Incorporating a Business in Canada Checklist

Incorporating a business in Canada starts with one decision — federal or provincial — then runs the same order everywhere: name, articles, filing, records, annual return.

Applies in: CA

The short answer

Incorporation in Canada is one decision followed by one sequence. The decision is federal or provincial: a federal corporation is incorporated with Corporations Canada under the Canada Business Corporations Act, and a provincial corporation is incorporated with a single province's registry. The sequence after the decision is the same everywhere — choose named or numbered, clear the name, prepare the articles, file, build the records, and calendar the annual filing. Items 1 and 2 apply to everyone. Items 3 to 5 each apply to one route: follow the one that matches your decision and skip the rest. Item 6 applies to every corporation. Each item names the live guide it rests on. Nothing here adds a new rule, and no fees are stated here; the route guides carry the fees.

1. Decide federal or provincial before anything is filed

Done when: one route is chosen, and the guide for that route is the one you are working from.

The federal-versus-provincial comparison guide sets out the comparison in one table, walks both routes step by step, and names the three decisions that actually matter. Corporations Canada's how-to-incorporate page describes the federal route as a five-step process: name the corporation, create the articles of incorporation, establish the initial registered office address and first board of directors, file information on your individuals with significant control, and submit and pay the fee. A provincial incorporation skips the federal layer and files only with the province. Do not start a name search until this decision is made — the search you need depends on the route.

2. Choose named or numbered, then clear the name the route's way

Done when: the corporation is either numbered, or its word name has cleared the search or approval the route requires.

Every route guide on this site opens with the same fork. The Alberta guide's step 1 is choosing named or numbered, and its step 2 is the Alberta NUANS report, for named corporations only. The British Columbia guide's step 1 is the same choice, and its step 2 is requesting the name approval. The Ontario guide's step 1 is the same choice, and its step 2 is the Ontario-biased NUANS. The name step is route-specific: a NUANS report bought for one registry is not the name approval another registry asks for.

3. Federal route: articles, registered office and directors, control information, submit

Done when: the five Corporations Canada steps are complete and the certificate of incorporation is in hand.

This item applies only to a federal incorporation. Corporations Canada's five steps, in order: name the corporation; create the articles of incorporation; establish the initial registered office address and first board of directors; file information on the corporation's individuals with significant control; and submit and pay the fee. The comparison guide's federal section walks the same route, and its after-incorporation section covers what a federal corporation still owes the provinces it operates in — federal incorporation does not replace provincial registration where the corporation carries on business.

4. Alberta route: filing package, registry agent, minute book

Done when: the filing package is built, the incorporation is filed through a registry agent, and the minute book is set up.

This item applies only in Alberta. The Alberta guide covers choosing named or numbered, the Alberta NUANS report for a named corporation, building the filing package, filing through a registry agent, setting up the minute book, and calendaring the annual return — along with a section on when Alberta is not the right registry for the business.

5. British Columbia and Ontario routes: articles in, records built, annual filing calendared

Done when: the incorporation application or articles are filed in the province's system, the records are built, and the annual filing date is on the calendar.

This item applies only in British Columbia or Ontario. The British Columbia guide covers choosing named or numbered, requesting the name approval, preparing the articles and the incorporation agreement, filing the incorporation application, building the records before spending money, and calendaring the annual report. The Ontario guide covers choosing named or numbered, the Ontario-biased NUANS, drafting the articles of incorporation, filing in the Ontario Business Registry, building the minute book, calendaring the annual return, and the filings that follow the filing: the initial return, the notice of change, and the annual return.

6. Everywhere: keep the federal and provincial layers separate after incorporation

Done when: the corporation's annual filing is calendared with the registry that incorporated it, and any provincial registration the route requires is on the same calendar.

This item applies to every corporation. The comparison guide's closing section covers what happens after you incorporate on either route. The recurring error this item exists to prevent is treating incorporation as the last filing: each route has an annual return or annual report, a federal corporation also has provincial registrations to maintain where it carries on business, and an Ontario corporation has the initial return and notices of change on top of the annual return. One calendar, one entry per registry, set at incorporation.

What the opened pages do not state

This checklist states no incorporation fees, name-search prices, or processing times. Those figures differ by registry — Corporations Canada federally, a registry agent in Alberta, and the provincial systems in British Columbia and Ontario — and they change on government schedules, so they are left to the linked route guides and the registries' own pages. The checklist also covers only the three provincial routes with a dedicated incorporation guide on this site; other provinces' incorporation steps are not summarized here, and the comparison guide is the starting point for a route this checklist does not walk.

Related guides:

Incorporating a business in Canada, in order

  1. Decide federal or provincial firstCorporations Canada describes federal incorporation as a five-step process; a provincial incorporation is filed with one province's registry
  2. Choose a named or numbered corporationA word name needs a name search or approval; a numbered name is assigned by the registry
  3. Prepare the articlesFederal articles are created with Corporations Canada; Alberta, British Columbia, and Ontario each have their own articles step
  4. File with the registry that matches the decisionFederal filings go to Corporations Canada; provincial filings go to the province's registry or, in Alberta, a registry agent
  5. Build the records: minute book or central securities registerThe records work starts at incorporation, not at the first tax filing
  6. Calendar the annual filingAn annual return in Alberta and Ontario, an annual report in British Columbia, and an annual return for a federal corporation

Questions people ask

Should I incorporate federally or provincially?

That is the first decision, and this site has a dedicated comparison guide for it. The federal route is run by Corporations Canada, which describes incorporating a business federally as a five-step process: name the corporation, create the articles of incorporation, establish the initial registered office address and first board of directors, file information on individuals with significant control, and submit and pay the fee. The provincial route files with one province's registry instead. The comparison guide on this site sets out the two routes step by step and the three decisions that actually matter; work it before filing anywhere.

Do I need a name search to incorporate?

For a word name, yes; for a numbered corporation, no. In Alberta, the guide's step 2 is the Alberta NUANS report, for named corporations only. In Ontario, the equivalent step is the Ontario-biased NUANS. In British Columbia, the step is a name approval request rather than a NUANS report. A numbered corporation skips the search in all three provinces because the registry assigns the number as the name.

Where do I actually file the incorporation?

With the registry that matches the route you chose in item 1. A federal incorporation is filed with Corporations Canada. An Alberta incorporation is filed through a registry agent — the Alberta guide is built around that walkthrough. A British Columbia incorporation application is filed under the Business Corporations Act process the BC guide walks through, and an Ontario incorporation is filed in the Ontario Business Registry.

What records do I have to set up after incorporating?

The minute book, or your province's equivalent. The Alberta guide's step 5 is setting up the minute book, the Ontario guide's step 5 is building the minute book, and the British Columbia guide's step 5 is building the records before you spend money. All three guides put the records work at incorporation time, because the registers of directors, shareholders, and officers are part of what makes the corporation usable with a bank and an accountant.

What do I have to file every year?

One annual filing, named differently by registry. The Alberta guide calendars the annual return, the Ontario guide calendars the annual return (and separates it from the initial return and the notice of change), and the British Columbia guide calendars the annual report. A federal corporation also files an annual return with Corporations Canada. Missing the annual filing is how corporations get dissolved for non-compliance, so the date goes on the calendar at incorporation.

Does this checklist state incorporation fees?

No. Filing fees differ by registry and change on government schedules, and the provincial guides on this site carry the fee detail for their own route. This checklist states no fee figures at all; check the current fee in the guide for the route you chose, and on the registry's own page, before you file.

Sources

  • Corporations Canada, How to incorporate a business — the five-step federal incorporation process: name the corporation, create the articles of incorporation, establish the initial registered office address and first board of directors, file information on individuals with significant control, and submit and pay the fee, behind items 1 and 3.

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