Canada LLP
Registering a Limited Liability Partnership

What is a Canadian LLP?

A Limited Liability Partnership (LLP) in Canada is a hybrid business structure that blends elements of partnerships and corporations. It’s commonly used by professionals such as lawyers, accountants, architects, and engineers.

Key Features:
Limited liability for partners (they’re not personally liable for other partners’ misconduct or negligence)
Pass-through taxation (profits/losses flow through to individual partners)
Flexible internal structure

Note: LLPs in Canada are generally restricted to professional practices. If you are a non-resident looking for a flexible and tax-efficient structure for trading or investment, a Limited Partnership (LP) might be more suitable in many provinces.

Regulatory Requirements

LLPs are governed provincially, not federally, so requirements vary.
Here’s a general outline:

Common Steps:
Name Search & Reservation (NUANS report)
Registration with Provincial Authority (e.g., BC Registry, Ontario Ministry)
Professional Certification (if required by professional order or body)
LLP Agreement (not mandatory but highly recommended)
Registered Office address in Canada
Annual Filings (varies by province)

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Canada today!

Partners in a Canadian LLP

Must have at least two partners
All partners can be individuals or professional corporations
Each partner’s liability is limited to their own actions and contributions
In most provinces, non-residents can be partners (though some restrictions may apply)

Management of a Canadian LLP

Managed internally by the partners per the Partnership Agreement
No requirement for a board of directors
Flexible decision-making structure (can assign managing partner)

Corporate Taxation & Exemptions

LLPs are not separate taxable entities under Canadian law. Instead:

Income flows through to the partners, who report it on their personal or corporate tax returns
LLPs do not pay corporate income tax directly
No double taxation, unlike corporations
Non-resident partners only pay Canadian tax on Canadian-source income

Tax Exemptions:
No withholding tax on profits allocated to non-resident partners if no Canadian-source income is earned
No tax filing required for the LLP itself unless it earns income in Canada

Canadian LLP

Advantages for Non-Residents
No residency requirement for partners in some provinces
Flow-through structure is ideal for minimizing tax liability
Low maintenance costs
No corporate tax if no business is carried out in Canada
Good structure for international consulting, trading, or IP holding

Canada LLP
Most Relevant Features

Register your LLP in
Canada today!

LLP vs Corporation

Provinces Allowing LLP Registration

Alberta, British Columbia, Manitoba, New Brunswick, Nova Scotia, Ontario, Saskatchewan

Why Register an LLP in Canada?

For non-residents, an LLP can be a smart structure if:

You’re offering professional or consulting services
You want limited liability without double taxation
You don’t need a Canadian-resident director
You prefer flexibility and lower reporting burdens

Why LLP May Not Be Ideal for Non-Residents

Generally restricted to professionals (lawyers, accountants, etc.)
Requires professional certification/licensing
Some provinces don’t allow foreign individuals or entities to form LLPs unless part of a regulated professional body
Cannot be used for general investment or trading businesses