Updated Checked by the Tax-Services.ca editorial team How we check
Your corporate record books are the minute book, the securities register and the accounting records, and a federal (CBCA) corporation has to keep them at its registered office or another place in Canada that the directors name. Accounting records must be kept for six years after the end of the financial year they cover. The rest you keep for as long as the company lives.
What goes into a corporate record book?
Section 20 of the Canada Business Corporations Act lists the records, and you can read it on the Justice Laws website. Some are for shareholders to see, others sit with the board. The table shows the split as the federal act describes it.
| Record | What it holds | How long |
|---|---|---|
| Articles and by-laws | The founding documents, every amendment, and any unanimous shareholder agreement | Life of the corporation |
| Shareholder minutes | Meetings and written resolutions of shareholders | Life of the corporation |
| Securities register | Who holds which shares, and every transfer | Life of the corporation |
| Director and committee minutes | Board meetings and board resolutions | Life of the corporation |
| Accounting records | Ledgers, invoices, bank records, statements | Six years after the financial year ends |
Corporations Canada also expects most federal corporations to keep a register of individuals with significant control, next to the other records. If you incorporated under a provincial act instead, the rules for your province apply, and they aren’t set out here. Check the statute for the province where you’re incorporated.
Where should the books live?
At the registered office, or somewhere else in Canada that the directors have chosen. Write that choice into a board resolution so nobody has to guess later. A binder in a lawyer’s vault works. So does a well organized folder in cloud storage, as long as you can produce it fast when a bank, a buyer or the tax office asks.
The Canada Revenue Agency adds its own rule for tax records. They belong at your place of business or residence in Canada unless the CRA gives written permission otherwise. Electronic copies held outside the country can be allowed, but only with permission and only if they’re readable and certified as true copies.
How long do you keep what?
The CRA’s default is six years from the end of the last tax year a record relates to. It also names records you keep indefinitely, and share registries are on that list. If the company is dissolved, its records must still be kept for two years after the dissolution.
Here’s the arithmetic on a normal case. Your year ends on December 31, 2026. Invoices and ledgers from that year stay until December 31, 2032. Ask before you shred anything early, since the CRA requires its permission (Form T137) to destroy records ahead of time.
Who has to sign what, and when?
The books aren’t only a filing exercise. Every share issue, dividend and change of director should leave a document behind. Take a company that pays a dividend with no resolution. The dividend tax calculator shows what the owner owes, but nothing in the book supports the payment.
A simple rhythm works for most small companies. Once a year, right after the financial statements are done, the directors approve the statements and the shareholders sign a resolution. Any change in between, such as a new shareholder or a new director, gets recorded the week it happens and not in the spring.
Check the register against reality too. If someone bought shares from a founder two years ago and the securities register still shows the old name, that’s the entry a buyer’s lawyer will find first.
What happens to the books when ownership changes?
This is where messy books get expensive. Say Amir and Dev start a landscaping company in Winnipeg, and three years later Dev sells his shares to a new partner. The securities register needs the transfer, the board needs a resolution approving it, and the director list needs updating if Dev steps down. A buyer, a lender or a lawyer will ask for exactly those pages, usually on a tight deadline.
If you’re selling the company, expect the other side to ask for the whole book. Having it ready, in order, makes you look like a safer deal, and nothing in it needs to be fancy.
What mistakes cause trouble?
Records kept by memory are the biggest one. Directors who agreed to something on a call should sign a resolution the same day, because a decision with no paper is hard to prove later.
Another is keeping only the accounting file. The tax return is not a corporate record. Your corporate tax calculator result, for instance, is an estimate for planning. On $300,000 of active business income in Ontario for 2026 it shows $35,088, an average of 11.7%. Nothing in that figure replaces the ledgers that back up the income.
The third is letting the address slide. If you move the registered office, update the records and the filings together. And if you hire staff, remember that payroll files have their own retention needs, which the payroll remittance calculator covers on the money side.
One gap to know about: the exact penalties for a missing register, and the provincial equivalents, aren’t covered here. Read the statute before you rely on a summary.
Sources, and how we checked them
The record list and the six year accounting rule come from section 20 of the Canada Business Corporations Act, on the federal Justice Laws website, which we opened and read in October 2026. The storage and retention rules for tax records come from the Canada Revenue Agency‘s guidance on keeping records. The tax example uses the calculator’s 2026 settings. This site is independent of the CRA and any government body.
Frequently asked questions
What is in a corporate record book?
Articles, by-laws, any unanimous shareholder agreement, minutes and resolutions, the securities register, and for most federal corporations a register of individuals with significant control.
Where must a federal corporation keep its records?
At its registered office, or at another place in Canada that the directors designate.
How long do I keep accounting records?
The CBCA says six years after the end of the financial year they relate to. The CRA's default is six years from the end of the last tax year concerned.
Can I keep the books electronically?
Often yes, but the CRA has rules for where tax records sit and how readable they are. Electronic records outside Canada need its permission.
Do provincial corporations follow the same rules?
Not always. A company incorporated under a provincial act follows that province's statute, so read it for the details.
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