Agenda Getting Started Pro's

Agenda• Getting Started• Pro’s & Con’s of Incorporating a Business• Who May Incorporate • Number of Directors and Officers • Selection of a Corporate Name • Named Corporations • Numbered Corporations • Named versus Numbered Corporations • Place of Incorporation • Required Documents (Filings) to Incorporate Registered

Agents • Organizing the Corporation

Getting Started• Before proceeding with the incorporation of

your business, we suggest you review the information that answers many frequently asked questions. This information may help you better understand and save time with the incorporation of your business.

Pro’s and Con’s of Incorporating a Business

• Pros– Limited Liability.– Perpetual Existence– Capital Acquisition– Tax Advantages.– Credibility and Prestige

• Cons– Start-Up Costs. – Maintaining of Corporate

Records. – Double Taxation.

Who May Incorporate• Many independent professionals, in many provinces, as

of just recently, may now incorporate. Note the emphasis on many provinces – this is because each province has its own Corporations Act and they can vary widely in the application of their guidelines and regulations. As well many professions have their own provincial licensing body setting out additional rules, regulations, process and forms specifying the procedures for incorporation for a member of that profession in that particular province.

Regulated versus Non-regulated

Number of Directors and Officers

• While most jurisdictions require a corporation to have at least one director, you may elect to have many directors.

• Most jurisdictions require that there be certain officers' positions such as President, Secretary and Treasurer. However, the same person may fill these positions.

Selection of a Corporate Name

• Every corporation must have an acceptable name at the time of their incorporation because the corporation will then exercise its rights and carry out its obligations under this name.

Named Corporations• must conform with a number of statutory requirements.• choose a name that both accurately describes your

business and is as specific and distinct as possible.• you are prohibited from using a corporate name which

is either identical or deceptively similar to one that is already used by another corporation in your jurisdiction

• you may decide to take over an existing sole proprietorship or partnership, which has a name that is either identical or similar to your corporation's proposed name.

Numbered Corporations• To speed up the incorporating

process and to permit immediate delivery of the Articles of Incorporation, a corporation can, be assigned a number as its corporate name. The corporation may then register a trade name and be known to its customers as doing business under the trade name.

Named vs. Numbered Corporations

• Even though using a numbered corporation is advantageous since it avoids the delays and expense involved in searching and reserving a corporate name, it is not suited to everyone's needs.

• In particular, a numbered corporation is not informative in that it does not describe the business in any way.

Place of IncorporationFederal vs. Provincial Corporations?• The question as to whether you should

incorporate your business also involves deciding whether your business should be incorporated under the federal laws of Canada (i.e., a federally chartered corporation) or under the laws of one of the provinces of Canada (i.e., a provincially chartered corporation).

Required Documents (Filings) to Incorporate

• Most jurisdictions require the filing of Articles of Incorporation and the statutory government incorporation fees. The Articles of Incorporation will be prepared by CA4IP.ca following your filling out our order form. The government fees vary depending on the jurisdiction of your corporation.

Registered Agents• A registered agent, such as CA4IP.ca, acts as a

registered address of the corporation in the province or other jurisdiction of incorporation. The registered agent provides a registered address for the receipt of service of government filings (and in certain cases legal papers) and acts as a local contact for government agencies. The registered agent forwards any such documents and correspondence to the corporation.

Organizing the Corp.• All of the required steps to organize your

corporation will have been performed by the time you have received your corporation's Articles of Incorporation, its minute book and all other required documentation (corporation's by-laws, organization resolutions etc.) from CA4IP.ca. The remaining task will be for you, and the other directors, and shareholders, if any, to sign the relevant resolutions, share certificates, minutes and other documents. All such documents will clearly indicate where each person must sign.