Register a Corporation in Ontario: Online Business Registry
Registering an Ontario corporation is a big first step into getting a legal, proper business on the ground. Once registered as an incorporated company you can enjoy benefits such as limited liability protection and tax efficiency. We always advise to register a corporation in Ontario as it gives you a good credibility with customers and suppliers. Online Business Registry makes it easy and accessible to incorporate your business in Ontario. Follow this tutorial and learn how you can register a standard corporation online.
Understanding the Ontario Incorporation Basics
Before proceeding with registration, you should be aware of what incorporation is and how it can make a difference in your business. Incorporation is a legal process of forming a corporation, a separate legal entity from its owners (shareholders), which can own property, incur debt, and be sued in its name, but offers limited liability protection to its shareholders.
Advantages of Ontario Incorporation
- Limited Liability: The personal assets of the shareholder are protected from the liabilities of the corporation.
- Tax Advantages: A corporation can benefit from reduced tax rates on earnings retained.
- Perpetual Existence: The corporation continues its existence even when the ownership or shareholders change.
- Increased Credibility: Incorporation will make your business seem more stable and credible.
Types of Corporations in Ontario
In Ontario, you can incorporate either an ordinary corporation or a professional corporation.
Ontario Standard Corporation
An Ontario Standard Corporation is a company registered with ServiceOntario under Ontario Business Corporations Act (OBCA). It can legally carry out business activities in Ontario. One of the key benefits of incorporating as an Ontario Standard Corporation is limited liability protection for shareholders and corporation name protection in Ontario.
What are the benefits of Ontario Corporation?
- One of the primary benefits of incorporating is limited liability protection. Shareholders of an Ontario corporation are typically not personally liable for the debts, liabilities, or obligations of the corporation. This means that personal assets of shareholders are generally protected from business-related risks and creditors.
- You can easily make changes in your corporation: change the name, change corporation structure, etc.
- Ontario corporations may benefit from certain tax advantages, including the ability to access the small business deduction rate on active business income, which is lower than the general corporate tax rate.
- The corporation can continue to exist even if shareholders change or pass away.
- Corporations may find it easier to raise capital and attract investments compared to sole proprietorships or partnerships. Investors and lenders may be more willing to invest in a corporation due to its limited liability structure and potential for growth.
Who can Incorporate Ontario Corporation?
- One or more individuals above the age of 18.
- Must have a physical address in Ontario. If you don’t have a local provincial address, we provide registered address and mail scanning service.
- No residency requirement.
Ontario Professional Corporation
An Ontario Professional Corporation (OPC) is a type of business entity that permits certain regulated professionals in the province of Ontario, Canada to incorporate their practice while at the same time maintaining limited liability protection. Specific rules and regulations under the Ontario Business Corporations Act (OBCA) govern these corporations with relevant professional regulatory bodies.
Who can Incorporate professional Corporation?
An Ontario Professional Corporation is relevant for individuals in some controlled professions: physicians, lawyers, chartered accountants, dentists, professional engineers, and other regulated professionals.
What are the benefits for having an Ontario Professional Corporation?
One of the most important benefits that can be gained from the formation of an Ontario Professional Corporation is personal liability protection. Personal assets of the professional corporation are usually protected against business-related liabilities, debts, and legal claims arising from professional services rendered by the corporation. You can easily make changes in your corporation, for example, changing the name, changing the corporation structure, etc. A corporation continues existence despite changes of its shareholders or their death. Corporations have a much easier access to capital and investment than sole proprietorships and partnerships. The reason behind it is that people are always interested in investing more in a corporation due to the limited liability structure and the growth option they offer.
Ontario Non-Profit Organization
Non-Profits in Ontario are usually incorporated under the laws of Ontario, either under the Ontario Corporations Act or the newer Not-for-Profit Corporations Act (ONCA). Not-for-Profit Corporations are regulated differently than ordinary For-Profit corporations. For a Non-Profit, all profits are not distributed to its members, instead put back into the operations of the business. Therefore, a Non-Profit does not have a share capital.
Benefits of the Non-Profit Organization in Ontario
Non-profit organizations in Ontario can get tax exemption or pay no income tax on the surplus income they accumulate. This makes it easier to achieve the charitable or organization community goals. The government can fund nonprofit organizations that are purposefully marked for charity and community organizations. Nonprofit corporations give limited liability protection to directors, officers, and members. This means that the individual members forming the organization are not personally responsible for the obligations and debts of the organization, except as provided for under law.
Requirements for Incorporation:
- Minimum of 3 directors and applicants.
- The directors are not required to be residents of Canada.
- The organization must be non-profitable by nature, for example: social services, education, arts, and culture promotion, health matters, a cause, community issues, among others.
Process of Ontario Corporation Registration
1. Choosing a Name for Your Business
One of the most important steps, after making the decision to incorporate in Ontario, is name selection. It has to be unique and must not clash with already existing names, either registered or trademarked. The name should also be reflective of your brand and easy for people to remember. You can do a name search on the Ontario Business Registry platform to make sure that name is available. In addition, you may also reserve that name with NUANS report for a period while you complete the incorporation process.
2. Drafting the Articles of Incorporation
The Articles of Incorporation are your legal document that brings your corporation into existence. The following information must be included:
- Business Name: Name of your business as chosen by you.
- Address of Registered Office: The address of the registered office of the corporation in Ontario.
- Share Structure: Information related to classes, and the number of shares the corporation is authorized to issue.
- Directors: Names and addresses of the first directors.
Filing the Articles of Incorporation with the Ontario Ministry of Government and Consumer Services is a crucial step to incorporate in Ontario.
3. Appointing Directors and Officers
Appointing directors and officers is an important step of the incorporation process in Ontario. Your directors are responsible for overseeing your corporation’s activities and taking large-scale decisions. On the other hand, officers look into managing day-to-day operations. Be careful to appoint only directors and officers who meet all legal requirements and who will be capable of acting in the best interests of your corporation. Note down their appointment and any changes in the corporate records.
4. Appointing Directors and Officers
A business number (BN) is a unique 9-digit identifier issued by the Canada Revenue Agency (CRA) to businesses. For an Ontario corporation, it is needed to manage taxes, payroll, GST/HST, and other government programs, ensuring compliance with federal and provincial regulations.
5. Registering the CRA Accounts
After you have incorporated in Ontario, register these CRA accounts to operate your business:
- Harmonized Sales Tax (HST): Register for an HST account if your business revenue exceeds 30000 CAD annually.
- Corporate Income Tax: Apply to have a corporate tax account with the Canada Revenue Agency.
- Payroll Deductions: If you have employees, sign up for payroll accounts to remit deductions such as CPP, EI, and income tax.
- Industry-Specific Permits: Depending on the type of your business, you may need additional permits or licenses from municipal, provincial, or federal jurisdictions.
6. Creating Corporate Bylaws
Corporate bylaws: Essential for governance within the corporation. Corporate bylaws outline the rules and procedures for:
- Hold Meetings: Procedures for general annual, special, and board meetings.
- Voting Rights: Instructions for the voting of shareholders and directors.
- Director and Officers: Roles and Responsibilities, Term of Office.
- Shareholder Rights: Rights and liabilities of shareholders, including those relating to the transfer and transmission of shares.
- Conflict Resolution: Processes for settling disagreements within the organization.
Composing all-inclusive and clearly defined bylaws is important in ensuring smooth corporate governance and also reducing any possible conflict.
7. Maintaining Corporate Records
If you’ve incorporated in Ontario, as a business owner you must keep accurate and current corporate records. The following is a list of records:
- Minutes of Meetings: Elaborate records of meetings with shareholders and directors.
- Shareholder Register: A list of all shareholders and the quantity of shares they hold.
- Register of Directors and Officers: Information about current and past directors and officers.
- Financial Statements: Annual financial statements and reports.
Maintaining detailed records ensures conformity with legal and regulatory requirements and supports the smooth operation of a business.
Registering Ontario Corporation Online
1. Visit the Online Business Registry Website
Go to Ontario-Business.ca and navigate to the Corporation Registration section.
2. Fill Out the Online Form
Provide the necessary details for your corporation, including:
- Business Name (if applicable)
- Director Information: Names, addresses, and roles of all directors.
- Registered Office Address: The official address of the corporation.
- Shareholder Information: Details about the corporation’s share structure and initial
3. Submit Your Application and Receive Confirmation
Submit your completed application and pay the applicable registration fee. Online business Registry ensures secure online payment options. Once the payment is completed you will receive an email confirmation of your order. After that our agent will contact you to double check all provided information. You will receive all the registration documents via email.
Common Questions about Incorporating in Ontario
1. How long does it take to incorporate in Ontario online?
It generally takes a couple of business days to incorporate. Online Business registry speeds up the process since it files online. We can incorporate Ontario corporations within 30 minutes only!
2. Can I incorporate my business even if I am not a Canadian citizen?
You can do it, if it is a standard Corporation in Ontario. If it is a Federal Corporation, at least 25% of your directors must be Canadian residents. If you have fewer than four directors, one must be a Canadian resident.
3. What is the difference between a named and numbered corporation?
A named corporation uses a unique business name (e.g., ABC Enterprises Inc.), while a numbered corporation is identified by a number assigned by the government (e.g., 1234567 Ontario Inc.).
4. Do I need a lawyer to incorporate My Business?
It is not required, but certainly in many instances it is wise, especially if the share structure will be anything less than simple. Online Business Registry provides an easy and affordable service for basic incorporations.
5. Once my business is incorporated, what do I need to do?
After incorporating, you will have to manage corporate records, ensure annual returns and meet your tax obligations. Ontario-Business.ca offers management support services for these roles.
Conclusion
Registering a corporation in Ontario has never been easier! With the Online Business Registry, you can complete the entire process and register a business quickly and hassle-free, all from the comfort of your home. Our user-friendly platform guides you step-by-step, from choosing your corporation name to submitting your application, ensuring a smooth and efficient experience. Start your journey to entrepreneurship today—click now to register your Ontario corporation and turn your business dreams into reality!
