Are you thinking of incorporating a business in BC, Ontario or Canada? We can incorporate a business cost-effectively and quickly. Incorporating a business with us offers many benefits including:
● Complete set of corporate documents: You will be provided with a complete set of corporate documents including the articles of incorporation, a corporate minute book, share certificates and directors/officers/shareholders registers.
● Registration with the Canada Revenue Agency (CRA): We will provide your business with a GST/PST/HST number, import/export number, Federal business number and payroll number so that it can comply with its tax obligations.
● Income splitting with family members: When incorporating a business with MadanCPA, we ensure that the share classes are designed to allow income splitting with your family thereby reducing the family’s tax burden.
● Creditor Protection: We help you protect your company’s assets from potential creditors by creating holding companies.
Below, you will find a comprehensive list of items included in our incorporation package.
Our business incorporation services include the following 12 items:
Articles of incorporation: The articles of incorporation are a set of legal documents filed with the Province or Federal Government to create a corporation. The articles of incorporation state the company’s legal name, list the names of the incorporators and directors and describe the classes of shares and their attributes.
Share Classes: The articles of incorporation include classes of shares (e.g. common shares and preferred shares). We design the share classes in such a way that your company can pay dividends with ease, income-split with family members, complete an estate freeze, and add investors as needed.
NUANS Report - This seven-page report lists business, corporations and trademarks similar to your corporation’s proposed name. We ensure your chosen corporate name does not conflict with existing corporate names and trademarks.
Corporate By-Laws - The bylaws are the rules established to run the corporation, including the frequency of board meetings, the location of the company’s office, and the responsibilities of the officers, shareholders and directors.
Corporate Minute Book - The corporate minute book is the official record of the corporation’s activities. The minute book should document all material corporate transactions that affect and involve the corporation
Corporate Seal - The corporate seal is a tool used to stamp or emboss your company's important documents to show the company's Board of Directors certifies and approves the document.
Register of Directors - The directors’ register is a list of the directors elected by the shareholders and is stored in the company's minute book. The register must be updated when a director is appointed or removed.
Securities Register - The securities register (aka shareholders register) reports the names and addresses of the current and past shareholders of the corporation, their names and addresses, the date they became and ceased to be shareholders and the number and class of shares held by each shareholder.
Shareholders’ Ledger - The shareholders’ ledger reports the names of the current shareholders and the quantity and class of shares they own in the capital stock of the corporation.
Share Certificates - Share certificates (aka stock certificates) are documented proof of share ownership. The name of the shareholder and the number and class of the shares owned are reported on the share certificate. Shareholders should keep this document to prove they are the owners of the company.
Initial Return - We file the Initial Return with the Province to report the current corporate information including the registered or head office, mailing address, language preference and the names of the directors and officers.
CRA Tax Numbers - As part of the incorporation process, we apply for your corporation’s business, payroll, GST/HST and import/export numbers with the Canada Revenue Agency.
Our fee starts at $918 plus tax, which includes a comprehensive Incorporation Package covering all necessary items. Importantly, all government fees are included in this amount so you won’t incur any additional charges.
We typically require 5 to 10 business days to incorporate a business in Ontario and prepare a corporate minute book which contains all relevant documents for your new corporation.
A holding company is a corporation that owns shares of another company, often called an operating business or subsidiary corporation. Its primary objective is to protect the retained earnings and valuable assets of the businesses it owns. If safeguarding your company’s cash and assets is a priority, establishing a holding company is a prudent decision. Consult with the tax professionals at MadanCPA to incorporate a business in BC, including a holding company.
Yes, dividends can be paid to family members who are shareholders. However, the dividends paid must be reasonable for the work performed by the family member within the business. Additionally, the family member should be actively working at least 20 hours per week to qualify for dividend payments.
Making your spouse a shareholder can be an effective strategy for income splitting. However, be mindful of restrictions regarding the amount of dividends that can be paid to a spouse under the CRA’s TOSI (Tax on Split Income) rules.
A director is elected to the Board of Directors and is responsible for supervising the corporation’s upper management and making major decisions on behalf of the shareholders. Shareholders, on the other hand, are owners of the company. Directors can receive a fee for their services, while shareholders may receive dividends based on their ownership stake. Understanding the difference between shareholders and directors is important before you incorporate a business in BC, Ontario or Canada.
Minor children (under the age of 18) cannot directly own shares in your corporation. However, they can be beneficiaries of a trust that owns shares in your corporation, allowing for indirect ownership. Consult with our experts at MadanCPA to incorporate a business in Ontario with a Family Trust.
Creditor proofing refers to strategies designed to protect accumulated after-tax cash profits from potential creditors who may make financial claims against your corporation. One common approach to creditor proofing is to pay dividends from an operating corporation to a holding corporation. The cash held by the holding company is protected from the operating company’s creditors.
Yes, non-residents can serve as directors of a corporation. However, many provinces require that at least 25% of the directors be Canadian residents. Notably, British Columbia and Ontario allow 100% of directors to be non-residents..
Absolutely! Non-residents can be shareholders of a corporation, and they can own up to 100% of the shares.
A Canadian Controlled Private Corporation (CCPC) is a corporation that is incorporated either provincially or federally in Canada and is controlled by Canadian residents. CCPCs operating active businesses benefit from a lower corporate tax rate, starting from 12.2% on profits.
A corporation is considered a separate legal entity, meaning its debts and liabilities do not extend to your personal assets. Consequently, if the corporation is sued, your personal assets remain protected. Ensure you obtain advice from our tax professionals to incorporate a business in Ontario and protect your valuable assets.
A professional corporation (PC) allows licensed professionals—such as doctors, dentists, lawyers, and accountants—to provide services through a corporate entity rather than as individuals. We at MadanCPA can assist with incorporating professional corporations.
A Personal Real Estate Corporation (PREC) enables real estate agents to have their commissions paid to a corporation. Real estate agents earning high amounts of commission will benefit from a corporation’s relatively lower tax rate of 12.2% compared to 53% for sole proprietors. Our team at MadanCPA specializes in incorporating PRECs.
If your corporation's sales exceed $30,000 in a year, you will need to obtain a GST/HST number from the Canada Revenue Agency (CRA) and charge GST/HST to your customers. Note that some goods and services are exempt from GST/HST (e.g., medical services, residential rents), and services provided to clients outside Canada are ‘zero-rated,’ though they must still be reported on a GST/HST return. When you incorporate a business in BC, Ontario or Canada, you should ask your accountant about the CRA identification numbers your business requires.
Incorporating your business protects your corporation's name, preventing others from using it. This protection is vital for maintaining your brand identity and marketing efforts.
Investors can subscribe for shares in your corporation's capital stock. We create special share classes in your company’s articles of incorporation designed specifically for investors, allowing for flexible investment opportunities.
Yes, a corporation can purchase real estate, including vacant land or rental properties, providing a viable avenue for real estate investment. Real estate investors prefer to hold real estate through a corporation because of the liability protection afforded. However, the high corporate tax rate on passive income (50.17% in the Province of Ontario) is a significant deterrent to owning rental properties through a corporation.
The choice between paying dividends or salary depends on your specific financial goals. Dividends are not subject to Canada Pension Plan premiums, and they can simplify your payroll process. One of the main reasons to incorporate a business in BC, Ontario or Canada is to receive dividends. However, paying a salary may be beneficial if you want to contribute to your RRSP, increase your CPP benefits upon retirement, or take advantage of certain tax credits and deductions, such as tuition credits or medical expense deductions.
Used the services of Allan and his team to incorporate my consulting firm, and handle the transition from a sole proprietor. The group is experienced and very willing to provide the insight and advice needed, and the process went very smoothly. Will be continuing to use their services both personally and professionally. - Jim Mikell
Love you so comments page and all the articals you have up there.
Do you have any prices for incorporating? Or a package of any kind.
I’m aware of all the government fees.
Just not sure if I want to do the articals of incorporating on my own
Hi Russ,
Thanks for contacting me. The fee to incorporate a company and prepare a minute book is $900. This includes government fees and name search fees. Taxes and mailing charges are extra. Also included is:
– Corporate by-laws
– Share certificates
– Share transfer ledger
– Minutes
– Officers / directors / shareholders registers
– Directors resolutions
– Corporate seal
Please don’t hesitate to contact me @ (905)268-0150.
Hi Madan,
I need some advice on incorporating a company. I am moving to a Canada from US.
Hi Rakesh, thanks for contacting me. Can you please email the details of your situation to me?
Hi I would like to open federal corporate account. What is the total cost associated to set it up through your firm. Kindly advise. thanks
Hi Samin,
I would be pleased to incorporate a Canadian company for you. My fee of $918 + tax includes the following:
* Articles of incorporation
* All government fees and name search fees included
* Directors resolutions
* Share certificates
* Corporate bylaws
* Officers, directors and shareholders registers
* Corporate minute book + seal
Hello there,
I was wondering, what clauses to add to our founder’s agreement to protect myself. I will be the minority in a corporation.
Thank you
Hi Kaytay Uyanik,
I believe you are referring to a shareholders agreement. Some things you should watch out for are:
Directorship.
1. Are you appointed as a director?
2. Voting rights. Are your shares voting or non-voting?
3. Officer. Are you an officer of the company?
4. Shot-gun clause. This gives you the right to buy out the other shareholders in the event of a disagreement.
Good Morning,
I would like to convert my sole proprietorship into a corporation and I’m not sure what to do. Do you offer such service? I’m in BC.
Thank you,
Hi Branislav,
Yes, I certainly do. If your sole proprietorship is profitable, then we need to perform a Section 85 rollover to convert your business to a corporation. A section 85 rollover will stop capital gains tax from being applied to the conversion.
My services and fees are as follows:
> Incorporation of Canadian business – $918 (includes government charges)
> Section 85 rollover agreement and rollover form – $1,530
Please let me know if you have any questions.
Hi Madan,
I would like to incorporate in Ontario, Canada with a friend who’s a non-resident and lives in India. Wondering If i can incorporate this way and can he have more than the 51% of control.
Please advice.
Thank you
Hi Prateek,
He can have 51% or more of the shares in the capital stock of the Ontario Corporation even if he is a non-resident of Canada. However, this Ontario Corporation will be a non-Canadian controlled private corporation, which has a higher corporate tax rate of 26% as opposed to 12.5%. Note that Ontario corporations require that at least 25% of the directors be Canadian residents.
I would like to convert my sole proprietorship into a corporation and I’m not sure what to do. Do you offer such service?
Hi Demis,
Yes, we offer this service. My fees are as follows:
Incorporation fee – $918 (includes government charges, name search fees, articles of incorporation and a corporate minute book)
Form T2057 and Rollover Agreement – $1,530
GST 44 – Sale of A Business – included in fees above
Disbursements and taxes are extra