The incorporation application is open in BC Registries, the name is approved, and two fields are asking for addresses you have not thought about: registered office and records office. Here is what they are, what to type, and what actually happens after you click Submit.
The two addresses every BC company must have
Under the BC Business Corporations Act, every company has a registered office and a records office from the moment it exists. They are usually the same address, but they do different jobs.
- The registered office is the company's official address for service. Court documents, demand letters and notices from the Registrar go here, and delivery there is valid delivery to the company whether or not anyone read it.
- The records office is where the company's statutory records must be kept and be available for inspection: the register of directors, the central securities register, the transparency register, minutes and resolutions, and copies of everything filed with the Registrar. The minute book, in other words.
Each office has a mailing address and a delivery address. The delivery address must be a physical location in British Columbia where someone can hand over an envelope during business hours — a PO box on its own will not do. Both addresses go on the public corporate registry: anyone who searches your company sees them, and old addresses stay visible in the filing history after you change them.
Why founders don't use their home address
It is legal to. Most people who have done it once don't do it twice, for three reasons:
- Privacy. Your home address becomes public the moment the company is incorporated — to customers, ex-partners and process servers alike.
- Moving. When you move, the company doesn't. You must file a change of address with the Registrar ($21.50 government fee), and until you do, documents served at your old house are validly served on the company.
- Owners outside BC. A founder in Calgary or Toronto, or a parent company elsewhere, still needs a BC delivery address. A records office service is how that is done.
A quieter fourth reason: the address is only half the requirement. Somebody has to actually keep the records at it, or you are setting up the empty minute book that costs real money years later.
Where the addresses come up in the incorporation flow
In the BC Business Registry incorporation application, the office addresses are entered in the first step, Define Your Company, right after the company name. You enter the registered office mailing and delivery addresses, then either tick that the records office is the same or enter a second set. The form also asks for a registered office contact email (where the Registrar's reminders go). Later steps add the incorporator and directors (whose addresses also appear on the public registry), the share structure, and a confirmation that the incorporation agreement has been signed.
Minuted clients receive the address to enter — and what goes in each field — in the welcome email after signup. It is reserved for the companies we act for, so it is not printed here.
What you receive afterwards (and what you don't)
Within minutes of paying, BC Registries emails three documents: the Certificate of Incorporation, the Notice of Articles and a copy of the Incorporation Application. The company exists from the date and time on the certificate, has an incorporation number, and the Canada Revenue Agency assigns it a business number shortly after. Keep all three — they are the first pages of the minute book.
Just as important is what you do not receive:
- The incorporation agreement. The incorporators sign it before filing, and it is never filed. It records who agreed to take the first shares and how many — and it is the document new companies most often cannot find a year later.
- The articles. These are the company's internal rules. Even if you chose the standard Table 1 articles and never read them, they are the company's document, not the registry's — the Registrar holds only the Notice of Articles, a summary.
- A minute book. The registry creates nothing else. No register of directors, securities register, share certificates, consents to act, organizational resolutions or transparency register exists until someone prepares them. On day one the company has a certificate and an empty binder.
The first-year clock
- Day one: the transparency register of significant individuals is required from incorporation. It is kept at the records office and is not public under the rules currently in force.
- The first weeks: the opening records — directors consent to act, the shares in the incorporation agreement are issued, officers are appointed, and the registers are set up. This is the opening minute book.
- The first anniversary: the annual report window opens on the anniversary of incorporation and closes two months later. The government fee is $43.39. Miss it repeatedly and the Registrar may dissolve the company.
- Whenever you move: file the change of address, $21.50.
Incorporating federally instead? A CBCA company that carries on business in BC must register extraprovincially within two months of starting to do so, and still needs a BC records office — see our federal companies page.
What Minuted does — and does not do
Minuted does not incorporate companies or reserve names. You, your accountant or your lawyer incorporate online — it takes about 20 minutes — and we tell you exactly what to enter. Our job starts when the certificate arrives: we are your registered and records office, we build the opening minute book, prepare the transparency register, track every deadline and file the annual report each year. The Records Office plan is $249 a year plus tax; Full Compliance is $399.
Minuted is a corporate records and filing service, not a law firm. General information, not legal advice.