Things to Remember when Shutting Down Your Corporation in Alberta

November 5, 2020

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When it comes to closing your business, you want to be sure that you have met all legal requirements and that all information returns have been filed, to avoid any future surprises.  Some things to consider include:

  1. Has the corporation sold all property?
    1. This may result in a taxable benefit to the shareholder if the property is taken personally
    2. If the corporation is a GST registrant, GST must be charged on all property sales
  1. Has the corporation paid off all its debts?
    1. A corporation cannot be legally dissolved if it still owes money
    2. Consider bankruptcy advice if the corporation is unable to pay its debts
  1. Has the corporation obtained a Certificate of Dissolution?
    1. Hold a shareholder vote to dissolve the corporation
    2. Fill out Articles of Dissolution
    3. Fill out Notice of Intent to Dissolve
    4. Take these forms to your Alberta registry office and they will assist you with legally dissolving the corporation
    5. More information about obtaining the Certificate of Dissolution can be found here, as well as the forms mentioned above. 
  1. Have you filed any required T4’s or T5’s?
    1. Any CPP contributions, EI premiums or income tax withheld must be remitted to your tax center within 7 days after the business ceases to operate
    2. Any T4’s must be filed within 30 days after the business ceases to operate
    3. Where a shareholder has received property, a T5 may be required to record the benefit to the shareholder.
    4. Where a shareholder has been unable to recover their investment in the corporation, they may be eligible to claim an Allowable Business Investment Loss on their personal tax return
  1. Have you closed your Business Numbers with CRA?
    1. Complete Form RC145 – payroll, GST and corporate income tax accounts can all be closed using this form
    2. File final GST return up to the date of dissolution
    3. File final corporate income tax return (T2) up to the date of dissolution
    4. It can be difficult to get a refund issued to a corporation that has been dissolved so ensure that all income tax and GST filings are up to date prior to dissolution
    5. Read more regarding CRA requirements.

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