Corporate Registry

Business Corporations - Extra-Territorial Registration

The purpose of this section is to help you submit the forms and information required to register a corporation under the Business Corporations Act (BCA). The forms used for registering are available on this website. The accompanying text gives you some practical suggestions on how to fill out key parts of those forms. By ensuring that you provide all the required information with your initial registration, you can help the Corporate Registry process your registration documents swiftly.

You should note, however, that this package does not tell you everything you may need to know about registration. You may wish to consult with legal counsel or other professional advisors to consider other aspects of extra-territorial registration requirements in the Northwest Territories.

Who Should Register in the Northwest Territories?

With the exception of licensed insurance companies, all extra-territorial corporations carrying on business in the NWT should be registered in the Corporate Registry. A corporation is "carrying on business" if:

  • its name, or a name under which it carries on business, is listed in an NWT telephone directory,
  • its name, or a name under which it carries on business, appears in any advertisement in which an NWT address is given for the corporation,
  • it has a resident agent or a warehouse, office or place of business in the NWT,
  • it solicits business in the NWT,
  • it is the owner of any estate or interest in land in the NWT,
  • it is licensed or required to be licensed under an NWT Act entitling it to do business, or
  • it otherwise carries on business or operations in the NWT.

What Information Must Be Filed?

Before you can receive a Certificate of Registration, you must send all of the following supporting materials to Corporate Registries, Department of Justice, Government of the Northwest Territories:

  • a name search request, except where you are requesting a numbered or federal company,
  • Form 18, Statement of Registration Extra-Territorial Corporation,
  • Form 21, Notice of Registered Office in duplicate,
  • certified true copies of the charter of the corporation, including any amendments,
  • certificate of status or good standing from the incorporating jurisdiction, not more than 30 days old,
  • the filing fee of $300.00 for a corporation that carries on business for gain or $100.00 for a corporation that does not carry on business for gain and the $25.00 fee for a name search if applicable, payable to the Government of the Northwest Territories.

It is not mandatory to use the forms provided. However, substitutes must follow the same format, provide all of the required information in legible printing, and be set out on bond paper measuring 8.5 x 11 in. Forms must be originally signed and may not be submitted by facsimile.

What is the First Step for Registration?

Unless you are a federal or numbered company, you must request a name search by the Registry. The name will be searched and reserved for your use for 90 days. If you do not do a name search in advance the Registry will search it at the time you submit the registration. The fee for a name search is $25.00.

The Registry will examine your request to determine whether the name meets the name-granting requirements of the Business Corporations Act and Regulations. The Registry will then make a decision to grant or reject it. If your name request is granted, you have a reservation of that name for a 90-day period. If the 90-day period lapses before your registration, you must renew the reservation. If your name request is denied the Registry will require that you either change your name prior to registration or adopt an assumed name for the purposes of carrying on business in the NWT.

How Do You Fill Out Form 18, Statement of Registration Extra-Territorial Corporation?

Item 1, Name of Corporation

Enter the name of your corporation. If the name has been reserved ensure that the letter of approval is enclosed with your statement. If not the name will go through the approval process when the statement is filed. If you are registering under a bilingual name, both English and French forms of the name should appear here.

Item 2, Assumed Name

This item only applies if you have been advised that your name does not comply with the corporate name provisions of the Business Corporations Act. If your name complies with the Business Corporations Act this item should be marked not applicable.

Item 3, Does the corporation carry on business for gain?

If the corporation carries on business for gain the fee for registration is $300.00. If the corporation does not carry on business for gain the fee for registration is $100.00. You must tick the correct box for your corporation.

Item 4, Head office address

This must be the head office of the corporation, which is usually in the corporation's home jurisdiction.

Item 5, Directors of the Corporation

You must list all the directors of the corporation together with their postal and physical  addresses.

Item 6, Was the corporation previously registered or incorporated in the Northwest Territories?

State the name and the registration number if this corporation, or any predecessor if the corporation was formed by any past amalgamations, was incorporated or ever registered in the NWT. If the corporation was never registered in the Northwest Territories this should be marked not applicable.

Item 7, Other required documentation

We require a certified true copy of the charter of the corporation including any amendments. The copy may be certified true by a notary public or by the corporate registry in your home jurisdiction.

We also require a certificate of status or certificate of good standing from your home jurisdiction, dated no more than 30 days prior to the submission of the documents to the Registry.

This form must be originally signed by a director or officer of the corporation. It must be dated and the title of the person signing the form must be stated.

How Do You Fill Out Form 21, Notice of Registered Office?

Item 1:

The name of the corporation will be the same as in Item 1 of the statement of registration.

Item 2:

The corporation’s registered office address must be a specific address within the Northwest Territories. We need both a complete postal and complete physical address.

If this address is at the office of a solicitor or other agent, the consent of the solicitor or agent must be obtained prior to filing this form.

Item 3:

If the corporation designates an address for service by mail it cannot be the same as the address in Item 2. This address must be a complete postal address including the postal code. This address must be in the Northwest Territories. If the corporation does not have a separate service by mail address this section must be marked not applicable.

This form must be dated and be signed by a director, officer or the solicitor of the corporation, and the person signing must state their relationship to the corporation. The form should be submitted in duplicate.

What Does the Registry Do?

The Registry will check that the documentation is complete and in proper form, and that the name is acceptable. If so, the Registry will issue a Certificate of Registration showing the date of registration.

What Happens When an Application for Registration is Deficient?

Deficient applicants will be returned to the applicant with a letter indicating the nature of the deficiency and a refund of the submitted fees.

Name Searches and Reservations

  • Name Searches and Reservations (Instructions) (PDF)
  • Request For Name Reservation (PDF)

Forms

Statement of Registration Extra-Territorial Corporation Form 18 Instructions
Notice of Registered Office or Notice of Change of Registered Office Extra-Territorial Corporation Form 21 Instructions