Congratulations on deciding to incorporate your business in Ontario! Incorporation offers numerous benefits, including limited liability and enhanced credibility. However, navigating the process can seem daunting. This comprehensive checklist will guide you through each step:
Pre-Incorporation:
1. Business Name Selection and Availability Check:
Choose a unique and available name for your corporation.
Conduct a NUANS name search to ensure the name isn’t already in use.
Consider reserving your desired name if needed.
2. Understand the Incorporation Route:
You can incorporate provincially under the Ontario Business Corporations Act (OBCA) or federally under the Canada Business Corporations Act (CBCA). Each has its own set of rules and benefits. Research to determine which option best suits your business goals.
3. Gather Necessary Information: Compile details such as:
- Shareholders’ names and addresses
Number and types of shares to be issued
Initial directors and their contact information
Registered office address (physical location within Ontario)
4. Consider Seeking Professional Help:
While incorporating can be done independently, consulting with a company like CFS Canada specializing in business law can ensure a smooth and compliant process.
5. Incorporation Process:
Prepare and File Articles of Incorporation: This document outlines the corporation’s fundamental details, including name, share structure, and initial directors. You can file online through the Ontario Business Registry or submit paper forms.
6. Post-Incorporation:
Adopt Corporate By-Laws: These internal rules govern the corporation’s operations, shareholder rights, and director duties. Consider using a lawyer to draft customized by-laws.
7. Hold Organizational Meetings:
- Shareholders’ Meeting: Elect the initial board of directors.
Directors’ Meeting: Appoint corporate officers (CEO, CFO, etc.), issue shares, and authorize opening a corporate bank account.
8. Obtain Business Licenses and Permits:
Depending on your industry and location, additional licenses or permits might be required to operate legally. Research and obtain the necessary ones.
9. Register for a Business Number:
This unique identifier is required to open a business bank account and file taxes with the Canada Revenue Agency (CRA).
10. Register for Harmonized Sales Tax (HST):
If your business expects to exceed a specific annual revenue threshold, you’ll need to register for HST and collect sales tax on applicable goods and services.
11. Open a Corporate Bank Account:
Separate your business finances from personal accounts.
12. Maintain Minute Books:
Record the proceedings of all shareholder and director meetings for legal and compliance purposes.
13. File Annual Returns:
Ongoing compliance requires filing annual returns with the Ontario Business Registry.
Additional Considerations:
Tax Implications:
Research how incorporation affects your taxes. Consult with an accountant for guidance.
Ongoing Legal and Accounting Support:
As your business grows, consider retaining legal and accounting professionals to ensure continued compliance and address complex issues.
Remember: This checklist provides a general overview. Specific requirements and procedures may vary depending on your unique business circumstances.
Empower Your Business Journey with Ontario Incorporation Service.
