Lawnch’s primary mission is to help you navigate through any administrate type changes you are looking to implement with your company. In addition to incorporating and annual maintenance, we assist with an number of other corporate activities, including but not limited to, minute book clean-up, changing directors, changing the registered addresses, amendments to articles, dissolutions, amalgamations and revivals.
But that’s not all. We will also serve as a sounding board for all your legal needs, even if those needs fall outside Lawnch’s scope of services. Make us your first call and primary legal resource. If are unable to assist, we can help steer you in the right direction to someone who can and we will never change a fee when determining whether or not we are able to assist.
Lawnch’s scope of scope of service include:
Adding Or Removing A Director.
There may come a time when you want to add, remove or replace one or more directors of your corporation. Directors are elected by the voting shareholders of the corporation either at a meeting of the shareholders or by way of a written shareholders resolution. A “Notice of Change of Directors” also gets prepared and filed with the applicable governmental registry. If you are looking for help on this front, Lawnch will be happy to assist.
Changing Your Corporation’s Registered Office.
Circumstances may arise where you need to change your corporation’s registered office. The decision to do so is made by the directors of the corporation which can be evidenced by a written resolution of the directors. A “Notice of Change of Registered Office” also gets prepared and filed with the applicable governmental registry. Lawnch can handle this for you and if you elect to use Lawnch’s address for your registered office we’ll change your registered office for FREE!
Dissolving Your Corporation.
They say all good things come to an end and it may be time to wind up and dissolve your corporation. In its most basic form, dissolutions require authorizing resolutions by directors or shareholders (depending on the circumstances) and articles of dissolutions are prepared and filed with the applicable governmental registry. In addition to the forgoing, often there are circumstances where additional documents are required, including a “Distribution of Assets and Assumption of Liabilities Agreement” and a statutory declaration. One way or another, we are here to guide you through the dissolution process.
Continuing Your Corporation Into, Or Out Of, A Particular Jurisdiction.
Occasionally, corporations move from one jurisdiction to another (I.e. from Ontario to Alberta for example). When continuing from one jurisdiction to the next, there are requirements which need to be met in both jurisdictions and typically you’ll need to obtain local counsel in each jurisdiction to facilitate the continuation of your corporation. We have great relationships with local agents in jurisdictions outside of Alberta and can coordinate the continuation process easily for you.
Extra-Provincially Registering Your Corporation.
It may be you are looking to expand your corporation’s operational territory. If your corporation’s home jurisdiction is federal or a province other than Alberta, you are required to extra-provincially register your corporation in Alberta if you anticipate doing business in the province. You’ll also need a registered office address in Alberta if you intend to conduct business in the province, which may be problematic for some corporations that do not have a physical business address in the province. Not to fear, Lawnch can get your corporation extra-provincially registered and your corporation can use Lawnch’s address as your corporation’s registered office address. We’ll be happy to help.
Amalgamating Two Or More Corporations.
Your accountant may recommend that two or more of your corporations amalgamate to form one corporation as part of some tax planning. Authorizing resolutions, statutory declarations and other organizational documents will need to be prepared and “articles of amalgamation” will need to be filed with the applicable governmental registry. This process is not a small task to try tackle on your own. Here at Lawnch, we see this type of work all the time and we are well positioned to take care of your amalgamation on a cost effective basis.
Good news, your corporation is making money. Now a decision has been made to declare a dividend. You’ll need a resolution of the directors of the corporation authorizing the dividend. Your accountant may have advised that you need to declare a specific kind of dividend (perhaps an eligible or capital dividend for example). We can help you with the resolution required to make sure there is an appropriate paper trail to evidence the movement of money out of your corporation.
Changing Your Corporation’s Name.
If you are looking to change your corporation’s name you’ll need to amend your corporation’s articles. You’ll need authorizing resolutions and “articles of amendment” will have to be filed with the applicable governmental registry. Lawnch can help out with all of this.
Amending Your Corporation’s Articles.
Perhaps you are looking to expand the number of share classes your corporation has. You’ll need authorizing resolutions and “articles of amendment” will have to be filed with the applicable governmental registry. Contact us and we’ll be happy to assist.
Reviving Your Corporation.
If you have a corporation, there is a requirement to file an annual return with the applicable governmental registry. Failure to do so in a timely manner will result in your corporation being “struck”. Simply put, your corporation will cease to exist at the moment it is struck. Most of the time, this is not a desired result. Often people have simply forgotten to file the annual return on time. If you find yourself in this position, we are here to help. We can “revive” your corporation so that it is brought back into good standing.