How to shut down a Yukon small business (corporation with shareholders)

March 23, 2021

I'm not a lawyer, so this is not legal advice.

I'm merely sharing this information because I spent a year trying to determine the process myself before someone thankfully walked me through the steps.

As far as I know, this information is not publicly documented anywhere else. I've been told this is because it crosses the boundaries of the bank and two levels of government.

People in these organizations were willing to talk about their specific part of the process, but no one else's. They cited possible legal ramifications as the reason they didn't want to share, which I understand and respect.

Again, this is not legal advice; just what I know and have followed to shut down my own business.

So here goes….

I started Subvert Marketing Inc. in 2007. In 2015, we closed up shop.

Since then, I've been doing minimal freelance work for private industry clients through Subvert. I decided in 2019 it was time to properly wind down the business, as running a corporation is expensive year-to-year and no longer worth the hassle it causes me.

If you are in the same situation – running a Yukon small business that's set up as a corporation and you only have a few shareholders and everyone likes each other and all want out – here are the steps you take to shut it down. It took me about 8 months to complete this list.

  1. Organize all of your business bank accounts, receivables, assets, liabilities, etc. Don't take on any new work or pursue additional revenues during this time as it only complicates things.
  2. Contact Yukon Workers' Compensation Health and Safety Board to pay any remaining fees.
  3. Submit a final corporate tax return to CRA and pay or deposit what's owed.
  4. Pay other remaining fees or invoices that you have to anyone else. This can take a while depending on how far your previous reach.
  5. If you have 2 or more shareholders, prepare and sign a special resolution document that describes who will get what of the remaining assets. Split the assets accordingly.
  6. Submit your articles of dissolution. This is only for Yukon-registered businesses. If you are federally registered, that's a different process that I didn't investigate.
  7. Transfer money out of your business bank account and into a clearly labelled personal bank account. You can also set up a sole proprietorship and put it in that bank account. Moving forward, either way know that any revenue you collect through your new venture needs to be reported to the CRA as additional income on your personal tax return.
  8. Contact the bank and close your corporation's business account.
  9. Breathe a big sigh of relief. You're done!

These steps are what it took to shut down my Yukon small business.

Your experience will likely be different, but hopefully this helps start you down the right path.