Client Information Records - Corporations, Partnerships, etc.

If your buyer is a corporation, partnership, cooperative, association, or other legal ‘entity’, FINTRAC asks you to get some additional information that probably goes beyond your current practice. This is especially true for corporations, where you are asked to get a list of the corporation’s directors.

Bottom Line Tip:

Corporations should readily be able to give you a copy of their most recent corporate annual report to Industry Canada or equivalent provincial business registration body. They should also be able to provide either a signed letter or a copy of the Board resolution authorizing their representative to make the purchase.

What do you have to do?

Where the buyer is a corporation or other legal entity, you will need to get two types of information and documents:

Information required when the offer to purchase is prepared:

• name, address, date of birth, and occupation of the individual who is acting on behalf of the corporation or other legal entity, plus acceptable, government issued ID (as for individuals buying for themselves). Click here to see the list of acceptable identification for individuals.

and

• name, address and type of business of the corporation or entity

Information required within 30 days after the offer is prepared:

• the identification number and information from an acceptable document that verifies:
  • the existence of the corporation, partnership, cooperative, association, etc.
  • (for corporations) its name and address, and the list of directors (keep a copy on file)
  • their representatives authorization to make the purchase

Click here to see the list of acceptable identification for corporations or other business entities.

If the property is being bought by more than one corporation or other entity, you need to record this information for each one.

When do you have to do it?

• As outlined above, information about the company’s representative and basic information about the company should be recorded when you enter into the transaction. In virtually all cases for builders who come under the FINTRAC requirements  this will be when the Offer to Purchase is signed.
• Documents proving the company’s existence and (for corporations only) its list of directors should be recorded within 30 days after that.

How do you have to record the information?

• As long as the information is in your files and can be made available to FINTRAC investigators if they need it, that is fine.

How long must the records be kept?

• Five years from the completion of the transaction.

What if you can’t get the documents?

• Sometimes the representative of a corporation may refuse or be unable to give you copies of the documents FINTRAC lists (e.g., articles of incorporation). In this case, note that on the client information form. This may be perfectly legitimate. However, if there are other reasonable grounds to suspect the purchase may be involved in money laundering or terrorist financing, consider making a ‘Suspicious Transaction’ report.     More

Client Identification Record Checklist - Corporations and other ‘Entities’  

Click here for a checklist of main requirements for a client identification and verification record for corporations, partnerships, cooperatives, associations and similar ‘entities’.

Special Cases

If a buyer is not in Canada, see Foreign buyers.

If a buyer is acting for a third party, see Buyers who are purchasing for someone else.

Acceptable documents

Acceptable documents for identification of a person must have a unique identifying number and be issued by a provincial, territorial or federal government (or foreign equivalent). The document has to be valid and cannot have expired.

This can include:

• birth certificate  (except birth or baptismal certificates issued by a church rather than a government body)
• driver’s licence
• provincial health insurance card (except in Ontario, Manitoba or Prince Edward Island where it’s illegal to use health cards for identification); in Quebec, you cannot ask for a person’s health card but can accept it if the person wants to use it for identification
• passport
• record of landing
• permanent resident card
• certificate of Indian status
• provincial or territorial identification card issued by any of the following or their successors:
  • the Insurance Corporation of British Columbia
  • Alberta Registries
  • Saskatchewan Government Insurance
  • the Department of Service Nova Scotia and Municipal Relations
  • the Department of Transportation and Public Works of the Province of Prince Edward Island
  • Service New Brunswick
  • the Department of Government Services and Lands of the Province of Newfoundland and Labrador
  • the Department of Transportation of the Northwest Territories, or
  • the Department of Community Government and Transportation of the Territory of Nunavut
• other similar document

An employee identification card issued by an employer is not acceptable, even when the employer is a government department or agency.

NB: If your buyer wants to use his or her Social Insurance Number (SIN) for identification, that is acceptable, but the number itself must not be given to FINTRAC on any type of report. Instead, note on your records that the SIN card was presented and matched the person’s name.

Acceptable Identification for Corporations or Other Business Entities

Acceptable documents for confirming the existence of a corporation include:

• the corporation’s certificate of corporate status;
• a record that has to be filed annually under provincial securities legislation; or
• any other record that confirms the corporation’s existence. Examples of these include the corporation’s published annual report signed by an independent audit firm, or a letter or a notice of assessment for the corporation from a municipal, provincial, territorial or federal government.

An electronic version is acceptable if it comes from a government agency; otherwise you should get a paper copy.

Acceptable documents for confirming the names of the corporation’s directors include:

• the list included with the company’s application for incorporation (this would usually require only the first few pages of the articles of incorporation) 
• an online listing from the Corporations Canada database on Industry Canada’s website at www.ic.gc.ca (go to the Company Directories page and follow the link to the Corporations Canada database)
• similar information from a corporation searching and registration service

To confirm the existence of other types of company/entity, refer to its partnership agreement, articles of association or similar public record.

If the record is in paper format, you have to keep the record or a copy of it.  If the record is an electronic version, it must be from a public (government) source. For these, you have to keep a record of the corporation’s registration number, the type and source of the record.