

Documents

  • Are the required Constitution, Bylaws, Form 4 and Form 5 enclosed?
  • Are the documents legible, preferably typewritten?
  • Are the original signatures of the applicants and witnesses on the last page of the bylaws?
  • Are physical addresses (see definition) for applicants and witnesses shown on the last page of the bylaws?
  • Have you included an additional copy of the Constitution and Bylaws?
  • Are the required consents enclosed?

ANNUAL REPORTS

  • Has the legal name of the society been entered correctly?
  • Have Items 1 through 7 been completed in full?
  • Are physical addresses (see definition) shown for the directors?
  • Is the form originally signed?
  • Dated?
  • Are correct fees enclosed?

FORM 7, NOTICE OF CHANGE IN DIRECTORS

  • Has the legal name of the society been completed in full?
  • Has Item C been completed?
  • Are the director names listed in full?
  • Are physical addresses (see definition) shown for directors?
  • Has Item F been completed in full?
  • Is the form originally signed by a current director, secretary, authorized officer or solicitor for the society?
  • Dated?
  • Are correct fees enclosed?

FORM 5, NOTICE OF ADDRESS

  • Has the legal name of the society been completed in full?
  • Is the address a physical address (see definition)?
  • Dated?
  • Is the form originally signed by a current director, secretary, authorized officer or solicitor for the society?
  • Are correct fees enclosed?
  • You can also change your society address online at www.addresschange.gov.bc.ca

CHANGE OF NAME

  • Has the new name been approved?
  • Is the reservation number quoted in the documentation?
  • Is the Special Resolution box checked off?
  • Date resolution passed completed?
  • Are correct fees enclosed including name reservation fee if applicable?
  • Dated?
  • Is the form originally signed by a current director, secretary, authorized officer or solicitor for the society?
  • Are the required consents enclosed, if applicable?

CHANGE IN BYLAWS/CONSTITUTION

  • Is the correct legal name of the society completed in full?
  • Is the Special Resolution box checked off?
  • Date Resolution passed completed?
  • Dated?
  • Is the form originally signed by a current director, secretary, authorized officer or solicitor for the society?
  • Are correct fees enclosed?

The Corporate Registry is the repository of the bylaws for public access. Therefore, it is important for you to ensure your bylaws comply with section 6 of the Society Act before submitting to the Corporate Registry.

VOLUNTARY DISSOLUTION

  1. Fees
    • Have you enclosed the correct fees or have you quoted your BC OnLine account number?
  2. Good Standing
    • Is the society up to date in annual report filings?
  3. Documents
    • Are the documents legible, preferably typewritten?
    a) Ordinary Resolution (Form 10)
    • Does the resolution have the correct and complete society name and incorporation number?
    • Does the resolution have the date the resolution was passed?
    • Does the resolution request the registrar to dissolve the society?
    • Is the resolution dated and originally signed by a current director, secretary, authorized officer or solicitor of the society?
    • Resolutions are required to be submitted in duplicate.
    b) Affidavit of Directors
    • Is the affidavit sworn by at least two directors of the society (or if the society has only one director, an affidavit sworn by that director)?
    • Does the affidavit have the correct and complete society name?
    • Does the affidavit include a statement as to how the society disposed of their assets?
    • Does the affidavit include a statement that the society has no debts or liabilities?
    • Is the affidavit witnessed/sworn by a Notary Public or a commissioner for taking oaths?

WINDING UP (LIQUIDATION)

  1. Fees
    • Have you enclosed the correct fees or have you quoted your BC OnLine account number?
  2. Good Standing
    • Is the society up to date in annual report filings?
  3. Documents
    • Are the documents legible, preferably typewritten?
    a) Affidavit
    • Is the affidavit sworn by a majority of directors?
    • Does your affidavit have the complete and correct society name?
    • Does your affidavit contain a statement of assets and liabilities as at the last practicable date? (The statement is also acceptable in a balance statement format, attached to the affidavit.)
    • Is the affidavit sworn/witnessed by a Notary Public or commissioner for taking oaths?
    • Does the affidavit contain a statement that the directors have made a full inquiry into the affairs of the society and are of the opinion that the society can pay their debts in full within a period not exceeding 12 months from the date of commencement of the winding-up?
    b) Special Resolution and Notice of Appointment of Liquidator (Form 11 and Form 13)
    • Do both documents have the correct and complete society name and incorporation number?
    • Does your special resolution appoint the liquidator? And, if the appointment was by court order, have you attached a certified copy of the order?
    • Is the special resolution originally signed and dated by a current director, secretary, authorized officer or solicitor?
    • Does the notice have the name and address of the liquidator?
    • Does the notice indicate that it is the liquidators first appointment or if they are filling a vacancy?
    • Does the notice indicate the date the special resolution was passed appointing the liquidator?
    • Is the notice dated and originally signed by the liquidator?
  4. Change/Cease

    a) Notice of Liquidator Ceasing to Act (Form 12)

    • Does the notice have the correct and complete society name and incorporation number?
    • Does the notice have the date of cessation and the reason for the cessation? And, if the cessation was by court order, have you attached a certified copy?
    • Is the notice originally signed and dated by the liquidator?
    • If the liquidator has ceased, has the society appointed another? If so, a Notice of Appointment of Liquidator (Form 12) is required. And, if the appointment was by court order, have you attached a certified copy?
  5. Final Return of Liquidator

    a) Return of Final General Meeting on Liquidation (Form 14)

    • Does the notice have the correct and complete society name and incorporation number?
    • Does the notice have the complete date of final meeting?
    • Does the notice have the complete name and address of the liquidator?
    • Is the notice originally signed and dated by the liquidator?
    • Have you attached a final account of the winding up?

RESTORATION

  1. Name Reservation
    • Have you reserved the name under which you are requesting the restoration?
    • Have you indicated on the name reservation form that it is for a restoration?
    • Have you enclosed the correct fees or have you quoted your BC OnLine account number?
  2. Registrar’s Consent

    NOTE: Prior to the registrar granting consent, the name reservation process listed above MUST be completed.

    • Have you made application to a Supreme Court Registry?
    • Does your court application have the correct and complete society name? And, if you are restoring the society under a new name, have you clearly indicated on the court application both the old society name and the new society name?
    • Does your application indicate the restoration is for a full restoration or a limited restoration? If it is a limited restoration, does the application clearly indicate the period of time for the restoration up to a maximum of two years?
    • Have you submitted filed copies of the court application to the Registrar of Companies?
    • If the society is a reporting society, have you obtained the appropriate consents?
  3. Restoration
    • Is your court order a court certified copy? And, if it is a limited restoration, does your court order clearly indicate the length of time the restoration is for?
    • If you are doing a full restoration, have you enclosed the completed annual reports with any applicable notices as requested in the registrar’s consent letter?
    • Have you enclosed the correct fees as requested in the registrar’s consent letter?

Definition of a Physical Address: this must be a complete physical address. You may include general delivery, post office box, rural route, site or comp. number as part of the address, but the Corporate Registry cannot accept this information as a complete address. You must also include a postal code. If an area does not have street names or numbers, provide a description that would readily allow a person to locate the address.

Note: if your mailing address is by a post office box only, in addition to a complete physical address, you must also include the post office box number as part of the society address.