Although the purpose of this list is to explain the basic steps required forminganincorporate business Canada, readers should be aware that it is not complete, and that some steps can be taken simultaneously.
Choose a corporate name first
Choosing a corporate name can be the hardest part of getting a company involved. Although there are no prerequisites for choosing a particular name, each jurisdiction has the authority to approve a corporate name. Have your own guidelines and requirements.
As mentioned in the last section on jurisdiction, the naming guidelines used by Corporations Canada are the strictest in any jurisdiction in Canada. In most cases, Corporations Canada will require all proposed names with specific and descriptive elements. The specific element identifies the specific corporation, while the descriptive elements indicate the specific activities of the corporation. As a general rule, for federal corporations, at least four to five letters should be used if a specific part of the name consists entirely of individual letters, or an acronym. Many proposed corporate names are rejected after spending a lot of time, energy and money trying to reject them. As a result, all federal contributors are advised to choose at least three alternate names in advance, so that if their first choice is rejected, they must submit an alternate name.
Corporate names can be either created by the adder, or they can be corporate numbers assigned to the corporation by the jurisdiction. Numbering corporations are a good choice when it comes to fast and relatively inexpensive business. In this case, the corporation may be formed using a scope name and an Article of Amendment may be filed later to change the name. Alternatively, a numbered corporation may be used where the entrant will conduct business under another business name registered with the corporation.
The following general rules apply to any proposed corporate name.
Under most jurisdiction laws, it is responsible for ensuring that the chosen corporate name complies with the law applicable in that jurisdiction.
Generally, corporate names will not be identical or similar to any other existing business name or trademark if the use of the proposed name deceives the general public.
Corporate names can be in English and French or in combined English and French.
Corporate names usually consist of a specific element and a descriptive element.
Determine the availability of a corporate name
Before submitting a proposed corporate name to the government for approval, the name must be searched using either the newly upgraded automatic name search system or the Center Informatics do Registry des Enterprises do Quick system. Some provinces allow contributors to purchase these searches privately, while others require that they be purchased directly from the relevant government authority as name protection.
Name search / reservation results must be accompanied by an article of incorporation (unless you include a numbered company that does not normally require a name search / reservation). Because there are no matching or fraudulent names already registered. circle of authority. These reports usually include registered business names, corporate names and trademarks such as the suggested name.
Specific types of NUANS® searches depend on the corporation’s desired jurisdiction. For federal participation, the “Canada-Based” NUANS® report is required. To join Ontario, you must obtain the “Ontario Biased” NUANS® report. To join any New Brunswick, Nova Scotia or Prince Edward Island, a “biased atlantic” NUANS® report is required. If it is likely that in the future the corporation will apply to conduct business in the jurisdiction of the business, it is also recommended that a NUANS® report be obtained for the other jurisdiction, so that The participant should have a high level of knowledge of any possible problems with the proposed name.
For federal participation, Corporations Canada offers a first name clearance service. If a participant is dissatisfied with the appropriateness of a particular name, he or she may submit a NUANS® report to Corporations Canada for that name before filing an article of incorporation for a name decision. If the proposed name is accepted, it is safe while the articles of corporation are ready (federal name booking lasts for a maximum of 90 days). If the name is not accepted, the issuer saves time and effort in submitting a useless article of corporation and may submit a new name to accept the proposed name or provide additional information to Corporations Canada.
Full corporation articles
In most Canadian jurisdictions, articles have been prepared to list business corporations as appropriate government agencies.
Before completing the articles of the corporation, the incorporators will have to make the following basic decisions about their corporation.
- Where will the registered office be located?
- How many and which class shares will the company be authorized to issue?
- Should the transfer of shares be restricted so that the corporation remains “private”?
- How many directors will be appointed? Will there be a fixed number of directors or minimum and maximum number?
- Should there be a restriction on the type of activity or business conducted by the corporation?
- Are there any other restrictions or clauses that should be included in the articles?
The answers to the above questions vary according to the specific needs of each individual situation. As a result, specific legal and / or tax advice should be sought from the integrator before completing participation articles.
Once the articles of supporting documents have been completed, they must be signed by at least one impeller, at least 18 years of age and not bankrupt. In most cases, after the company is incorporated, the importers cannot become directors or shareholders of the company.
Select corporate jurisdiction
In Canada, partners can choose to join one of 13 provincial and regional jurisdictions or join one of the federal jurisdictions. In most cases, the choice of jurisdiction is limited to either the home province / territory of the entrant or the federal jurisdiction.
Federal (Canada) corporations are listed under the Canada Business Corporations Act and have the ability to conduct business anywhere in Canada under their registered corporate name, subject to non-provincial registration requirements in each province or region. Provincial corporations are covered under applicable provincial corporate law, and only the province or business has the right to conduct business. However, provincial corporations may make an additional provincial registration for doing business in another province or provinces.
Provincial participation provides protection only in the name of corporate. As a result, if one person incorporates the corporation into Ontario, another person may later incorporate the corporation into British Columbia. If you plan to run your corporation in just one province or region, you shouldn’t have to worry. If you plan to join a province and then register a corporation non-provincially in another province or region at a later date, you may be disappointed to know that your corporate name, or similar, Jalta is already registered in another province and you have to choose a new name for the other province. In this case, federal involvement may be a better option.
There is another difference between federal and provincial corporations. Federally incorporated companies should be incorporated at the federal level and then non-provincially registered in one or more provinces. As a result, the overall cost is usually higher for federal inclusion, as both federal and provincial filing fees will apply. The only exceptions are for federal corporations located in the provinces of Ontario and Prince Edward Island. Nor does the province charge any extra-provincial filing fees for companies in the federation, and therefore, the cost of incorporating the federation is equal to or less than the equivalent provincial participation.
In deciding which jurisdiction to enroll, potential participants ask themselves the following questions:
Where will the corporation do business?
Is it necessary to protect the federal name for business? Will the corporate name be used in other provinces or territories?
Is the corporate name unique enough to justify protecting it from federalism?
Will you decide to add additional companies in the future? If so, it is generally recommended that these new companies be included in the same scope as the first corporation, so that future corporate changes can be made cheaply and easily.
Submit and register corporation articles
Prior to the formation of the corporation, it is necessary to include the name including the name search and filing fee and to file with the appropriate government agency for supporting documents.
Set up a bank account
To set up a corporate bank account, you must provide a copy of your bank accounts and any modified articles. All authorized signing officers of the corporation must sign in to the bank account before being allowed to sign the check or access the corporate account. The bank may also need to pass some corporate bylaws or other resolutions before opening an account.
You Can Start Your Own Business!
Now that a lot of legal requirements have been met, you can focus on running and growing your new business!!
