Services for new company formation in Canada

Basic Package

499 USD

  • Legal Support
  • Company name reservation
  • NUANS report where applicable
  • Company formation
  • Remote registration
  • Certificate of Incorporation
  • Articles of Incorporation
  • Initial corporate filling
  • Government fees included
  • Due Diligence of shareholders

Advanced Package

999 USD

  • Legal Support
  • Company name reservation
  • NUANS report where applicable
  • Company formation
  • Remote registration
  • Certificate of Incorporation
  • Articles of Incorporation
  • Initial corporate filling
  • Government fees included
  • Due Diligence of shareholders
  • Registered office address for 1 year
  • Minute Book (Corporate records package)

VIP Package

2999 USD

  • Legal Support
  • Company name reservation
  • NUANS report where applicable
  • Fast track company formation within 1 day
  • Remote registration
  • Certificate of Incorporation
  • Articles of Association
  • Initial corporate filling
  • Government fees included
  • Due Diligence of shareholders
  • Registered office address for 1 year with mail handling
  • Minute Book (Corporate records package)
  • Corporate Bank Account
  • Certified initial and corporate documents

Robert Soerd

Legal Advisor

Additional services for registered company in Canada

Federal vs Provincial Corporation in Canada

Canada offers two distinct methods of forming a corporation, and the method of incorporation selected will be dependent upon the nature of the operation (one province versus multiple provinces), the level of protection required for the company name, and whether the company wants to establish a single point of contact and/or avoid potential friction points (such as having to maintain a resident director for a federal corporation).

A federal corporation provides for stronger name protection throughout Canada. However, if the federal corporation carries on business in one or more provinces, it is necessary to register the federal corporation in each of those provinces.

Federal corporations require a resident director. Under Section 105 of the Canada Business Corporations Act (“the Act”), at least 25% of the directors of a federal corporation must be resident Canadians. If the federal corporation has fewer than four directors, then at least one of the directors must be a resident Canadian.

A provincial corporation is formed directly in a particular province (such as Ontario or British Columbia). For many international founders who will be conducting the majority of their operations in one province, this can be more convenient for administrative purposes, especially if the company will be using banking relationships, employing personnel and/or establishing compliance arrangements in one province.

MSB & Regulatory Support (Optional)

Legalaes also provides a practical, execution-focused MSB support stack for fintech, payments, foreign exchange and virtual asset businesses that plan to operate in a regulated capacity in Canada:

View More: MSB License in Canada https://legalaes.com/msb-license-in-canada/

Benefits of incorporation company in Canada

Tax regime overview for company registration in Canada

Canada has a relatively simple corporate tax regime. In most cases, a Canadian company is subject to federal corporate income tax (Part I) and provincial corporate income tax (in addition to the federal tax) on the taxable income of the company in Canada. Therefore, the effective overall rate of tax will depend on the province in which the company conducts its permanent establishment. For non-resident founders, the important distinction is between company-level taxation, dividend withholding and cross-border operating footprint.

Corporate Income Tax (Federal and Provincial)

Corporate Income Tax (Federal and Provincial)

Canadian corporations are generally subject to Part I corporate income tax on taxable income earned in Canada under Canadian tax laws. The federal net corporate tax rate for general active business income is 15%. Each of the provinces in Canada levies additional corporate income tax in addition to the federal tax and the rates vary significantly among the provinces.

General combined corporate tax rates for Canada currently range approximately 23% to 30% (inclusive) depending on the province. Below is an example of the general combined corporate tax rate for Ontario:

Federal 15% + Ontario 11.5% = 26.5%

Please note that there are various special regimes that may be applied in certain circumstances (i.e., CCPC small business deduction, industry-specific rates). Classification of a company is determined by the ownership profile and the nature of the activity.

Dividend Distributions to Non-Residents & Withholding Tax

Dividend Distributions to Non-Residents & Withholding Tax

Generally, dividends paid by a Canadian corporation to a non-resident shareholder are subject to Part XIII withholding tax at 25% unless reduced by an applicable tax treaty. Treaty rates are typically lower than the standard 25% (generally 15%, and in some cases 5%) and depend on the shareholder’s jurisdiction of residence and eligibility.

When considering structuring dividend distributions, founders should consider alternative profit distribution mechanisms (salaries, management fees, intercompany services) to minimize unnecessary withholding or create unwanted tax presence.

Payroll & Founder Compensation (Owner Perspective)

Payroll & Founder Compensation (Owner Perspective)

Where the company hires employees in Canada or pays compensation to founders in Canada, the company will be subject to payroll obligations (income tax withholdings and remittances, and in some cases social security contribution withholdings).

Dependent upon where the founder works (physically) and the terms of their employment, the founder may also be subject to income tax obligations in Canada.

Where a founder travels to Canada or manages the company from Canada, the payroll and income tax implications should be evaluated prior to commencing.

Cross Border Operating Presence (Permanent Establishment)

Cross Border Operating Presence (Permanent Establishment)

An international group’s concern is not solely the tax rate — it is the extent to which they conduct their business in Canada (or in another country). If people, decision-making or revenue generating activity create a taxable presence in Canada (or in another country), reporting and tax obligations may arise.

We evaluate the following factors for international groups: management location, contracting flows, invoicing, employee presence and what banks and partners will expect for credible operational purposes.

Indirect Taxes (GST/HST) Where Applicable

Indirect Taxes (GST/HST) Where Applicable

Some Canadian companies may be required to register for GST/HST and collect and pay indirect tax on taxable sales. An HST (harmonized sales tax) province is Ontario (the commonly cited HST rate is 13%), but the applicability depends on the service type, the place of supply rules and the location of the customer.

Even a “simple” holding or service company will need to be prepared for annual corporate tax returns and financial statements, proper accounting and documentation of shareholder loans, intercompany transactions and director decisions.

Links for regulatory framework related to company registration in Canada

This is the principal federal statute related to the formation and continued existence of a corporation in Canada. The Act prescribes the conditions for forming a corporation, the rights and obligations of shareholders, directors and officers, and the continuing obligations of a corporation including the requirement to maintain a registered office, keep records, make annual returns and hold meetings.

This is the federal government agency responsible for administering the CBCA and maintaining the public record of all federal corporations. This is the first point of contact for all matters related to the incorporation of a federal corporation and the maintenance of a federal corporation.

This is the principal statute relating to Ontario corporations and outlines the basic principles of corporate governance including the rights and obligations of shareholders, directors and officers. This act is relevant to companies formed under the Ontario Business Corporations Act and governs the governance of those companies.

This is the basic statute governing British Columbia corporations and outlines the fundamental principles of corporate governance and the rights and obligations of shareholders, directors and officers. This act is often used for flexible corporate structures and streamlined corporate administration.

This is the statute governing corporations formed in Québec and addresses the fundamental principles of corporate governance including the rights and obligations of shareholders, directors and officers. This statute is relevant to corporations formed in Québec and governs the governance of those corporations.

This is the statute governing corporations formed in Alberta and includes the basic principles of corporate governance including the rights and obligations of shareholders, directors and officers. This statute is relevant to corporations formed in Alberta and governs the governance of those corporations.

This is the primary statute governing anti-money laundering and terrorist financing regulations in Canada and creates obligations for reporting entities (including Money Services Businesses) to implement programs to identify, assess and mitigate money laundering and terrorist financing risks.

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