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A new corporation in Ontario, Canada is created by the filing of a document called “Articles of Incorporation” with the Ontario government. The articles of incorporation contain certain information about the company such as the name, address, number of directors, name and address of the initial directors, any restrictions on the business that the corporation may carry on, the type of shares that can be issued, the attributes of those shares, and any restrictions on transferring of shares.

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The corporation that will be incorporated as an Ontario based corporation will have the following characteristics:

1. There is no restriction on the business that the Corporation may carry on.
2. The minimum number of Directors is one (1), with a maximum of ten (10).
3. The Corporation can issue shares without nominal or par value for two classes of shares as follows:

(a) Class “A” shares are Voting Common Shares;
(b) Class “B” shares are Non-Voting Common Shares;

4. The corporation is a privately owned corporation
5. No share transfers can be made without the consent of the Board of Directors or a Unanimous Shareholders Agreement.
6. Share ownership is restricted to less than 50 individuals unless specified in the law.
7. No shares will be available for sale to the public at the time of the Corporation’s formation.
8. The holders of Class “A” Common Shares and Class “B” Common Shares shall be entitled to receive a dividend, when and as specified by the Board of Directors of the Corporation.

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