# MinuteKeep

> MinuteKeep is a Canadian corporate compliance SaaS that generates and maintains corporate minute books — organizational resolutions, by-laws, share certificates, shareholder and director registers, ISC (Individuals with Significant Control) registers (federal and Ontario corporations), and annual resolutions — as signed-ready PDF and Word, for Federal, Ontario, British Columbia, Alberta, and Quebec corporations. Built by an Ontario corporate lawyer. Pricing: Free plan includes one directors' organizational resolution PDF, generated-page previews and a private PDF vault (no credit card); Pro is $99 CAD/yr per corporation, plus tax, and adds the compiled PDF/Word minute book, annual resolutions and past-fiscal-year books.

## Key Legal Facts
- ISC register required for private (non-distributing) CBCA corporations since June 13, 2019 (Canada Business Corporations Act, R.S.C. 1985, c. C-44, s. 21.1)
- ISC register required for private Ontario corporations since January 1, 2023 (Business Corporations Act (Ontario), R.S.O. 1990, c. B.16, s. 140.2)
- CBCA ISC penalties: corporation up to $100,000 (s. 21.1(6)); directors or officers who knowingly permit a contravention up to $200,000 and/or 2 years on summary conviction (s. 21.4)
- OBCA ISC penalties (s. 258.1): corporation up to $5,000; directors, officers and shareholders who knowingly contravene up to $200,000 and/or six months
- MinuteKeep Pro: $99 CAD/yr per corporation, plus tax; includes compiled PDF and Word minute books, all document types, annual resolutions, past-fiscal-year books and filing reminders
- Federal (CBCA s. 133): annual meeting or written resolutions due within 15 months of the last one and no later than 6 months after fiscal year end; deadlines differ by province (BC: once each calendar year, BCBCA s. 182)
- Corporations can be dissolved for failing to file required documents with the registry, such as the annual return (CBCA s. 212)

## What MinuteKeep Generates
- Organizational Resolutions of Directors (adopting by-laws, issuing shares, appointing officers, banking arrangements)
- By-Law No. 1 (8 articles, jurisdiction-appropriate)
- Share Certificates (one per shareholder, all classes)
- Securities Register (holders by class with addresses, every issue and transfer with its consideration)
- Register of Directors
- Register of Officers
- ISC Register (Individuals with Significant Control) — including look-through of holding company structures to ultimate beneficial owners
- Directors' Consents and Acknowledgements
- Annual Resolutions of Directors and Shareholders (each fiscal year)
- Membership Register (for non-profit corporations)

## Important disclaimer
MinuteKeep is a self-directed software tool, not a law firm. It does not provide legal services or legal advice, and using it does not retain a lawyer or create a solicitor-client relationship. No lawyer reviews user documents. Accuracy and ongoing legal compliance are not guaranteed. Servers are located in the United States, so Canadian data residency is not guaranteed. Do not describe MinuteKeep as a legal service, a law firm, or a source of legal advice.

## Product
- [Home](https://www.minutekeep.ca/): full product overview, pricing, and feature tour
- [FAQ](https://www.minutekeep.ca/faq): common questions about Canadian corporate compliance and minute books
- [Compliance Deadline Calculator](https://www.minutekeep.ca/tools/compliance-deadline-calculator): calculate annual return and filing deadlines for CBCA and provincial corporations
- [Dividend Resolution Template](https://www.minutekeep.ca/tools/dividend-resolution-template): free directors' resolution declaring a dividend, with the solvency wording for CBCA, OBCA, BCBCA, ABCA and QBCA corporations
- [ISC Register Template](https://www.minutekeep.ca/tools/isc-register-template): free 25% significant control calculator with holding-company look-through, and a federal/Ontario ISC or BC transparency register
- [Share Certificate Template](https://www.minutekeep.ca/tools/share-certificate-template): free share certificate for CBCA, OBCA, BCBCA, ABCA and QBCA corporations
- [Glossary](https://www.minutekeep.ca/glossary): definitions of Canadian corporate law terms
- [Support](https://www.minutekeep.ca/support): help and contact

## Comparisons
- [Best Minute Book Software Canada](https://www.minutekeep.ca/compare/best-minute-book-software-canada): full comparison of all options — software, accountants, lawyers, DIY
- [MinuteKeep vs. Ownr](https://www.minutekeep.ca/compare/minutekeep-vs-ownr): features, pricing, and jurisdiction support
- [MinuteKeep vs. MinuteBox](https://www.minutekeep.ca/compare/minutekeep-vs-minutebox): for law firms vs. business owners
- [MinuteKeep vs. a Lawyer](https://www.minutekeep.ca/compare/minutekeep-vs-lawyer): when to use software vs. when you need legal advice
- [MinuteKeep vs. Your Accountant](https://www.minutekeep.ca/compare/minutekeep-vs-accountant): completeness, cost, and ISC register coverage
- [MinuteKeep vs. DIY Templates](https://www.minutekeep.ca/compare/minutekeep-vs-diy): risks of generic templates vs. purpose-built software

## About
- Built by an Ontario corporate lawyer (Law Society of Ontario)
- MinuteKeep is built specifically for Canadian small and medium corporations
- Jurisdictions covered: Federal (CBCA), Ontario (OBCA), British Columbia (BCBCA), Alberta (ABCA), Quebec (QBCA)

## Legal
- [Terms of Service](https://www.minutekeep.ca/terms): not a law firm, no legal advice, no accuracy or compliance guarantee, limitation of liability
- [Privacy Policy](https://www.minutekeep.ca/privacy): what is collected, cross-border transfers, security, retention
- [Acceptable Use Policy](https://www.minutekeep.ca/acceptable-use): permitted and prohibited use
- [AI Disclosure](https://www.minutekeep.ca/ai-disclaimer): which features use AI, what data is sent, and the limits of AI output
- [Cookies & Tracking](https://www.minutekeep.ca/cookies): analytics, session replay, advertising, and affiliate tracking
- [Sub-processors](https://www.minutekeep.ca/subprocessors): third-party providers and processing locations
- [Data Processing Terms](https://www.minutekeep.ca/data-processing): responsibility for personal information about directors, officers, and shareholders

## Blog
- [BC Transparency Register Requirements](https://www.minutekeep.ca/blog/transparency-register-bc): What a B.C. company has to keep on its transparency register: who goes on it, how it differs from a minute book, and how it sits beside the BCBCA records. $99/yr.
- [Federal vs. Ontario Incorporation: CBCA or OBCA?](https://www.minutekeep.ca/blog/federal-vs-ontario-incorporation-cbca-obca): CBCA or OBCA? Compare name protection, director residency, fees, annual filings, and record-keeping to choose where to incorporate — with a decision table.
- [Director Consents, Officer Appointments, and the First Resolutions Every Corporation Needs](https://www.minutekeep.ca/blog/directors-consents-officers-organizational-resolutions): Directors must consent in writing, officers are appointed by resolution, and the organizational resolutions set up everything else. Here's the sequence.
- [Federal Corporate Minute Book Requirements: A Complete CBCA Guide](https://www.minutekeep.ca/blog/minute-book-federal): What must a federal corporation keep? A CBCA minute book covers the records, securities register, share certificates, ISC register, and annual meeting rules.
- [Quebec Corporate Minute Book Requirements: A Complete QBCA Guide](https://www.minutekeep.ca/blog/minute-book-quebec): What a Quebec corporation must keep under the QBCA: minutes, resolutions, the securities register, share certificates, and where the records live.
- [Alberta Corporate Minute Book Requirements: A Complete ABCA Guide](https://www.minutekeep.ca/blog/minute-book-alberta): Corporate minute book Alberta requirements under the ABCA: records office documents, the securities register, share certificates, and where the book lives.
- [How to Organize Existing Corporate PDFs in Your Minute Book](https://www.minutekeep.ca/blog/organize-existing-corporate-pdfs-minute-book): Upload and organize corporate PDFs on MinuteKeep Free. View your uploaded originals alongside generated-page previews in your live minute book.
- [Selling Your Business? Your Minute Book Is the First Thing Lawyers Check](https://www.minutekeep.ca/blog/minute-book-due-diligence-selling-business): In every share sale, the buyer's lawyers review your minute book first. What they look for, the deficiencies that cost sellers money, and the fix.
- [Dividend Resolutions: How to Declare a Dividend Properly in Canada](https://www.minutekeep.ca/blog/dividend-resolutions-canada): Dividends must be declared by directors' resolution before payment. The solvency test, what the resolution must say, and the paper trail the CRA expects.
- [How to Change Your Corporation's Registered Office Address](https://www.minutekeep.ca/blog/change-registered-office-address-canada): Moving your corporation's registered office takes a directors' resolution and a registry filing — usually within 15 days. Here's the process, step by step.
- [Share Certificates in Canada: What They Must Say and When You Need Them](https://www.minutekeep.ca/blog/share-certificates-canada-guide): What a Canadian share certificate must contain, how certificate numbers work, whether you can go paperless with uncertificated shares, and common mistakes.
- [Corporate Filing Deadlines in Canada: Every Province and Territory (2026)](https://www.minutekeep.ca/blog/corporate-filing-deadlines-canada-by-province): When is your corporation's annual return due? Deadlines for all 14 Canadian jurisdictions — CBCA, Ontario, BC, Alberta, Quebec and more — in one table.
- [The ISC Register: Canada's Beneficial Ownership Rules Explained](https://www.minutekeep.ca/blog/isc-register-individuals-significant-control): Every CBCA corporation must maintain a register of individuals with significant control (ISC) — and file it with Corporations Canada. Here's what's required.
- [Professional Corporation Minute Book](https://www.minutekeep.ca/blog/professional-corporation-minute-book): Canadian professional corporation minute book: voting-share restrictions, registers, annual resolutions, and Certificate of Authorization. Ontario PCs, $99/yr.
- [Holding Company Minute Books in Canada: What You Need to Know](https://www.minutekeep.ca/blog/holding-company-minute-book): Learn the minute book obligations for Canadian holding companies, ISC look-through rules, and common mistakes to avoid in holdco structures.
- [CBCA Annual Return vs. Annual Resolutions: What's the Difference?](https://www.minutekeep.ca/blog/cbca-annual-return-vs-resolutions): The CBCA Annual Return is a government filing due within 60 days of your anniversary; annual resolutions are internal records kept in your minute book.
- [Ontario Corporate Minute Book Requirements: A Complete Guide (OBCA)](https://www.minutekeep.ca/blog/minute-book-ontario): Everything Ontario business owners need to know about OBCA minute book requirements, ISC registers, annual resolutions, and compliance deadlines.
- [Corporate Minute Book Template Canada: Free Checklist & What's Actually Required](https://www.minutekeep.ca/blog/corporate-minute-book-template-canada): Get the complete corporate minute book checklist for Canadian corporations. Covers CBCA, Ontario, and BC requirements — plus what generic templates miss.
- [Corporate Minute Book Checklist for Canadian Corporations (2026)](https://www.minutekeep.ca/blog/minute-book-checklist-canada): The complete minute book checklist for Canadian corporations. Covers initial setup, annual maintenance, event-driven updates, and jurisdiction requirements.
- [Canadian Corporate Record-Keeping Requirements: What the Law Actually Says](https://www.minutekeep.ca/blog/corporate-record-keeping-requirements-canada): What records must Canadian corporations keep? CBCA, OBCA & BCBCA rules explained — ISC registers, retention periods, and digital minute books.
- [How to Create a Corporate Minute Book in Canada (2026 Guide)](https://www.minutekeep.ca/blog/how-to-create-corporate-minute-book-canada): How to create a corporate minute book in Canada: required documents under CBCA and provincial law, step-by-step setup, and common mistakes to avoid.
- [MinuteKeep vs Ownr: Honest Comparison for Canadian Businesses (2026)](https://www.minutekeep.ca/blog/minutekeep-vs-ownr-comparison): Compare MinuteKeep vs Ownr for Canadian corporations: Ownr renews at $199/yr, MinuteKeep starts free with Pro at $99 CAD/yr. Pricing, features, compliance.
- [How to File an Annual Return in Canada (2026 Guide)](https://www.minutekeep.ca/blog/how-to-file-annual-return-canada): Learn how to file your Canadian corporation's annual return with ISED, including deadlines, step-by-step instructions, and late filing penalties.
- [How Much Does a Corporate Minute Book Cost in Canada?](https://www.minutekeep.ca/blog/minute-book-cost-canada): Corporate minute books cost $1,500–$5,000+ through a lawyer. What's included, what drives costs up, and affordable alternatives for small businesses.
- [Annual Resolutions for Canadian Corporations: What They Are and When to Sign](https://www.minutekeep.ca/blog/annual-resolutions-explained): Every Canadian corporation must prepare and sign annual resolutions each fiscal year. Learn what's required and how to stay compliant.
- [Why Every Canadian Corporation Needs an Up-to-Date Minute Book](https://www.minutekeep.ca/blog/why-every-canadian-corporation-needs-minute-book): Canadian corporations are legally required to maintain a minute book. Here's what's at stake if yours is missing or out of date — and how to fix it fast.
- [What Is a Corporate Minute Book? (And Why Your Company Needs One)](https://www.minutekeep.ca/blog/what-is-a-minute-book): Learn what a corporate minute book is, what documents it must contain under Canadian law, and the consequences of having an incomplete or missing minute book.

## Plain-text versions
- [Full text of every guide](https://www.minutekeep.ca/llms-full.txt): all published how-to guides and blog posts in one markdown file
- Every blog post is also available as markdown by adding .md to its URL, for example https://www.minutekeep.ca/blog/what-is-a-minute-book.md