How to Incorporate a Non-Profit in British Columbia
Incorporate a non-profit society in British Columbia under the Societies Act: the constitution and bylaws, the three-director minimum, the name request, and the BC Societies Online filing.
Incorporate in British Columbia: the $30 BC Registries name request, articles, the $350 filing, and the $43.39 annual report, step by step.
Applies in: British Columbia
Incorporating in British Columbia means filing an incorporation application with BC Registries under the British Columbia Business Corporations Act. The company you create is a separate legal person: it can own property, sign contracts, borrow, sue and be sued in its own name, and the shareholders' risk is normally limited to what they put in. The government fees are $30 for a name approval request and $350 for the incorporation itself, and you file online through Corporate Online or the BC Business Registry rather than mailing paper to a ministry. The parts that trip people up are the ones Ontario founders never meet: British Columbia does not use NUANS at all, the incorporation agreement and articles are separate documents from the application, and the annual report is due off the incorporation anniversary, not the fiscal year-end.
Holding companies and shelf companies usually go numbered. A business that will print its name on a storefront usually goes named, because changing the legal name later means a name request plus a $100 name-change filing.
British Columbia checks names itself. You submit a name approval request to BC Registries online and list up to three name choices in order of preference. The examiner works down the list until one choice clears.
Four details matter:
Two documents get drafted before you file, and both live in the company records afterward.
The articles are the company's rulebook: the share structure (the classes of shares and the rights attached to each), any restrictions on transferring shares, how directors are elected, and the rules for meetings and officers. BC Registries publishes a sample set of articles (the Table 1 articles) that most simple one-owner companies adopt with light changes. Benefit companies must also put a benefit provision in the articles, and unlimited liability companies must carry the statutory shareholder-liability statement word for word.
The incorporation agreement is shorter. Each incorporator signs it, and it records:
You do not file the agreement with BC Registries. It goes in the minute book, and the bank may ask to see it when the account is opened.
File online through Corporate Online, or through the BC Business Registry if your company will only need basic filings afterward. The application pulls together the Notice of Articles information:
Pay the $350 fee ($1,000 for an unlimited liability company). What comes back by email or mail: the Certificate of Incorporation, a certified copy of the Incorporation Application, a certified copy of the Notice of Articles, and a cover sheet with the incorporation number and the business number. The CRA business number is assigned as part of the BC incorporation process, so a brand-new BC company does not file a separate application for one.
The certificate makes the company exist. The records make it usable:
Every BC company files an annual report with BC Registries each year, within 2 months of the anniversary of incorporation, for $43.39. You file it in Corporate Online or the BC Business Registry using the access code on the annual report reminder. The report is a registry filing, not a tax return: no financial statements and no meeting minutes go with it. Those stay in the records.
The deadline runs off the incorporation date, which is the trap for founders used to Ontario (six months after fiscal year-end) or Alberta (the month after the anniversary month). Miss one year and the company falls out of good standing; fail to file in each of two consecutive years and the registrar can dissolve the company. Restoration costs $350 and a stack of catch-up filings.
A BC company also holds an annual general meeting in each calendar year under the Act, though all the shareholders entitled to vote can instead pass a unanimous resolution in writing consenting to the business the meeting would have handled. Either way, the paperwork belongs in the minute book.
| Name approval request (named companies only) | $30 |
|---|---|
| Priority name service (optional) | $100 |
| Incorporate a BC limited company | $350 |
| Incorporate a BC unlimited liability company | $1,000 |
| Annual report (every year) | $43.39 |
| Registering an extraprovincial company in British Columbia | $350 |
Fees are the BC Registries government fees when you file directly through Corporate Online or the BC Business Registry. Lawyers, notaries and filing services charge their own fee on top when they submit the paperwork for you.
The BC Registries fee is $350 to incorporate a limited company, plus $30 for the name approval request if you want a word name rather than a numbered company. An unlimited liability company costs $1,000 to incorporate. After that, the annual report costs $43.39 a year. A named limited company therefore costs $380 in government fees on day one, before any lawyer or filing-service charges.
No. British Columbia runs its own name system through BC Registries. You file a name approval request ($30) with up to three name choices, and the registry checks the top choice against names already in use. There is no NUANS report in a BC incorporation. Alberta and Ontario use NUANS; British Columbia does not.
An approved name is reserved for 56 days. You have to finish the incorporation inside that window or file a fresh name request and pay another $30. Standard name processing takes about 7 to 14 days, and priority service costs an extra $100 and targets 1 to 2 business days.
Three pieces: the articles, which set the rules for the company and its share structure; a signed incorporation agreement, where each incorporator agrees to take shares; and the incorporation application itself, which carries the Notice of Articles information: the company name or number, the registered office and records office addresses in British Columbia, the directors, and the share structure. The agreement is not filed with the registry. It stays in the company records.
No. The British Columbia Business Corporations Act sets no Canadian-residency requirement for directors, and a private BC company needs only one director. That is one of the practical differences from federal incorporation, where at least 25% of directors must be resident Canadians. The registered office and records office do have to be in British Columbia.
Both must be addresses in British Columbia where documents can be delivered during business hours, and for most small companies they are the same address. The registered office is the company's official address on the public record. The records office is where the corporate records physically sit: the minute book, the central securities register, and the transparency register. Banks and buyers ask for those records, so the records office address has to be a place where someone can actually produce them.
BC Registries sends the Certificate of Incorporation, a certified copy of the Incorporation Application, a certified copy of the Notice of Articles, and a cover sheet showing the incorporation number and the federal business number, which is assigned as part of the BC process. Keep all of it in the minute book. The bank will ask for the certificate when you open the business account.
Every BC company files an annual report with BC Registries each year, within 2 months of the anniversary of its incorporation, and pays $43.39. It confirms the company is still active and its information is current. It is not a tax return. If a company fails to file its annual report in each of two consecutive years, the registrar can dissolve it, and restoring a dissolved company costs another $350.
Yes, if the federal corporation carries on business in British Columbia. It registers as an extraprovincial company with BC Registries ($350) and then files the BC annual report ($43.39) on top of the $12 federal annual return. A company incorporated in Alberta, Saskatchewan or Manitoba may register in British Columbia with the registry filing fee waived under the New West Partnership Trade Agreement (a name request, where one is required, still costs $30), but a federal corporation pays the standard fee.
No. A name approved by BC Registries is approved for British Columbia. Another province can have a company with the same or a similar name, and your BC approval gives you no standing there. Federal incorporation gives Canada-wide name protection instead, and a federal trademark is the separate filing that protects a brand name as an asset.