LawDepot’s template takes the guesswork out of the incorporation process. Our questionnaire walks you through each step and asks you to provide the necessary information. We’ll ensure that you meet all requirements to incorporate your business.
The steps to incorporate federally are as follows:
Step 1: Name and describe your corporation
Choose a name to identify your corporation legally. Your corporation’s name should be three things:
- Distinctive: it should contain a unique element that differentiates the corporation from others
- Descriptive: it should describe what the corporation does or is
- Legal: there must be a legal suffix at the end (e.g., Ltd., Inc. or Corp.)
Aside from the legalities, there are marketing and trademark advantages to a distinctive and descriptive name. At a minimum, the name MUST end with one of the suffixes and not use any words or expressions prohibited by regulation.
To be distinctive, it’s common for businesses to make up words. For example, they may take two descriptive words, smash them together, and create something uniquely new. If you use an acronym or a made-up word, our questionnaire asks you to explain the meaning behind the distinctive element.
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To confirm that the name you selected isn’t already in use, you need to obtain a Federal NUANS report.
Get your report through LawDepot! Once it’s confirmed to be unique, the NUANS report will reserve your proposed name for 90 days.
If the name you choose is already registered, your proposed name will be rejected. In this case, LawDepot asks you to either choose a new name, select to have a Numbered Corporation, or cancel your incorporation filing.
We won’t charge you for the incorporation filing until it passes the NUANS search and you give your approval. However, the NUANS search fee is non-refundable and there’s a new fee for every NUANS search you request. |
Alternatively, you can choose to use a number as a name for your corporation. If you choose this option, the Corporate Registry will assign you a number. The name of a numbered corporation will consist of three parts:
- An assigned number, i.e. 1111111.
- The word “Canada"
- Your choice of suffix (e.g., Ltd., Inc., or Corp.)
In the above example, the name of the Numbered Corporation is 1111111 Canada Ltd.
If you choose to name your corporation later, your incorporated name is valid across Canada.
Our questionnaire also asks you to describe your business purpose, the types of customers you wish to attract, and any similar names or trademarks you’ve registered.
Step 2: Provide a registered office address
The corporation's registered office address should be a property located in Canada that can receive legal notices and documents. The registered office address cannot be a P.O. box.
Name a person for LawDepot staff, registry agents, or the Canadian Government to contact if more information is needed to complete the incorporation process.
Then it's time to select your directors. The company’s shareholders should meet to elect at least one director to conduct the company’s affairs. All your directors must be adults, and at least one-quarter of them must be Canadian residents. However, if a corporation has fewer than four directors, at least one director must be a Canadian resident.
The directors may also appoint officers (such as a president, treasurer, and secretary) to be in charge of specific management functions.
Step 4: Designate shares and obtain a Corporate Minute Book
Next, consider how your company will issue shares to its shareholders. Most corporations have one type (or class) of share. However, it’s possible to issue different types of shares with different voting rights. This practice allows the owners to attract investment without diluting the voting strength of their shares. As a result, the owners can keep control of the corporation’s management.
You’ll need to decide on an initial price for each share, and the number of different share classes (class A, B, and C) your company will start with. Lastly, you must name the company shareholders and the number of shares that each person owns. This information is part of your company Minute Book.
You need a Minute Book to meet legal requirements and run your corporation effectively.
Add a Minute Book to your LawDepot Incorporation to organize ownership percentages, annual returns, details of directors, and company resolutions.
Step 5: Register corporate accounts as needed
Depending on your business, you may need to register for:
- GST or HST if you generate over $ 30,000 in annual sales
- A payroll account when you have employees
- An import/export licence when importing or exporting goods to or from Canada
- Provincial sales tax may be required in a province where you sell most of your products/services in
- A Workers’ Compensation Account (this is mandatory for construction businesses in Ontario, even if you have no employees)
If you're unsure which accounts you'll need, consider speaking to a corporate accountant or lawyer.
Reminder, once your federal incorporation is complete, legislation requires you to register the business at least in your home province or territory. This allows you to conduct business under your newly incorporated company name in the jurisdictions you need. If the registered office address for your future federal corporation is in Ontario, we can register it for you at the same time!
To register your federal corporation provincially, check local government websites for more information.
