How to Incorporate a Company in Ontario

How to Incorporate a Company in Ontario. Incorporating your company provincially in Ontario is a six-step process.

Step 1:
Deciding how you want to name your Ontario corporation

Before you begin the process of incorporation, you need to name your corporation.

Every Ontario corporation must have a name; this is known as a corporate name. The name must be distinctive and it must not be misleading or likely to be confused with names used by other organizations and businesses. In general, a corporate name is distinctive if it does not make those who encounter it think of another organization or business.

An Ontario corporation name consists of three parts, or elements: distinctive, descriptive, and legal.

Here is an example of an Ontario corporation name that contains all three elements: ABC Building Supplies Ltd.

A ‘distinctive’ element is a unique word or location that makes your corporation name different from all others. In the example above, the distinctive element is ‘ABC’.

A ‘descriptive’ element describes what the corporation does or what the corporation is. In our example, ‘Building Supplies’ is the descriptive element.

The last part of a corporation name is the legal element. In our example, ‘Ltd.’ is the legal element. All Ontario corporations are all required to have a legal element at the end of the name. The following are permitted by the Business Corporations Act.

Unlimited Liability Corporation
Professional Corporation – Note: This specialized legal element can only be used only for one of the following types of professions:
Chartered Professional Accountant – effective July 1, 2015

Your corporation can also use a ‘number’ name, e.g. 785843 Ontario Inc. The numeric portion of the name is assigned by Corporate Registry. ‘Ontario’ always forms the second part of the name. You may choose one of the standard legal elements above.

Step 2:
Get an Ontario NUANS Report.

Unless you have chosen to use a number name, you will need to purchase a NUANS report and review it carefully to ensure that there are no other corporations whose names are identical to your proposed corporation’s name. Identically-named corporations are not allowed.
Based on the NUANS report, you will also need to decide if your proposed corporation name is too similar to other corporation names. Remember, if another corporation feels you have chosen a name that is confusingly similar to theirs, that corporation has the right to object to the Registrar of Corporations. If the Registrar agrees with the objection, your corporation can be forced to change its name.

Step 3:
Completing your Ontario articles of incorporation

This step establishes the structure of your corporation.

Articles of Incorporation are used to develop the legal structure of your corporation. Your articles of incorporation will need to be signed by the incorporator(s). If an incorporator is a company or other incorporated body, the articles
must be signed by an individual authorized by that body.

Your articles of incorporation need to include:

your proposed corporate name
your corporation’s province or territory in Canada
your share structure and any restrictions on share transfers (see The share structure of your corporation)
your corporation’s number of directors
any restrictions you might want to set for your business or business activities
any other provisions

Step 4:
Establishing the initial registered office address and first board of directors

The registered office address is where you must keep your corporate records and where official documents will be served on the corporation. Choose an address where you will be sure to receive any documents that are sent there since, legally, they will be assumed to have been received by the corporation. Information about the registered office address is corporate information, and as such, is required to be made public.

Step 5:
Filing the appropriate forms and paying the fee

Step 6:
Processing your application

The Ontario Corporate Registry Office will make sure your articles of incorporation have been properly completed and that the proposed name is acceptable.
An application is complete if:

it includes all necessary documents
the forms are completed and signed, and
the fee is included.

If any of these things are missing, your application will be considered incomplete.

Starting a Business in Ontario

Company Formations Canada provides fast and easy Ontario Incorporation Service and provides all the documents your new Ontario corporation will need to stay up-to-date and in compliance with the Ontario Business Corporation Act.

Incorporate today your new Ontario Corporation. fast, Easy, Online.