LOCAL RULES

Newfoundland and Labrador annual corporate records requirements

Your Newfoundland and Labrador annual corporate records have 6 rules to meet. ReportDraft puts every one on your checklist and checks your draft before you sign.

  • The annual return on the first day of the anniversary month
  • An annual meeting within 15 months of the last one
  • Written resolutions signed by the voting shareholders
Start free: fill in yours

Corporate Records Support from C$12 a month. 14-day free trial with up to 5 template downloads. Card required, nothing charged today, cancel anytime.

Corporate Records Support keeps your company's records, works out its deadlines and gives you standard forms that you complete and sign. It is made mainly for law firms and is not legal advice; a lawyer can do the paperwork for you.

Newfoundland and Labrador's Corporations Act times a company's annual return to the first day of its anniversary month, unlike the provinces that allow until the end of the following month. Around it sit an annual meeting or written resolution, financial statements to CPA Canada standards, an auditor unless every shareholder waives one, and a significant control register. Each rule links to the official text.

Last reviewed October 25, 2026 against the official sources listed below.

Annual corporate recordsNEWFOUNDLAND AND LABRADOR / FREE CALCULATOR

Filing calendar for 2026

WhatWhenRule
Annual return forwarded to the registrar, certified by a director, officer or solicitorOn March 1, 2026 (the first day of the anniversary month)Corporations Act s. 408
Annual meeting of shareholders, or a written resolution signed by the voting shareholders dealing with all its business, with financial statements for a period ended not more than 6 months beforeBy June 30, 2026Corporations Act s. 217, 240, 258
Register of individuals with significant control checked to be accurate, complete and up to date; new information recorded within 15 daysAt least once in each financial yearCorporations Act s. 45.2 (2), (3)
No auditor only if all shareholders, voting or not, consent (valid until the next annual meeting)Each yearCorporations Act s. 266

The annual return counts from the month the company was registered, amalgamated or revived; the meeting date from the last annual meeting and the year end. Check your articles and any unanimous shareholder agreement for other dates.

Start free and fill in the whole document

Sample figures. Change them to work out your own, no sign-up.

What Newfoundland and Labrador requires

  • Each year, on the first day of the month in which the anniversary of its registration, amalgamation or revival falls, the corporation forwards an annual return to the registrar, certified by a director, officer or solicitor; a corporation that does not file can be struck off the registerCorporations Act s. 408
  • The directors call the first annual meeting within 18 months after the corporation comes into existence and each later one within 15 months of the lastCorporations Act s. 217
  • A written resolution dealing with everything the Act requires at a shareholders' meeting, signed by the shareholders entitled to vote at it, satisfies the meeting requirements; a copy is kept with the shareholders' minutesCorporations Act s. 240
  • Directors may act by a written resolution signed by every director entitled to vote on it, which then counts as passed at a meeting; a copy goes with the directors' minutesCorporations Act s. 191
  • At an annual meeting the directors present comparative financial statements for a period ending no more than 6 months before it, prepared to the standards in the CPA Canada Handbook, with the auditor's reportCorporations Act s. 258 (1) ยท Corporations Regulations, CNLR 750/96 s. 27
  • Shareholders of a corporation not caught by s. 263 (1) can resolve to have no auditor, but only if every shareholder consents, non-voting holders included, and only until the next annual meeting; a wholly owned subsidiary may ask the registrar for an exemptionCorporations Act s. 266
  • The corporation keeps, at its registered office or another place in the province, a register of individuals with significant control, reviews it at least once each financial year, and records new information within 15 daysCorporations Act s. 45.2

An early annual return

The return goes to the registrar on the first day of the month in which the anniversary of the company's registration, amalgamation or revival falls, whichever is latest. A director, officer or solicitor certifies its contents, and a company that neglects to file can be struck off the register.

Meetings by signature

The shareholders can deal with all of an annual meeting's business in a written resolution signed by the shareholders entitled to vote, and the directors in one signed by every director entitled to vote. The first annual meeting is due within 18 months of incorporation and each later one within 15 months of the last; the statements put before it run to a date no more than 6 months earlier and follow the CPA Canada Handbook.

Auditor and register

Going without an auditor takes the consent of every shareholder, voting or not, and lasts only to the next annual meeting. The register of individuals with significant control is reviewed at least once each financial year, with new information entered within 15 days.

Common mistakes

  • Waiting until after the anniversary to file: the return is due on the first day of the anniversary month.
  • Counting the anniversary from incorporation after a later amalgamation or revival.
  • Treating last year's auditor waiver as permanent.
  • Never reviewing the significant control register.

Sources

Last reviewed October 25, 2026. Next review due January 25, 2027. This page explains published rules to help you write your report. It is not legal advice; the official text linked above governs.