Getting Ready: How to Prepare Incorporation Documents in Ontario

Oct 19, 2020

Around 95,000 new businesses appear on the Canadian landscape every year. Many of these are in Ontario.

When you start a business in Ontario, you have a few choices to make. One of these is about the business structure. You can decide to operate as a Corporation, Sole Proprietorship or a Partnership.

Some business owners decide to incorporate. Incorporating has many advantages. The process sometimes feels overwhelming for a new business owner, though.

This handy guide to incorporation documents in Ontario can help. With it, you’ll be able to navigate the incorporation process with ease.

Incorporation Documents You Need

To incorporate a business in Ontario, you’ll need to file a few documents.

The first, and most important, is the Articles of Incorporation. You can paper file the Articles of Incorporation directly with the Ontario Government, or use an online service provided such as Opstart to expedite the filing for you.

Submit a NUANS Report

You must submit a NUANS Name Reservation Report as part of your Articles of Incorporation. The only time this doesn’t apply is if your business has a number name.

A NUANS report is available from private name search companies. This report ensures that your business has a unique name. It makes it less likely that you’ll conflict with other businesses with similar names.

The NUANS report cannot be more than 90 days old to be accepted with your submission for incorporation. If the report is older than that, you’ll need to get another one. Also keep in mind that the NUANS report must be Ontario-biased.

Post Incorporation Documents

You’re not quite done with paperwork once you’ve filed your Articles of Incorporation. In fact, there are some post incorporation documents you’ll need to take care of.

In Ontario, the government will issue a Certificate of Incorporation. This is part of your finalized incorporation documents.

Once you have this, you’ll need to take a few more steps. One of these is setting up a minute book. This is a legal binder that includes:

  • A listing of directors, officers, and shareholders
  • Corporate bylaws
  • Shares of the corporation
  • Copies of government forms filed on behalf of the corporation
  • Ledgers
  • Resolutions

It will also hold information about meetings that discuss responsibilities. Examples include shareholder meetings and director meetings.

You might have guessed that you’ll also need to prepare corporate bylaws. These are the internal rules governing how you run the corporation.

You’ll also need to get business licenses for any jurisdiction you plan to operate in. The government will also assign you a business number, which you can use to manage tax accounts with the CRA.

Once you have your business number, you’ll want to consider your needs. You may want to open some, or all, of the following accounts:

  • GST/HST account
  • Payroll Deductions account
  • Import/Export account

All these accounts are important in managing your corporation’s taxation.

Filing Your Initial Return

Finally, you’ll need to file an Initial Return with the government. This is important to maintaining corporate compliance. You must file this within 60 days of receiving your Certificate of Incorporation.

The filing must include the corporate address and mailing address. It also needs to include details, such as the Directors and Officers of the corporation.

Incorporating Federally or Provincially?

This guide goes over incorporating in Ontario. You can also choose to incorporate at the federal level in Canada. 

Federal incorporation may offer better name protection. The biggest benefit is if you plan to operate in many provinces and territories. If you only want to operate in Ontario, then provincial incorporation may be best for you.

Get Expert Advice

If you need help with your incorporation documents, get in touch with the experts.

Having the right team on your side can help you navigate the process with ease.



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Free NUANS Preliminary Search
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