What is BC's records office?

An address in BC where the corporate records (minute book, central securities register, transparency register) are kept, distinct from the registered office where legal documents are served. Both must be in BC. They can be the same address, many corporations make them the same. BC is unique among Canadian provinces in distinguishing them by statute.

Are BC share certificates required?

No, BCBCA s. 57 makes paper certificates an opt-in. Directors must specifically resolve to issue them. The default is uncertificated shares with ownership recorded only in the central securities register. This is opposite to most other Canadian provinces, which presume certificated issuance unless the corporation specifically opts out.

What is the BC transparency register?

A register of significant individuals (natural persons with 25%+ ownership or control) maintained by BC private corporations under BCBCA s. 119.1, introduced in 2020. It is kept at the records office and made available to law enforcement, tax authorities, and certain regulators. The register is internal, not publicly filed.

🇨🇦 Canada · British Columbia

British Columbia (BCBCA) corporate records guide

BC corporations operate under the BCBCA, with distinctive features: a separate records office (distinct from registered office), uncertificated shares as the default, and a transparency register identifying significant individuals. Filings go to BC Registries.

Quick facts

Business Corporations Act (British Columbia), S.B.C. 2002, c. 57

Registry	BC Registries
Registered office	Must be in BC
Records office	Must be in BC (distinct concept)
Director residency	Abolished 2021
Annual report	Within 2 months of anniversary, $50

Topic guides for British Columbia

Four jurisdiction-specific guides covering the records you must keep and the filings you must make under BCBCA:

Minute book

Records at records office under BCBCA s. 42-43, articles, bylaws, minutes, central securities register, transparency register.

View BC minute book

Share certificate

Share certificate form under BCBCA s. 57; uncertificated shares are the DEFAULT in BC.

View BC share certificate

Annual return

BC calls this an 'annual report', filed within 2 months of anniversary, $50 via BC Registries.

View BC annual report

Share register

Central securities register under BCBCA s. 111, kept at records office; transparency register separate under s. 119.1.

View BC central securities register

Directors’ resolutions

Consent resolutions under BCBCA s. 140; validity under s. 141.

View resolutions guide

Annual meeting

AGM at least every 15 months under BCBCA s. 182; consent resolution under s. 184.

View annual meeting guide

BC's distinctive features

British Columbia's corporate statute is distinctive among Canadian provinces in several ways:

Records office vs. registered office: BC distinguishes between the registered office (where legal documents are served) and the records office (where the corporate records are kept). Both must be in BC; they can be the same address.
Uncertificated shares by default: Unlike most Canadian provinces, BC presumes uncertificated issuance unless directors specifically resolve to issue paper certificates. Many BC tech corporations never issue physical certificates.
Transparency register (s. 119.1): Introduced 2020, BC's transparency register identifies significant individuals (typically 25%+ ownership or control). Maintained at the records office.
'Annual report' terminology: BC uses 'annual report' (not 'annual return') for the BCBCA registry filing, unique among Canadian provinces.

Who incorporates in BC

BC is a common choice for technology corporations on the West Coast (Vancouver tech scene) and for businesses with significant Asia-Pacific exposure. The BCBCA's flexibility on share structure and uncertificated shares makes it operationally easy for startups. BC's lack of a director residency requirement (since 2021) further simplified cross-border structures.

In Octelligence

BC corporations, records office-aware.

Octelligence's BC structure handles BC's distinctive records office concept, the central securities register format under s. 111, the transparency register under s. 119.1, and the uncertificated-by-default share regime. BC-specific annual report cycles are tracked in the filings calendar.

See Digital Corporate Records

All jurisdictions

Operate confidently in every jurisdiction

Run a BC corporation that satisfies the records office requirement and more.

Jurisdiction-aware templates, statutory citations built in, and a record that survives diligence anywhere.

View pricing See how it works