Guide to Filing the Statement of Intent to Dissolve (Form 4019)

Understanding the Statement of Intent to Dissolve (Form 4019) for Canadian Corporations

If you are involved in the management or administration of a corporation governed by the Canada Not-for-profit Corporations Act (NFP Act), you may need to formally dissolve your organization. The Statement of Intent to Dissolve, known as Form 4019, is the official document used to notify Innovation, Science and Economic Development Canada (ISED-ISDE) of your decision to wind up your corporation. This article provides an overview of the purpose of this form, how to prepare your dossier, submission procedures, and what to expect during the process.

Objective of the Form: Clarifying the Dissolution Process

The primary goal of Form 4019 is to formally declare the intention of the corporation’s members to liquidate and dissolve the organization. This is a crucial step in the legal process, ensuring that ISED-ISDE is officially notified of the corporation’s decision in accordance with the provisions of the NFP Act. The form confirms that the members have passed a special resolution to dissolve the corporation and that the corporation meets the legal requirements for dissolution, such as not being insolvent or having discharged trustees or receivership obligations.

Preparing Your Dissolution Dossier

Gathering Necessary Information

• Corporate Name: The official registered name of your organization.
• Corporation Number: The unique identifier assigned to your corporation by ISED-ISDE.
• Status of the Corporation: Indicate whether the corporation is solvent or insolvent. If insolvent, additional documentation regarding trustees or receivership may be required.
• Legislative Authority: Confirm that the dissolution is being carried out under the NFP Act.
• Signatory Details: Name, position (director or authorized officer), telephone number, and signature of the person submitting the form.

Legal Declarations

The form requires confirmation that:

• The members have resolved to dissolve the corporation by special resolution.
• The corporation is not bankrupt or insolvent, or if it is, that the trustee or receiver has been discharged or has provided the final report at least three years prior.

Submitting the Form: Online and Paper Options

Electronic Submission

Most corporations are encouraged to submit Form 4019 digitally via the official Government of Canada online platform. This method ensures quicker processing and confirmation of receipt. The digital platform guides you through the form fields and allows for attaching supporting documents if necessary.

Paper Submission

If preferred, the completed form can be printed and mailed to the designated ISED-ISDE address. Ensure that all fields are filled out legibly and signed before mailing to prevent delays.

Processing and Follow-up

Once your dissolution notice is received, ISED-ISDE will review the submitted information to verify compliance with legal requirements. If everything is in order, the corporation will be officially dissolved, and a formal notice will be issued. The process duration can vary depending on the completeness of your submission and current processing volumes.

In cases where additional information or corrections are needed, ISED-ISDE will contact the authorized signatory. It is advisable to keep copies of all submitted documents and correspondence for your records.

Contacts and Additional Resources

For questions regarding Form 4019 or the dissolution process, you can contact ISED-ISDE through their official channels. It is recommended to consult the official Canada Not-for-profit Corporations Act and related guidelines to ensure compliance with all legal obligations before proceeding with dissolution.

Remember, making false or misleading statements on this form can result in legal penalties, including fines or imprisonment, under subsection 262(2) of the NFP Act.