Shareholders Resolution to Dissolve Corporation | Canada

Pass a resolution of the board of directors to advise the shareholders to dissolve a Canadian corporation with this downloadable template.

• The Board of Directors are charged with acting in the best interests of the shareholders and they have determined the best course of action is to dissolve the corporation.
• The directors resolve to notify the shareholders that they are calling a shareholder meeting to advise them to proceed with the corporation's dissolution.
• This corporate template can be used by federal corporations and in all provinces except for Manitoba, Nova Scotia, Prince Edward Island, and Newfoundland & Labrador.
• Download the free MS Word template and fill in the relevant details.

Prepare the Annual Resolutions of the shareholders and directors of a Canadian business corporation with this package of forms.

• In small privately held corporations, it is common to pass Resolutions instead of holding a formal annual meeting, to deal with all the business that must be covered in the corporation's annual meeting.
• This package is a convenient time-saver for corporate lawyers and paralegals. It contains the following template forms:

1. 1. Resolution of the directors appointing the corporate officers and approving the financial statements.
   2. Resolution of the voting shareholders approving the financials and electing the directors.
   3. Resolution of all of the shareholders appointing auditors or waiving the audit requirement.
   4. Cover letter to be sent by a law firm to its corporate clients, enclosing the forms and giving instructions to the client.

• This package of Canada Annual Resolutions Forms can be used for federal companies and in Alberta, British Columbia, Saskatchewan, Ontario, New Brunswick, Nunavut, Yukon and Northwest Territories. French language translation required for Quebec.

Appoint the corporate officers for a Canadian corporation with this template Directors Resolution.

• A business corporation in Canada must appoint officers to fill the roles set out in its by-laws (such as a president, secretary, treasurer, etc). It is the responsibility of the directors to appoint those individuals.
• The Board of Directors pass resolutions appointing the officers for the corporation and assigning duties to each officer.
• This template can be used by any Canadian or provincial corporation that was formed under a Business Corporations Act. A different form may be required in Quebec.
• This is a downloadable and easy-to-use MS Word document. You can download it immediately after purchase.

Transfer the assets of a dissolving Canadian corporation to its shareholders with this Transfer Agreement on Dissolution of Corporation.

• Upon the dissolution of the corporation, title to the assets is transferred jointly to the shareholders.
• The shareholders undertake joint and several responsibility for the corporation's debts and obligations.
• Any contract that the corporation is party to, which is not assigned to the shareholders, will be held in trust and performed by the corporation on behalf of the shareholders.
• The Agreement contains a power of attorney clause, appointing one of the shareholders as the corporation's attorney to sign documents, transfer property, etc. The appointment is coupled with an interest and will not be revoked.
• This is a fully editable MS Word template.
• Intended for use only in Canada.

Declare a capital dividend for a Canadian business corporation with this template Directors Resolution form.

For tax purposes, it's important that all resolutions are properly passed and actions taken at the correct times.

Resolutions

• The Board of Directors declares the capital dividend on a specific class of shares.
• The corporation makes an election under Section 85 of the Income Tax Act (Canada). The dividend does not become payable until the election is made.

Format and Jurisdiction

This form is available in MS Word format and is editable and reusable. 

This resolution template can be used by business corporations incorporated under a Business Corporations Act throughout Canada.