Company Articles of Association are essential incorporation documents required when establishing a corporation in Canada, whether under federal or provincial jurisdiction. They serve as the constitutional framework that governs the internal affairs of the corporation and its relationships with stakeholders. These Articles must comply with either the Canada Business Corporations Act (for federal corporations) or the relevant provincial business corporations act. The document is necessary during incorporation and remains a living document that can be amended as the company evolves. It contains crucial information about share structure, corporate governance, shareholder rights, director powers, meeting procedures, and other fundamental aspects of corporate operations. When drafting Articles of Association, consideration must be given to both mandatory legal requirements and the specific needs of the business, ensuring flexibility for future growth while maintaining appropriate controls and protections for all stakeholders.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership of your docs
1. Name and Office: Corporate name, registered office address, and records office location
2. Share Capital: Details of authorized share capital, classes of shares, and rights attached to each class
3. Share Certificates and Transfers: Rules regarding issuance of share certificates and process for transferring shares
4. Shareholders: Rights, obligations and procedures for shareholders' meetings, voting, and resolutions
5. Directors: Number of directors, qualifications, election/removal procedures, powers, and duties
6. Board Meetings: Procedures for calling and conducting board meetings, quorum requirements, and voting
7. Officers: Appointment, duties, and responsibilities of corporate officers
8. Indemnification: Protection and indemnification provisions for directors and officers
9. Dividends and Reserves: Rules for declaring dividends and establishing reserve funds
10. Banking and Execution of Documents: Authorization for banking operations and execution of corporate documents
11. Notices: Methods and requirements for giving notices to shareholders, directors, and officers
12. Financial Year: Specification of the corporation's financial year and accounting practices
1. Pre-emptive Rights: Used when shareholders should have first right to purchase new share issuances
2. Share Transfer Restrictions: Include for private companies wanting to control share transfers
3. Tag-Along Rights: Include when minority shareholders should have the right to join in sale of majority shares
4. Drag-Along Rights: Include when majority shareholders should have the right to force minority shareholders to join in a sale
5. Management Structure: Include for companies with specific management hierarchies or committees
6. Alternate Directors: Include when allowing directors to appoint alternates during absences
7. Electronic Meetings: Include specific provisions for virtual shareholder and board meetings
8. Special Share Rights: Include when creating special classes of shares with unique rights or restrictions
1. Share Capital Schedule: Detailed breakdown of share classes, rights, and restrictions
2. Initial Directors and Officers: List of first directors and officers upon incorporation
3. Form of Share Certificate: Template for share certificates including required legal text
4. Shareholder Resolution Templates: Standard forms for ordinary and special resolutions
5. Corporate Seal: Design and rules for use of the corporate seal
6. Proxy Form: Standard form for appointing proxies for shareholder meetings
7. Share Transfer Form: Standard form for transferring shares between parties
Find the exact document you need
Corporate Articles Of Incorporation
A foundational legal document filed under Canadian law that establishes a corporation's existence and defines its basic structural elements and operational parameters.
Download
Articles Of Association For Sole Proprietorship
A legal document establishing the structure and governance of a sole proprietorship business under Canadian federal and provincial law.
Download
Articles Of Association For Nonprofit Organization
A foundational governance document for Canadian nonprofit organizations that establishes the organization's structure and operational framework under federal law.
Download
Company Articles Of Association
A foundational corporate governance document under Canadian law that establishes a company's internal rules, management structure, and shareholder rights.
Download
Memorandum And Articles Of Association Of General Trading Company
A foundational corporate document under Canadian law that establishes a general trading company's structure, governance, and operational framework.
Download
Memorandum And Articles Of Association For Sole Proprietorship
A Canadian legal document establishing the structure and governance framework for a sole proprietorship business.
Download
Deed Of Association
A foundational legal document under Canadian law that establishes an association's structure, governance, and operational framework.
Download
Company Memorandum And Articles Of Association
A core constitutional document under Canadian law that establishes a corporation's structure, governance framework, and operational rules.
Download
ұԾ’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; ұԾ’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)