Incorporate Your Business in Canada

Dec 18, 2023

Curious about the process of forming a corporation in Canada? We’re going to break down the main stages required, ranging from deciding on the location of incorporation to selecting a name for your corporation and submitting the necessary paperwork. Keep in mind that the details of these steps can vary between different provinces.

 

Determine if Incorporating at the Federal or Provincial Level is Best for You

By choosing to federally incorporate your company, you gain significant advantages, including:

The capability to operate across all provinces and territories, provided you fulfill the registration requirements in each province where your business activities will take place. The opportunity to use your business name consistently in every province or territory, regardless of whether there’s a similarly named company already in operation. International recognition for your corporation. However, there are certain drawbacks to consider:

Stricter regulations around naming your company, necessitating a NUANS name search and verification to ensure uniqueness (additional details will be discussed later). An increase in annual administrative tasks, as you’ll need to maintain compliance with both federal and provincial filing requirements. Choosing between federal and provincial incorporation hinges largely on your business’s operational scope.

If your business is a smaller or solo venture, intending to operate within a single province initially, federal incorporation might not be immediately necessary. As your business grows, you can opt for provincial incorporation to expand your operations into new regions.

 

Choose a Corporate Name

Choosing a corporate name entails more complexity compared to naming a sole proprietorship or a partnership, primarily due to the more rigorous stipulations associated with incorporating. Typically, a corporate name incorporates three main elements:

  • A distinctive component that uniquely identifies the corporation
  • A descriptive component relating to the specific operations of the corporation
  • A legal designation that marks the entity as a corporate body, for instance, Limited, Incorporated, or Corporation

It’s crucial that a corporate name does not falsely represent what the business is about. For instance, it shouldn’t suggest that the business is a governmental agency, or mislead by indicating it deals in aviation when it actually sells footwear. Additionally, the name should not include any vulgar language or suggest the business engages in unlawful activities.

It is important to note that in Canada, corporate names may be registered in English, French, or a combination of both languages. However, this process is made more challenging by the requirement from the registrar (whether at the provincial level or with Corporations Canada) that the chosen corporate name must not closely resemble or be identical to any pre-existing company names.

 

Corporate Name Searched and Reserved

Regardless of the Canadian location where you establish your company, conducting a name search is essential to verify the availability and appropriateness of your selected corporate name. For those setting up a corporation at the federal level or within specific provinces like Ontario, undertaking a NUANS search is mandatory. This involves generating a NUANS report which must be submitted alongside your incorporation documents.

In contrast, provinces like British Columbia and Nova Scotia require a name search only after you’ve filed either a name approval request or a name reservation request form. Should the search outcome be favorable and your chosen name gets approved, it will be reserved for a predetermined period. Within this timeframe, you must finalize your business’s incorporation or face starting the procedure from scratch.

 

Prepare Your Documents

To set up your business as a corporation, it’s necessary to assemble several key documents:

Firstly, you’ll need The Articles of Incorporation, which detail the guidelines and procedures that will steer the behavior of those involved in the company, including both its members and directors.

Next, there’s The Notice of Offices, which declares the whereabouts of the corporation’s two essential offices: the registered office and the records office.

Additionally, The Memorandum is required, outlining the company’s operational rules.

Should your incorporation be at the federal level, you’ll have to also draft a Notice of Directors and submit a NUANS report suited for federal use. On the other hand, if you’re opting for provincial incorporation, ensure to verify the necessary paperwork for your particular province before moving forward.

 

You can find Contracts and Documents for Business Owners in Canada here businessdocs.ca

 

File Your Documents and Apply for Incorporation

Business incorporation can be done online through the platforms provided by Corporations Canada or Contact Us. We will help at all stages and make the process of forming your company as fast and simple as possible. Once this step is complete, you’re ready to begin operating your corporation.

 

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