New legislation to create beneficial ownership registry

New bill proposes to amend law to further increase corporate transparency and accountability

Ottawa – The Government of Canada is committed to protecting Canadians against money laundering and terrorist financing, deterring tax evasion and tax avoidance, and making sure Canada is an attractive place to conduct business. François-Philippe Champagne, Minister of Innovation, Science and Industry, introduced proposed legislation in Parliament as part of the government’s commitment to corporate transparency and the implementation of a free, publicly accessible and scalable beneficial ownership registry of corporations governed under the Canada Business Corporations Act (CBCA).

Last year, a first series of amendments to the CBCA were adopted in the Budget Implementation Act, 2022, No. 1. The proposed legislation now presents a second series of amendments to the CBCA and amendments to other statutes, namely the Proceeds of Crime (Money Laundering) and Terrorist Financing Act, the Income Tax Act, and the Access to Information Act. These changes will require Corporations Canada to make public some information regarding the beneficial owners of federal corporations. The changes will also:

• introduce protections for whistleblowers;
• bolster the powers of Corporations Canada to make enquiries;
• introduce an exemption regime for certain individuals who may face harm from public disclosure, including minors;
• ensure compliance with the new regime through robust criminal and monetary penalties; and
• facilitate information-sharing and data validation.

The first series of amendments to the CBCA in last year’s budget will require most federally incorporated businesses to proactively submit information on their beneficial owners to Corporations Canada on an annual basis, or when a change in control occurs. The amendments will also allow Corporations Canada to disclose all or part of that information received from corporations to investigative bodies and the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC), supporting enhanced transparency and enforcement.