In order to incorporate a company in Canada, there are a number of steps and requirements that are needed to ensure legal compliance. Those steps and requirements are as follows:
- choose the jurisdiction for registration (federal or provincial);
- prepare and file articles of incorporation;
- define the organization’s capital structure;
- create all the necessary organization and foundational resolutions, including drafting the initial corporation by-laws;
- establish the initial registered office address;
- establish a board of directors (note: in Canada, the board needs to be comprised of at least 25% resident Canadians; there are solutions for organizations who cannot meet this requirement);
- draft a unanimous shareholder agreement/declaration restricting powers of the board, if applicable;
- prepare an Investment Canada (Canada’s foreign trade regulator) report regarding non-resident formation of a Canadian corporation obtaining a no-action letter from them;
- correspond with the Canada Revenue Agency to complete all necessary application steps to obtain a Business Number, which is used in all federal accounts (income tax registration, Harmonized Sales Tax Registration, Employment Insurance payroll deductions, Canada Pension Plan deductions);
- register with the Workplace Safety and Insurance Board (the “WSIB”), unless otherwise exempted (this would need to be discussed further);
- correspond with a Canadian bank regarding the satisfaction of “know-your-client” obligations and account opening procedures; and
- register trademarks or other intellectual property protections, where applicable.
Our firm has established a relationship with experts in the above business law requirements and will coordinate the work with completion included in the quoted project budget.