Corporations may be created in Canada under either federal or provincial legislation.Corporations may also be created under the laws of Canada’s three northern territories,which is less common. Accordingly, assuming a decision has been made to incorporate in Canada, a choice must then be made regarding the jurisdiction under which the entity should be incorporated. In […]
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RSS feed for this sectionDifferences between using a branch versus Subsidiary Corporation in Canada
If your company is looking to expand into Canada, there are options as to how you go about structuring your business. The two most common structures are to operate in Canada via a branch or to incorporate a Canadian subsidiary. A branch is not a separate legal entity, but is an extension under an already […]
Registering a New Corporation in Canada as a Non Canadian Resident
The most common form of legal entity for businesses is a corporation. Most foreign businesses operating in Canada adopt a corporate form. A corporation is a legal entity that is separate and distinct from the shareholders who contribute to the corporation’s capital.While there are exceptions, generally shareholders are not responsible for the debts, liabilities or […]
Doing Business in Canada: Branch or Subsidiary
One of the threshold issues for a foreign entity wishing to establish a business in Canada is whether that business should be carried on directly, as a branch of the foreign entity, or should be created as a separate Canadian business organization, such as a subsidiary corporation (with either limited liability or, in some provinces, […]
7 reasons to expand your US small business into Canada
Canada has just over 36 million people, most of whom speak English, are huge consumers of American goods, and even watch the same TV shows as their southern neighbors. Most consider the U.S. the country’s greatest ally. So with the new deal coming together, here are seven reasons to expand your small business into Canada. […]
Organizing Your corporation: Mandate of the Directors and Vacancy on the Board of Directors
The directors may be elected for terms of up to three years. The length of the mandate of the directors can be set out in the by-laws. If no term is stated, directors hold office until the next meeting of shareholders. Directors need not all be elected at the same time or for the same […]
Organizing Your Corporation: Who Can Be a Director?
A director must be:at least 18 years old; of sound mind (i.e. not a person a court has determined to be of unsound mind); an individual (a corporation cannot be a director); and not in bankrupt status. Ordinarily, at least 25 percent of the directors of a corporation must be resident Canadians. However, if a […]
Organizing Your Corporation: Your Corporation’s Board of Directors
Your corporation must have at least one director. The number of directors is specified in youArticles of Incorporation. Shareholders elect directors at the shareholders’ meeting by amajority of votes. An individual may be the only shareholder, the only director and the only officer. Canada Corporate Minute Books. In order to keep your corporation in good […]
Keeping Your Corporation in Good Standing: Other requirements of the shareholders’ meeting
Quorum Unless a quorum of shareholders is present or represented at annual or special shareholders’ meetings, no business that is binding on the corporation can be conducted. A quorum is present at a meeting when the holders of a majority of the shares entitled to vote at the meeting are present in person or represented […]
Keeping Your Corporation in Good Standing: Location of the shareholders’ meeting
The annual meeting may be held in Canada at a place specified in the by-laws. Or, if the by-laws do not specify a location, directors may choose one. An annual meeting may be held outside Canada only in cases where the corporation’s articles permit it or if all voting shareholders agree. Also, where the corporation’s […]
