The Online Incorporation Process
By incorporating your business online, you can conveniently access your incorporation paperwork from a computer, tablet, or mobile phone. It’s considerably quicker and less expensive than sending your forms or documents by courier, mail, fax, or in person and you get the option to add products or services, as well as other documents while you register.
How Long Does it Take to Incorporate a Business?
Filing timelines vary according to the provincial or federal government processing times. Depending where you incorporate, it can be anywhere from a few days to a few weeks to complete your registration.
Also keep in mind that numbered corporations tend to file quicker, whereas named corporations are subject to corporate name approval and may take longer depending on the results.
Do I Need to Hire a Lawyer?
You do not need a lawyer to incorporate your business. Whether you decide to hire a lawyer depends on your preference and business situation. Consulting a lawyer may be helpful should you require additional advice on your business’s legal structure or tax saving goals.
How Much Does Incorporation Cost?
- LawDepot’s Standard Incorporation Service Fee: $79-$99
- Government Fee: varies by province
- Name Search: varies by province
Incorporation Documents and Supplies
Articles of Incorporation is the set of documents completed by the business owner or incorporator and sent to the government for registration. It includes the corporation’s mission, business restrictions, number of directors, its share structure, restrictions on share transfers, and business activities. You will require this document to incorporate your business.
A share certificate is a legal document representing the number of shares in a corporation that a shareholder owns. It will state both the class of shares and the number of shares in that class.
A minute book is a binder which stores all the records of a corporation, including articles of incorporation, corporate bylaws, director/officer consents, share subscriptions, shareholder or director resolutions, minutes from directors’ and shareholders’ meetings, share certificates, tax filings, and other corporate documents. It allows a corporation to keep an accurate record of the company’s history. Some banks prefer corporations to have a minute book as it helps to confirm the legitimacy of the business.
You can choose to have a physical copy of your minute book shipped to you as part of your online incorporation package.
A corporate seal is used to emboss or press a corporate name into formal documents. It is used on the corporation’s share certificates and alongside the officers’ signatures on contracts.
Corporate Bylaws
This document contains the rules that govern the internal management of a corporation. It will provide the types and responsibilities of officers, procedures for resolution, how to make amendments, process for calling director and shareholder meetings, appointing officers, banking requirements, voting requirements, and more.
Business Number
A business number is the nine digit number the government assigns to a business to identify it once the Canadian Revenue Agency (CRA) creates a corporation account for the business.
Corporate Services (Alberta & Ontario)
Initial Return
In Ontario, a newly formed corporation must file an initial return within 60 days of its incorporation date. You can request this service as part of LawDepot's Ontario Incorporation package.
Annual Return
All corporations should complete an annual return with the government each year within 60 days of the corporation’s anniversary date.
Changing Corporate Address or Directors
The government also requires notice when there is a change of corporate address, and change of directors within a specific timeframe depending on the province.
Naming Your Business
Choosing a name for your business can be an exciting and creative process.
There are three parts to consider when choosing a corporate name:
- Distinctive element, such as a location or name (e.g. Boston, Corus, McCain). It cannot refer to the quality of the product or service (e.g. fast).
- Descriptive industry term that suggests the nature of your business, or describes what the business does (e.g. pizza, entertainment, foods)
- Legal suffix at the end (Ltd., Inc., Corp., Limited, Corporation, Incorporation).
Examples: Boston Pizza Inc., Corus Entertainment Inc., McCain Foods Limited
Other naming tips to follow:
- Make it unique. In order to incorporate, your name must pass a corporate name search and be approved by the federal or provincial government. To increase the chances of your name being approved, you must combine the distinct elements mentioned above.
- Do your research. Conduct research in your industry prior to submitting a corporate name. Make sure it’s not too similar to another business, individual, or term where it might cause confusion.
- Avoid using words that might wrongfully imply your company is associated with the government or royalty. Some examples are: association, RCMP, co-op or co-operation, parliament, bureau, certified, ministry, secretariat).
- Avoid profanity and misleading terms. terms that contain profanity or do not properly represent your business should not be used as your business name.
- Try not to limit your name. As an example, limiting your business name to a particular geographical location is not recommended.
Corporate Name Search, Approval, and Protection
NUANS Name Search Report
When an individual requests a NUANS (Newly Updated Automated Name Search) report, the proposed corporate name is run through an automated computer search database to determine if the proposed title is already trademarked or in use by another corporation. In order to incorporate a business, the corporate name being registered must be unique.
The best way to make sure the name you want is not already active is to perform an official search through a NUANS report. The official search is accurate and can be used when filing for incorporation.
You can submit up to three corporate names in a NUANS search. If the name you have chosen is already in use by or too similar to a federal business or corporation in your province of business, your choice will be turned down and you must choose another name.
Trademarks and Trade Names
In Canada, a trademark is a word, phrase, symbol or distinguishing mark that is used to identify your company. When registered with the government, a trademark can be used exclusively by your corporation (e.g. "You’re Richer Than You Think", the catch-phrase for The Bank of Nova Scotia, also known as Scotiabank). A corporate name is not a trademark.
A business can also have what is referred to as an unregistered trademark, which gives them some regional rights but does not protect their usage across Canada.
A trade name is the name under which you conduct your business or do business as (DBA) (e.g. MacDonald’s instead of MacDonald’s Corporation). However, it is not something that is protected officially. It is typically used for promotional purposes and is the name used on signs, the internet, and advertisements.
What if my corporate name is rejected?
If your NUANS report returns and your name has not been approved, we will do one of the following based on your wishes:
- Ask you to submit another name to be searched
- File Articles under a numbered corporation
- Cancel your incorporation filing