Director Update under the Alberta Business Corporations Act (ABCA)
A Director Update in Alberta is the official filing to inform Alberta's Corporate Registry of any changes in a corporation's directors, required within 15 days to keep corporate records up to date under the ABCA.
Good Standing AI is not a law firm and does not provide legal advice. The information in this Knowledge Base is for general informational purposes only and may not be accurate or up-to-date. You should verify any procedures with official sources and consult qualified legal professionals for guidance.
📋 Director Update Overview
Under the Alberta Business Corporations Act (ABCA), every Alberta corporation must notify the provincial Corporate Registry whenever there is a change in its board of directors. This ensures the government's records reflect the current directors of the company.
⏰ Filing Deadline:
Within 15 days of the change
📝 Required Form:
Notice of Directors (REG3017)
💰 Filing Fee:
Service fee charged by registry agent
When Director Update Filing is Required
✅ Changes Requiring Filing
- • Appointment of a new director
- • Director resignation or removal
- • Change in a director's address
- • Change in a director's name
- • Any change affecting the board composition
❌ Changes NOT Requiring Filing
- • Officer changes (CEO, CFO, President)
- • Internal corporate officer appointments
- • Management position changes
- • Secretary or treasurer changes
Note: Alberta does not track corporate officers in the public registry
⚠️ Important Compliance Requirements
15-Day Deadline
Filing must be completed within 15 days of the effective date of any director change
Canadian Resident Requirement
At least 25% of directors must be Canadian residents (if 4+ directors)
Consequences of Non-Compliance: Failure to file can result in penalties, legal issues, and potential dissolution of the corporation by the Registrar.
How to File a Director Update (Step-by-Step)
Gather Required Information
Prepare the details of the director change before starting the filing process.
For Incoming Directors:
- • Full legal name
- • Residential or mailing address
- • Date of appointment (effective date)
- • Canadian residency status
- • Confirm eligibility (18+ years, not disqualified)
For Outgoing Directors:
- • Full legal name
- • Date of cessation (resignation/removal date)
- • Reason for departure (if required)
Complete the Notice of Directors Form
Required Form: REG3017
Use the official Notice of Directors / Notice of Change of Directors form (Alberta Corporate Registry Form REG3017).
- • Corporation name and Alberta Corporate Access Number (ACAN)
- • List all current directors after the change
- • Detail all new appointments with dates
- • List all directors who ceased to hold office
- • Indicate Canadian residency status for each director
📋 Important Notes
- • Officer information is NOT required on this form
- • Form available as fillable PDF from Service Alberta
- • Can be obtained from any registry agent office
Submit to Authorized Service Provider
In Alberta, filings must be submitted through an authorized Corporate Registry service provider.
Submission Process:
- • Take completed form to registry agent within 15 days
- • Bring government-issued photo identification
- • Provide any supporting documents if requested
- • Pay filing fee charged by service provider
- • Registry agent verifies and enters update into system
💰 Typical Fees
Registry agents typically charge a modest service fee (~$25, though this can vary by provider). The Alberta government does not charge a separate fee for director change notices.
Obtain Confirmation
Once processed, the Corporate Registry will reflect the updated director information.
What You'll Receive:
- • Confirmation or receipt of filing
- • Updated Corporate Registry records
- • Copy for corporate minute book
Important Note:
No new certificate is issued for director changes. The filed Notice of Change of Directors serves as evidence of the update.
Contact Information for Assistance
Alberta Corporate Registry Contact Centre
Phone: 780-427-7013
Toll-free (Alberta): 310-0000
Email: registry@gov.ab.ca
Hours: 8:15am–4:30pm
Days: Monday-Friday
Closed: Statutory holidays
Key Legal Requirements (ABCA)
📚 ABCA Section 106(1) - Initial Director Notice
At the time of incorporation, the incorporators must file a Notice of Directors in the required form, listing the first directors of the corporation.
Application: This is done by submitting Form REG3017 along with the articles of incorporation and other formation documents to establish the corporation's directors on the public record.
📋 ABCA Section 113(1) - Notice of Change Requirements
The corporation must notify the Registrar within 15 days after any change in its directors or a change in a director's address.
Covered Changes Include:
- • New director appointments
- • Director departures (resignation or removal)
- • Updates to director contact information
- • Any change affecting the director roster
Deadline Calculation: The 15-day deadline runs from the effective date of the change (e.g., the date a director resigned or was appointed).
📝 Form and Regulations
The Business Corporations Regulation prescribes the forms and filing details under the Act.
Form REG3017 Requirements:
- • Official designated form under regulations
- • Must be used to ensure compliance
- • Reiterates 15-day filing requirement
- • Specifies required information
Canadian Residency Rule:
At least 25% of directors must be Canadian residents (if the board has 4 or more directors) unless an exception applies. The form asks for each director's residency status.
⚖️ Enforcement and Consequences
Compliance with these filing requirements is mandatory under the ABCA.
Immediate Consequences:
- • Outdated Corporate Registry records
- • Incorrect information on Certificate of Status
- • Potential legal penalties and fines
- • Compliance issues for the corporation
Serious Consequences:
- • Corporation and directors may face legal penalties
- • Pattern of non-compliance can lead to dissolution
- • Registrar authority to strike off corporation
- • Jeopardized good standing status
Best Practice: Treat director updates as a necessary compliance step. If you missed a filing deadline, submit it as soon as possible and consider consulting legal counsel to discuss curing the default.
Frequently Asked Questions
What changes require a Director Update filing?
You must file a Director Update whenever there is a change in the directors of an Alberta corporation. This includes appointing a new director, removing or resigning an existing director, or any change to a director's name or address.
Key Rule: If the list of directors (or their contact address) shown on the Corporate Registry has changed, a notice must be filed. Routine changes like a director's address change are also covered – the ABCA specifically requires reporting of address updates within 15 days.
Do we need to file an update for officer changes (e.g. new CEO or CFO)?
No - Officer Changes Are NOT Filed
Alberta's Corporate Registry does not record corporate officers, so you are not required to file a notice if only officers (e.g. CEO, CFO, President) change.
• The ABCA's filing requirements apply to directors, registered office addresses, and agents for service – not officers
• Officer changes should be documented in the corporation's internal records (meeting minutes or resolutions)
• The Notice of Directors form does not include officer information
• Note: Some other jurisdictions may require officer filings, but Alberta does not
What is the deadline to file a Notice of Change of Directors?
15-Day Deadline
The corporation must file the notice within 15 days after the change in directors. This 15-day clock starts from the effective date of the change.
Example: If a director resigned on June 1, the notice should be filed by June 16
Best Practice: File as soon as possible to ensure compliance and avoid potential penalties
Tip: Always diarize the 15-day deadline when a board change happens
How much does it cost to file a director change in Alberta?
Government Fees
The Alberta government does not charge a large fee for filing a change notice.
Service Provider Fees
Authorized registry agents charge a service fee for processing (~$25, though this can vary).
Additional Costs: If using a lawyer or service company, there may be professional fees for their assistance, in addition to the registry's service fee. It's a good idea to call ahead or check the agent's website for current fees.
What happens if we don't file a Director Update on time?
⚠️ Serious Consequences
Failing to file the required notice is a contravention of the ABCA and can result in legal penalties.
Short-term Consequences:
- • Corporate Registry records will be outdated
- • Anyone searching your company will see incorrect director information
- • Certificate of Status/Compliance will show wrong information
Serious Consequences:
- • Corporation and directors could face legal penalties
- • The ABCA provides that not filing required notices is an offence
- • Pattern of non-compliance can lead to administrative dissolution
- • Registrar has authority to dissolve the corporation
If You Missed a Filing: Submit it as soon as possible – it's better to file late than not at all. Consider consulting legal counsel if a deadline was missed to discuss curing the default and maintaining good standing.
Related Articles
Corporate Compliance Requirements in Alberta
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Attorney-for-Service Notice in Alberta (ABCA)
Required filing to appoint a local Alberta resident as your corporation's agent to receive legal notices and documents.
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📚 Sources & References
- • Government of Alberta – Change notices for corporations, cooperatives and organizations (Service Alberta, Corporate Registry guidance)
- • Alberta Business Corporations Act, RSA 2000, c. B-9 – Sections 106(1) and 113(1) (as amended 2021)
- • Service Alberta – Notice of Directors or Notice of Change of Directors (Form REG3017) – Official Form Instructions
- • Alberta Corporate Registry Form REG3017 – Notice of Directors / Change of Directors Form
- • Government of Alberta – Contact Corporate Registry (Service Alberta) – Corporate Registry Contact Centre information
- • Business Corporations Regulation – Forms and filing requirements under the ABCA
- • CanLII – Alberta Business Corporations Act, Section 113(1) (legal text reference)