Who may incorporate a new company in Nova Scotia?
Anyone or more persons associated for any lawful purpose other than a banking, loan, trust or insurance company, may, by subscribing their names to a memorandum of association and otherwise complying with the requirements of this Act in respect of registration, form an incorporated company, with or without liability, that is to say, either:
(a) a company having the liability of its members limited by the memorandum to the amount, if any, unpaid on the shares respectively held by them, in this Act termed a “company limited by shares”;
(b) a company having the liability of its members limited by the memorandum to such amount as the members may respectively thereby undertake to contribute to the assets of the company in the event of its being wound up, in this Act termed a “company limited by guarantee”; or
(c) a company not having any limit on the liability of its members, in this Act termed an “unlimited company”.
Shared companies
In the case of a company limited by shares,
(a) the memorandum must state
(i) the name in all its language forms of the company, with “Incorporated”, “Incorporée”, “Limited”, “Limitée”, “Inc.”, “Ltd.” or “Ltée” as the last word in each form of its name,
(ii) the restrictions, if any, on the objects and powers of the company,
(iii) that the liability of the members is limited,
(iv) in the case of a company having par value shares, the amount of share capital of each class of such shares with which the company proposes to be registered and the division thereof into shares of a fixed amount,
(v) in the case of a company having shares without nominal or par value, the maximum number of shares of each class of such shares that the company is authorized to issue or, where there is no limit on the number of shares of any such class, a statement to that effect, and
(vi) in the case of a company having both par value shares and shares without nominal or par value, the particulars thereof in accordance with subclauses (iv) and (v);
(b) no subscriber of the memorandum may take less than one share; and
(c) each subscriber must indicate opposite to his name the number of shares he takes, together with his address.
Guaranteed companies
In the case of a company limited by guarantee,
(a) the memorandum must state
(i) the name in all its language forms of the company, with “Incorporated”, “Incorporée”, “Limited”, “Limitée”, “Inc.”, “Ltd.” or “Ltée” as the last word in each form of its name,
(ii) the restrictions, if any, on the objects and powers of the company,
(iii) that the liability of the members is limited, and
(iv) that each member undertakes to contribute to the assets of the company in the event of its being wound up while he is a member, or within one year afterward, for payment of the debts and liabilities of the company contracted before he ceases to be a member, and of the costs, charges and expenses of winding up, and for adjustment of the rights of the contributories among themselves such amount as may be required, not exceeding a specified amount; and
(b) if the company has a share capital,
(i) the memorandum must also state
(A) in the case of a company having par value shares, the amount of share capital of each class of such shares with which the company proposes to be registered and the division thereof into shares of a fixed amount,
(B) in the case of a company having shares without nominal or par value, the maximum number of shares of each class of such shares that the company is authorized to issue or, where there is no limit on the number of shares of any such class, a statement to that effect, and
(C) in the case of a company having both par value shares and shares without nominal or par value, the particulars thereof in accordance with paragraphs (A) and (B),
(ii) no subscriber of the memorandum may take less than one share, and
(iii) each subscriber must indicate opposite to his name the number of shares he takes, together with his address.
Unlimited companies
In the case of an unlimited company,
(a) the memorandum must state
(i) the name in all its language forms of the company, and
(ii) the restrictions, if any, on the objects and powers of the company; and
(b) if the company has a share capital,
(i) no subscriber of the memorandum may take less than one share, and
(ii) each subscriber must indicate opposite to his name the number of shares he takes, together with his address.
Content of memorandum
A Subject to Sections 10, 11 and 12, the memorandum may set out any provisions permitted by this Act or by law to be set out in the articles of the company.
Signatures
The memorandum must be signed by each subscriber in the presence of at least one witness, who must attest the signature.
Alteration of conditions
A company may not alter the provisions contained in its memorandum, except in the cases and in the mode and to the extent for which express provision is made in the Nova Scotia Business Corporation Act.
Nova Scotia Online Incorporation Service. Incorporate Today in Nova Scotia
Nova Scotia Incorporation $199 plus Govt fees. FREE personalized company minute book and Lifetime corporate maintenance. Business Corporations are incorporated in Nova Scotia, according to the provisions of the Nova Scotia Business Corporation Act with the Nova Scotia Corporations Division. Company Formations Canada provides fast and easy Nova Scotia Incorporation Service and provides all the documents your new Nova Scotia corporation will need to stay up-to-date and in compliance with the Nova Scotia Business Corporation Act.
Our Nova Scotia Incorporation Package:
For what our prices include, our prices can’t be matched.
Nova Scotia Incorporation. We incorporate your new business in Nova Scotia, for only $199.99 + government fees. A lawyer usually charges you approximately $ 600.00 to $ 1.200 for the same package. We provide one of the most complete incorporation packages in Nova Scotia and one of the lowest prices. Other incorporation services charge from $ 75 – $ 260 only to file your paperwork, and leave it up to you to figure out how to set up and organize your corporation, hold the organizational meetings and sign the appropriate documents and waivers.
We Offer only one full Nova Scotia incorporation package for only $199.99 and this package includes:
Receipt and review of your incorporation information.
If you choose to incorporate a named company, we conduct a Provincial or NUANS prescreen search of your proposed corporate name and advice you if there are any difficulties with your name.
Preparation and filing of Article of Incorporation.
Personalized ByLaws
Personalized Company Minute Book
Organizational Resolutions
Register of Directors
The resignation of Director Form
Appointment of Corporate Officers
The resignation of Officer Form
Subscription of Shares
Share Certificate
Register of Shareholders
Consent and waiver for allotment of shares
Directors’ resolutions approving the allotment of shares
Consent and waiver for transfer of shares.
Shares Transfer Form
Directors’ Resolutions Approving Transfer of Shares
Bylaws
Notice of Organizational Meeting of Incorporators and Directors
Waiver of Notice of Meeting of Incorporators and Directors
Minutes of Organizational Meeting of Board of Directors
Waiver of Notice First Meeting of Shareholders
Minutes First Meeting of Shareholders
Notice to Directors of Regular Board Meeting
Minutes Shareholders Annual Meeting
Minutes Regular Board Meeting
Provincial-specific startup checklist
