Do you have a small to medium business that you'd like to incorporate? Let EDL Consulting Services give you a helping hand in the process. We'll walk you through it step by step.
In Canada a small business may be incorporated in each of the Canadian jurisdictions. However, when registering the business, the appropriate Corporate Registry must be consulted, dependent on the province in which the business is going to be operational.
Business corporations may be incorporated under the Business Corporations Act by filing Articles of Incorporation together with required supporting documents and payment of the required fee. It is the responsibility of the incorporator to ensure that Articles of Incorporation are properly filed with the Ministry of Government and Consumer Services in accordance with the Business Corporations Act and conform to law.
Once you have selected a name for your business a Nuans Name Search Report must be obtained in order to check your proposed corporate name against a database of existing corporate bodies and trademarks. Such a report will provide a list of names closely resembling your own and will help to ensure that your selected name will be accepted before you continue with the process of incorporation.
If you wish to incorporate with a number name, a name search is not required. The Companies and Personal Property Security Branch will assign a number. Once incorporation is complete, the Branch assigns every corporation a number, which is unique to that corporation. It cannot be transferred to another corporation, nor can a corporation ever change its corporation number. When corporations amalgamate, the amalgamation is assigned a new number.
Thereafter it will be necessary to submit the Articles of Incorporation, a form of Notice of Directors and a Notice of Registered Office. Once again, procedures and documentation may be different, dependent on the province or territory in which the business will be registered.
A vital step that should be taken is to set up the company's Minute Book. It contains important information that will be required if ever the company is sold. Officers need to be appointed; the form of share certificate approved; the shareholder must pay for his allotted shares; and permanent directors need to be elected. Any records of these should be held within the Minute Book.
In addition to this, if you have chosen to incorporate a federal company, you will need to submit a form registering the business with the province in which it is situated.
The main advantage of incorporating is the limited liability that an incorporated company enjoys. The business owner of a sole propriety assumes all the liability of that company; but a shareholder's liability within an incorporated business is only limited to the amount of his investment. A sole proprietor's personal assets may be seized in order to repay any debts; but a shareholder of an incorporated company is not held responsible for the debts incurred, unless he/she has issued a personal guarantee. In addition to this is the advantage of being able to raise equity capital. Although the percentage of ownership is reduced by issuing shares, it is an effective way of raising that much needed capital.
My name is K. Enis Davis-Lewars and I have been in the legal field for over 30 years. In particular, I have been a litigation law clerk for over 21 years. I have been in business for over 20 years as a business consultant. http://www.edlconsultingservices.comAt EDL Consulting Services we help start, build and grow your business.
Orignal From: How to Incorporate a Business in Canada
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