What Is a Share Certificate in Ontario?
A share certificate (also called a “stock certificate”) is a legal document that is issued by a corporation. Share certificate proves ownership of a specified number of shares of a corporation. It typically includes:
- Corporation’s Name
- Shareholder’s name
- Number and class of shares
- Certificate number
- Date of issuance
- Corporate seal or signatures
Why You Need Share Certificates?
As share certificate is proof of ownership every shareholder must have a it as document. Share certificates provide proof of ownership, help with share transfers, support legal and tax compliance, and add credibility for investors and financial institutions. While not legally required, they’re a best practice for maintaining clear corporate records.
Legal Requirements for Share Certificates in Ontario
Under the Ontario Business Corporations Act (OBCA), corporations must issue share certificates to shareholders unless the corporation’s bylaws allow for uncertificated shares (electronic records). Here’s what you need to know:
✅ Mandatory Information: Every share certificate must include the following information:
- Corporation’s name
- Shareholder’s name
- Number and class of shares
- Any restrictions on share transfers (if applicable)
✅ Signatures: Must be signed by at least one director or officer or any authorised personnel
✅ Corporate Seal: a corporate seal adds authenticity in share certificates. While not always mandatory, but highly recommended.
✅ Electronic Certificates: Many businesses now use digital share certificates for convenience, but they must still comply with legal standards.
Physical vs. Electronic Certificates
Ontario statutes and legal opinion confirm that electronic share certificates are legally valid, subject to certain conditions. Corporations may issue digital versions that satisfy the same legal standards as traditional paper ones
Best Corporate kits providers:
IncorpKit.com is your one-stop provider for comprehensive corporate documentation tools—offering everything from share certificate templates and binders to a full range of custom embossing seals and stamps for every Canadian jurisdiction. Their site features a variety of professional-grade corporate seal styles—handheld, desk, pocket, and long-reach—plus all necessary accessories, ensuring seamless compliance and polished presentation across legal, banking, and corporate records.
Beyond Share Certificates: Essential Corporate Services for Ontario Businesses
Share certificates are a vital part but not the only part of corporate services that every business in Ontario must possess. Business-Ontario.ca is the place to find solutions that can simplify all compliance and administrative tasks to help your business comply with provincial and federal rules.
Key Services Include:
Business Incorporation and Registration: Whether you are looking to set up an Ontario Corporation, a Federal Corporation, a Not-for-Profit or a Co-op, it starts with proper registration. Sole Proprietorships Trade Names and Partnerships as well, it covers.
NUANS® (Newly Upgraded Automated Name Search): report is a must before finalizing your business name. Checking helps in knowing if the name proposed by you is already being used or not
Corporate Filings and Updates: All Corporations must file various documents and update them regularly, including Annaul return. Every year, you have to submit forms to keep your information updated.
Corporation Name Changes: The process allows you to change your business name formally.
Revival of a Corporation: Restoration of a dissolved franchise, a corporation, and/or a business through a legal action in court.
Dissolution of Corporation: The official closing of a corporation.
Corporation Address Changes: Updating your corporate address with the relevant authorities.
Director/Shareholder Modifications: Reporting changes in the company’s leadership or ownership structure.
Branding and Intellectual Property: Protecting your brand is paramount. Services like Canada Trademark and Copyright registration safeguard your unique identity.
Support for Other Jurisdictions: Assistance for businesses operating in other Canadian provinces or for non-residents looking to establish a presence in Canada.
CRA & WSIB Account Setup: Guidance and support in setting up essential accounts with the Canada Revenue Agency (CRA) and the Workplace Safety and Insurance Board (WSIB).
Corporate Kits: Comprehensive kits that often include a corporate seal, minute book, and, of course, share certificates, streamlining your corporate record-keeping.
Why Choose Business-Ontario.ca?
As an official intermediary of Service Ontario, Business-Ontario.ca provides reliable and efficient services for all your corporate needs. By leveraging their expertise, businesses can ensure compliance, streamline administrative processes, and focus on growth. Their comprehensive offerings, from initial incorporation to ongoing filings and essential documents like share certificates, make them a trusted partner for businesses across Ontario and Canada.
For more information and to access these essential services, visit Business-Ontario.ca.
A corporate seal adds official validation to share certificates, showing the document is authorized by the corporation. Though not legally required in Ontario, it’s commonly used for professionalism and legal formality.
A wafer (an embossed sticker) enhances the seal’s appearance and prevents tampering. Together, they boost credibility and are often expected by investors, lawyers, and banks — especially for physical share certificates.
The corporate seal serves as an official mark of the company, verifying that the share certificate is authorized and valid. It adds legal formality and professionalism.
No, it’s not legally required under the OBCA. However, it’s commonly used and expected in official documents like share certificates, resolutions, and contracts.
A wafer is an embossed gold or silver sticker placed under the corporate seal. It enhances the appearance, prevents tampering, and adds a layer of authenticity to the document.
Yes, they are valid if properly signed and recorded. However, using a seal may make the certificate appear more official and trustworthy to shareholders or third parties.
Key details include the corporation’s name, shareholder’s name, number and class of shares, date of issuance, certificate number, and any restrictions on transfer.