Changes to Professional Corporation
Duty to Notify College of Change
A professional corporation is required to provide written notice to the Registrar within 30 days of the occurrence of any change. To notify the College, please submit a Change of Information for a Professional Corporation form within 30 days of the change. Please see the details for each type of change below.
In accordance with the College By-Laws, failure to provide written notice to the Registrar of a change in the information contained in the original application form or the last renewal application is grounds for suspension of the corporation’s certificate of authorization.
Shareholder(s) changes or Managing Director Change
Corporations are required to notify the Registrar of any change in the shareholders of the corporation or of a change in the Managing Director of a Corporation.
Change of Address: Business and Registered Office
Corporations are required to notify the College of their current business address (i.e. the address where they carry out the practice medicine). Business addresses are public and appear in the College's website along with other publicly available information.
Corporations must also notify the College of their current mailing address if different from the business address. This is the address used for College communications. It is not available to the public, unless it is the same as the business address.
Important Note: A professional corporation is a separate entity from an Accredited Practice and has its own record with the College. Address updates for your Practice record will not automatically update the Professional Corporation address. Please ensure you notify the Incorporation Department directly if your Professional Corporation address changes.
Professional Corporation Name Change
The name change request must be applied for with the name application form and approved by the College before being amended with the Ministry.
If amendments do not meet the requirements or are too similar to another name in the database, the College will not approve the name change request.
The steps for the name change are as follows:
- Apply for the new professional corporation name with the College
- Receive the name approval from the College
- Amended the name with the Ministry
- Provide notice to the College by submitting the change of information form and include a copy of the Articles of Amendment from the Ministry of Government Services
Upon amalgamation of a Professional Corporation, the resulting amalgamated corporation must meet all of the eligibility conditions and requirements for issuance of a certificate of authorization by the College.
Depending on the changes the amalgamation involves, the name of the amalgamated professional corporation will be as follows:
When amalgamating a Professional Corporation with a holding company, the holding company name is eliminated.
When amalgamating two or more Professional Corporations, one Professional Corporation name is selected for the new entity,
When any amalgamation includes a change or a new professional corporation, new name, change in shareholders and/or change in address; an application must be submitted to the College for a new Professional Corporation and a new Certificate of Authorization, along with fees.
The College must receive a completed change of information form as well as a copy of the Articles of Amalgamation.
Notification of Change;
Articles of Amalgamation;
Shareholders Register and\or Directors Register (if required); and
Payment of associated fee.
In accordance with College By-Laws, a shareholder is permitted to hold shares of a professional corporation through a holding company, so long as all of the shares of the holding company are held by veterinarians licensed in the Province of Ontario.
Notification of Change;
Articles of Incorporation or Shareholders Register of the Holding Company; and
Payment of the associated fee.
Notification must be given to the College for any material change in the structure or operation of the professional corporation, including but not limited to:
The initiation of criminal or quasi-criminal proceeding against the professional corporation;
The death of a shareholder;
The bankruptcy or insolvency of the professional corporation;
The appointment of a receiver for the professional corporation;
The amendment of the professional corporation into a numbered company or other similar entity.
The documents required will vary depending on situation.
The managing director is required to notify the College of the dissolution of a professional corporation.
Notification of Change; and
Articles or Certificate of Dissolution