Canada Corporations
Company Formation
Incorporation for non-residents of Canada
Most Canadian provinces impose residency requirements for their board of directors. While we do not offer nominee director services, we can assist you with setting up your company in Canada, in provinces that do not have such residency restrictions. These provinces include British Columbia, New Brunswick, Prince Edward Island, Quebec, Alberta, and Ontario. Companies incorporated in any of these provinces can also incorporate to do business in other provinces.
Incorporation of Branch office is an option available in any Canadian province, and it does not necessitate the appointment of a resident Canadian director.
Advantages of incorporating in Canada:
Registering a corporation in Canada offers significant advantages, including limited personal liability that protects your personal assets, lower corporate tax rates and tax deferral opportunities, and easier access to capital through potential investors and loans. Incorporating also provides enhanced credibility, ensures business continuity beyond the owners’ involvement, allows for easier transfer of ownership, and offers name protection across Canada.
Key Advantages
• Limited Liability:
As a separate legal entity, a corporation shields the personal assets of its owners (shareholders) from business debts and lawsuits.
• Lower Tax Rates:
Incorporated businesses often benefit from lower corporate tax rates on active business income compared to higher personal income tax rates, with the Small Business Deduction further reducing tax on eligible income.
• Tax Deferral:
You can keep earnings within the corporation to reinvest in the business, delaying personal income tax until the profits are paid out as dividends.
• Enhanced Credibility:
An incorporated business often appears more professional and established, which can boost its reputation with customers, suppliers, and investors.
• Improved Access to Capital:
Corporations can raise money by selling shares to investors or by obtaining loans, which is more challenging for sole proprietorships or partnerships.
• Business Continuity:
A corporation’s existence is independent of its owners, ensuring the business can continue operating even if owners change, retire, or pass away.
• Transferable Ownership:
Ownership in a corporation can be easily transferred by selling shares, making it simpler to sell the business or bring in new partners.
• Name Protection:
Registering your business name protects it, allowing you to operate under a unique, recognized name across Canada and prevent others from using it.
• Lifetime Capital Gains Exemption (LCGE):
When you sell a qualified small business, you may be eligible for a significant exemption on capital gains, reducing the tax burden on the sale.
Common uses of Company Formation in Canada
- Serving customers located in Canada, the US, the EU, and other highly regulated jurisdictions.
- Conducting business in highly regulated jurisdictions where transactions with offshore companies are restricted or prohibited.
- Purchasing property in Canada.
- Purchasing businesses in Canada.
- Establishing a credit history in Canada.
- Planning for business immigration to Canada.
Our services
Besides setting up Company in Canada, our services also include incorporation of subsidiary in Canada, in the provinces of British Columbia.
Setting up a Corporation in Canada, for non-residents
Most relevant features
A minimum of one shareholder/officer is required.
There are no restrictions on the authorized or issued capital.
Shares are normally issued at no par value.
Most Canadian provinces impose residency restrictions for directors, but we can assist with incorporation in provinces that do not have such restrictions, such as Nova Scotia, British Columbia, and New Brunswick.
Our incorporation packages are affordable and straightforward. The process can be completed through email and/or phone consultation, with all documents couriered via international courier services. The package includes:
Complete Incorporation Package (named corporation)
- Registered Office.
- NUANS Name Search (if required).
- Completed Organizational Minutes, Share Certificates, Shareholders’, Directors’ & Officers’ Filings.
- Corporate Minute Book, including a Corporate Seal, Standard Corporate by-laws, Official Departments and Ledgers.
- Completion and Filing of Notification pursuant to the Investment Canada Act.
- Company Local Office Address for the service of documents and mail forwarding purposes.
Procedures and steps
Type of company
You need to make a choice regarding the type of company you wish to establish. According to the Companies Act, there are three options available for incorporating companies:
• a Limited company by shares (limited liability Company)
• a Limited company by Guarantee; or
• an Unlimited Liability Company.
You need to make several key decisions when incorporating your company. Here are the important choices you need to consider:
Company Name
You must choose a name for your company. Ensure that it follows the naming rules specified by the Companies Act in in respective Canadian Province. Your company’s name can be in English, French, or both.
Company office
You must select a local company office location within British Columbia, which is officially designated to government authorities. It cannot be a P.O. box and should include a complete address. This office is often the primary place of business.
Fiscal year-end
You need to decide on the fiscal year-end for your company. This represents the official last day of your company’s fiscal year and doesn’t have to be December 31 but is often chosen to be the last day of a specific month.
Shareholders
Determine who will be the shareholders of your company. Every private company must have at least one shareholder, and there can be several (but not more than 50) shareholders. You’ll need the complete residential address of each shareholder.
Number of shares
You must specify the number of shares each shareholder will possess. The total number isn’t as crucial as the proportion of shares initially issued to each shareholder. However, issuing more shares can have advantages for future selling or attracting investors.
Directors
Decide who will serve as the directors of your company. Directors are responsible for major company decisions and administration. Every company must have at least one director, and there may be several. There’s no requirement for directors to be Canadian residents.
Officers
Select the officers of your company, such as President, Vice-President, Secretary, and Treasurer. A company must appoint a President and a Secretary, and officers can also be directors and shareholders. Canadian residency is not required for officers.
Accountants
You can choose auditors or accountants for your corporation. Auditors check the accuracy of financial records, and corporations usually appoint them to prepare annual financial statements. Alternatively, you can appoint accountants to prepare financial statements without acting as auditors.
Remember that these decisions will shape your company’s structure and operations, so careful consideration is essential.
Set up your Business Entity today!
Our Business Development Team is ready to guide and assist you to discuss all options you have and to provide you with all the support you need to enable you to take the right decision facing your specific needs!
All our Consultancy and Advisory services are completely FREE!
Packages and Prices!
Inclusions
Year 1 Incorporation and service fees.
Optional Services (Bank Account opening, Nominee services, Certification of documents, amongst others).
Annual Renewal service fees for year 2 and subsequent years, to keep your company in good standing and full Compliant at all times.
