Dissolving vs Filing Nil Every Year
Keeping an empty corporation is a return every year for as long as it exists. Winding it up ends the obligation. What each route costs and what each one ends.
Two Authorities That Do Not Talk to Each Other
Closing a corporation involves two authorities that do not talk to each other on your behalf. The tax side is settled with the Canada Revenue Agency; the legal existence of the corporation is ended by the registry it was incorporated under.
Doing one and not the other is the usual failure. A corporation struck from a registry with open tax years still has those years open, and a corporation fully filed but never dissolved keeps acquiring new filing obligations.
So the question is not really which is cheaper this year. It is whether the corporation is being kept for a reason, because a return falls due every year until it is formally dissolved, and nothing about being empty changes that.
The Comparison, Row by Row
Prices checked November 5, 2026. Both fees are our own published fee. A clearance certificate request and the registry articles of dissolution are not priced here, so the table names them instead.
| Item | Keep Filing Nil Returns | Wind the Corporation Up |
|---|---|---|
| Our published fee on this route | A nil T2 for every year it stays open, at $300.00 plus HST per tax year | The final T2 for the period ending at dissolution, at $300.00 plus HST per tax year |
| What the route costs beyond that fee | The registry annual return each year, which is a government fee rather than ours | A clearance certificate request and the registry articles of dissolution. Neither is covered by this fee, so this page names them rather than putting a figure on them |
| How long the filing obligation runs | Every year, within six months of the fiscal year-end, until the corporation is formally dissolved | It ends once the wind-up is complete and the final return is marked final |
| What the route ends | Nothing. At the end of it the corporation is still on the register and the same question arrives again | The obligation |
| Years already outstanding | Filed first, oldest first | Filed first, oldest first. Both routes start in the same place |
| Whether a clearance certificate is involved | No | Not a filing requirement, but distributing the corporation’s property without one can leave the directors personally liable, and it cannot be issued while a year is unfiled |
| What the registry is for | The annual return each year, filed with the registry the corporation was incorporated under | Articles of dissolution, filed with that same registry. Filing with the wrong one achieves nothing |
| Whether the corporation can still hold property | Yes | No. A corporation cannot be dissolved holding property, and a disposition is activity: that final year is not nil and is handled at gondaliyacpa.ca at $350.00 plus HST per year |
| The GST/HST and payroll accounts | Nil returns and nil remittances remain due for as long as they are open | Closed with Form RC145, after the final T2 |
| Whether anything can still arrive afterwards | Yes, next year’s return | Yes. Dissolution does not seal the record: an assessment, a reassessment or a demand for a pre-dissolution period can still be issued |
Eight rows differ and two do not, and the two that do not are the ones to read first: outstanding years come first on either route, and neither route seals the record. Only one side also totals. The returns are priced here; a clearance certificate request and the registry articles of dissolution are not, so this page names those steps rather than inventing a figure for them.
This comparison sets two courses of action against each other, both of which begin with returns we file, and names no other provider. Where a comparison on this site does name one, it states that provider’s published prices and published features only.
Only One Side Totals, and That Is Deliberate
The tool that prices both routes is direct about why, and the same applies here:
- A corporation files a T2 within six months of its fiscal year-end, every year, until it is formally dissolved. Holding an empty corporation is a decision to pay for a return annually for as long as it exists.
- The returns are priced here, so the cost of staying open totals exactly.
- Winding up involves a clearance certificate request and the registry articles of dissolution, and neither is covered by this fee.
- A page that invented a total for the dissolution side would be more satisfying to read and less use to rely on.
- Where years are already outstanding the choice narrows, because both routes start in the same place. A clearance request rests on a complete filing record, and dissolving a corporation that still owes returns leaves those years open behind it.
- Filing for another five years ends nothing. At the end of it the corporation is still on the register and the same question arrives again, five years of fees later.
- A completed wind-up ends the obligation, and that is worth more weight than the arithmetic.
Keeping an empty corporation is often the right decision. There are good reasons to hold a name, a history or a registration, and this page is not an argument for either route. It is worth seeing as a subscription rather than as a formality, and then deciding.
Gondaliya CPA Professional Corporation is a registered EFILE electronic filer. Returns are prepared and transmitted in Canada. Credentials are never shared and never used offshore.
Either Route Starts With the Returns
Every outstanding year is filed first, oldest first, at $300.00 plus HST per tax year. The decision comes after that rather than instead of it.
Reviewed by a CPA
Each return is prepared and reviewed by a CPA Ontario member before it is transmitted.
What the fee covers
The T2 itself, GIFI Schedules 100, 125 and 141 where required, Schedule 50, Schedule 24 on a first return, Schedule 8 and loss continuity, and electronic transmission.
What sits outside it
A clearance certificate request, the registry articles of dissolution, the registry annual return, and closing a GST/HST or payroll account with Form RC145.
A corporation dormant for nine years, whose directors are deciding whether to keep it
Nine dormant years are nine returns. They are prepared oldest first and can be transmitted together, each at $300.00 plus HST per tax year. That part is the same whichever route the directors choose, because a clearance request cannot be issued while a year is unfiled and dissolving anyway would leave the nine years open behind the corporation. Once they are filed the choice is real: keep it, and a tenth return falls due within six months of the next year-end; or wind it up, with a clearance certificate request and articles of dissolution, neither priced here, and a final T2 marked final so the Agency expects no further years. The figures here illustrate how the rules apply and are not drawn from a client file.
Frequently Asked Questions
Is it cheaper to dissolve or to keep filing?
Only one side of that totals. Keeping it is $300.00 plus HST per tax year for as long as it exists, plus the registry annual return. Winding up is one final return plus a clearance request and the registry dissolution, and those two are not covered by this fee.
Why will you not give me a total for dissolving?
Because a clearance certificate request and the registry articles of dissolution are not priced here. A page that invented a total for them would be more satisfying to read and less use to rely on.
How long do I have to keep filing if I do nothing?
Every year, within six months of the fiscal year-end, until the corporation is formally dissolved. Being empty changes nothing.
Does filing for a few more years settle anything?
No. At the end of it the corporation is still on the register and the same question arrives again, with the fees for those years spent.
Can I dissolve without filing the outstanding years?
Not cleanly. A clearance certificate cannot be issued while a year is unfiled, and dissolving anyway leaves those tax years open behind the corporation.
So both routes start the same way?
Yes. Every outstanding year is filed first, oldest first. The decision comes after that rather than instead of it.
Is a clearance certificate compulsory?
It is not a filing requirement. Distributing the corporation’s property without one can leave the directors personally liable for amounts the corporation turns out to owe.
What is the final T2?
The return covering the period from the start of the last tax year to the date of dissolution, due six months after that date and marked as the final return.
Why does the final return come after the registry filing?
Because it runs to the date of dissolution, and that date does not exist until the registry sets it.
Can the corporation still own things when it is dissolved?
No. A corporation cannot be dissolved holding property, and a disposition is activity, so that final year is not nil. It is handled at gondaliyacpa.ca at $350.00 plus HST per year.
What happens to the GST/HST and payroll accounts?
Each is closed with Form RC145 after the final T2. Until then nil returns and nil remittances remain due on them.
Is keeping an empty corporation ever the right answer?
Often. There are good reasons to hold a name, a history or a registration. The point is to see the annual return as a subscription rather than a formality.
Does dissolution close the file for good?
No. An assessment, a reassessment or a demand relating to a pre-dissolution period can still be issued, and a return for such a year can still be filed.
My corporation was struck off by the registry. Is that a wind-up?
No. It was dissolved involuntarily and its tax years are still open. Registries provide for revival so the outstanding filings can be made and a proper wind-up completed.
Which tool should I run first?
The dissolve or keep filing cost calculator, which totals the priced side for the number of years you have in mind.
Nil T2 Filing, $300.00 plus HST per tax year
Type your corporation name, pick your unfiled years, pay, and sign Form T183CORP on a secure screen. Your CRA confirmation is emailed within 3 business days.