A Certificate of Status is sometimes called a Certificate of Compliance or a Certificate of Good Standing and in Ontario a Certificate of Status is issued by the Ontario Ministry of Government Services. All companies can obtain a Certificate of Status in the jurisdiction in which they have been incorporated.
There will be times when a company must prove to an institution of some sort that it is in good standing pursuant to the requirements under the Ontario statutes. A Certificate of Status provides this confirmation.
An Ontario Certificate of Status shows whether the company is in good standing or not, the exact and proper name of the company and the corporation number.
All Ontario companies have to file a federal tax return within six months of the financial year end of the company in each year. If returns are not filed the tax department will request the Ontario Companies Branch to dissolve the company. If a Certificate of Status is ordered for a dissolved company it will not be clear.
Your Ontario corporation will be dissolved by the Ministry of Government Services if the annual returns are not filed. If you wish to order a Certificate of Status then you must ensure the annual returns are up-to-date or you will not receive a Certificate indicating the corporation is in good standing.
When you order an Ontario Certificate of Status it will be issued whether it is clear or not and you cannot get your money back if it is not clear. The Certificate will show the company is not in good standing. Before you will be able to obtain a clear Certificate of Status you will need to update your filings. Any document that is being certified by the Ontario government has a high cost to it. Therefore you will want to ensure that you know in advance whether your company is in good standing so you do not have to order the certificate more than once. If you have outstanding tax returns you can still get a favourable Certificate of Status as long as you have not been dissolved for this reason but you will not receive a favourable certificate if Ontario annual returns are outstanding
In my experience sometimes individuals are not clear on the document they need to obtain. An individual may wish to determine who the directors and officers are of a company. In this case an Ontario Corporate Profile is required rather than a Certificate of Status.
When do you need to obtain a Certificate of Status? Well, if the company is entering into an agreement with another company or individual that company or individual might want to know if the company is in good standing. Sometimes banks or law firms might wish to order a Certificate of Status on a company in cases where property is being sold or for many other reasons. Any company might be asked to provide confirmation to someone or some institution that it is in good standing and a Certificate of Status will be requested.
Resources for Canadian Business Owners provides information about Certificates of Compliance and other legal products including Ontario Company Searches.
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