Annual return requirements in Manitoba (MCA)
Manitoba corporations file an annual return with the Companies Office under MCA s. 145 each year. The fee is approximately $45, and missing two consecutive returns triggers dissolution under MCA s. 209.
| MCA s. 145 | Annual return required |
|---|---|
| Filing authority | Manitoba Companies Office |
| Form | Annual Return |
| Deadline | Each calendar year, within the corporation's anniversary month |
| Filing fee | Approximately $45 |
| Late consequences | Dissolution after two consecutive missed returns (MCA s. 209) |
| Restoration | Available within five years of dissolution |
- Filed with the Manitoba Companies Office (a branch of Manitoba Finance)
- Fee approximately $45; due within the corporation's anniversary month each year
- Confirms registered office, directors, and corporate-information particulars
- Two consecutive missed annual returns trigger dissolution under MCA s. 209
- Restoration is available within five years of dissolution under the Corporations Act
What MCA s. 145 requires
Section 145 of the Corporations Act (Manitoba) requires every Manitoba corporation to file an annual return with the Companies Office. The return confirms the registered office address, the names and addresses of current directors, and basic corporate particulars. Filings are accepted online through the Manitoba Companies Office portal, and the fee is approximately $45.
Two-year dissolution trigger
Manitoba's MCA s. 209 dissolves a corporation that has failed to file annual returns for two consecutive years. This is a more aggressive timeline than several other provinces. The Registrar provides notice before dissolution, but corporations that fall behind by two years should treat reinstatement as the next step rather than catching up the filings.
Restoration after dissolution
A dissolved Manitoba corporation can be restored within five years by filing the missing returns, the prescribed fee, and a restoration application. The restored corporation is treated as having continued in existence, preserving its contracts and records. After five years, restoration is no longer available and the only option is to incorporate a new corporation.
What's distinctive about Manitoba
Manitoba's two-year dissolution trigger is the tightest among Canadian provincial corporate statutes (most others permit three to five missed returns before action). For corporations registered in multiple provinces, the Manitoba calendar should be the controlling deadline. Manitoba also requires the annual return to be filed even if no corporate information has changed, unlike some provinces where status-confirmation alone is sufficient.
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See Digital Corporate RecordsTracked deadlines, jurisdiction-specific forms, automated reminders, complete minute book record.