How to Register a Business in Ontario, Canada

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Are you looking to expand your business in Ontario? Then this article is for you. Ontario is considered the best place to start a business in Canada due to its proximity to major markets in the United States. Being located in Toronto, the largest and most diverse city in Canada, Ontario benefits from Toronto’s economy which is driven by several industries in technology, manufacturing, and finance.

Whether you are a new or an established entrepreneur looking to venture into Ontario, there are seamless processes that can help you launch your business smoothly. This guide will explore everything you need to know about registering a company in Ontario.

Which company structures can you register in Ontario?

There are four primary business structures an entrepreneur can choose from to incorporate in Ontario. They are:

•  Sole proprietorship
•  Corporations
•  Partnership (general, limited, limited liability)
•  Cooperatives

Sole proprietorship

In this business structure, the business owner is responsible for operating and paying taxes. The business’s income is incorporated to the owner’s income meaning taxes are paid through personal income.  This structure exposes you to the most risk as the owners’ assets can be seized in case of loan default or to settle any legal claim.

Corporations

In Ontario, a corporation’s business structure offers limited liability. Like limited liability companies (LLCs) in other countries, a corporation is a separate legal entity from the business owner and directors. Meaning it pays its taxes, can take loans, buy assets, and equipment.

In Ontario, you can incorporate a corporation provincially or federally.

Partnership

In Ontario, there are three types of partnerships:

• General partnership
• Limited partnership
• Limited liability partnership

General partnership: This business is started to generate profit. Partners come together and form an agreement in either writing, orally, or “implied by action’. ‘Implied by action’ means that the conduct of the partners, along with the context of their joint agreement, implies a mutual desire to engage in a business venture to generate profit. 

Limited partnership: This has the same objective as the general partnership; however, it provides two different types of partners i.e. general partners and limited partners. General partners are responsible for the daily operations of the partnership, while limited partners are responsible for investing or contributing property to the partnership.

In terms of liability, a limited partnership is liable for the amount of capital invested in the partnership.

Limited liability partnership: An LLP is a business structure that operates as a limited partnership; however, it is permitted to persons who carry on a profession recognised by law.

• Permission to establish an LLP cannot be implied based on the Act’s silence on the matter.
• The body that governs the professional order has to require the maintenance of liability insurance.

How to register a corporation in Ontario

Choose a name for your business

Choose a distinct business name for your business either a numbered or a word name. A numbered name may be new to foreign entrepreneurs which consists of a unique number that is assigned by Corporations Canada (for instance, 87654321 Inc.). In contrast, a word name may incorporate letters, symbols, and numbers. It is essential that your proposed name is distinctive and does not create confusion with existing names or trademarks. Additionally, the name must not include any prohibited terms.

A corporate word name comprises three essential components:

1. Distinctive element: The name should be original, creative, and unique, differentiating it from other corporations.
2. Descriptive element: This component reflects the nature of your business or industry.
3. Legal element: This indicates the legal status of your company, typically represented by terms such as “Corp.,” “Inc.,” or “Ltd.”

At the time of incorporating a business with a word name, it is necessary to obtain and submit a NUANS report to Corporations Canada. The NUANS (Newly Upgraded Automated Name Search) report conducts a name search against Canadian databases, registries, trademarks, and other existing corporate names. This process ensures that your selected name is distinct from any registered entities in Canada, including those incorporated at the provincial level.

Create your articles of incorporation

This document is submitted to either provincial or federal authorities in Canada once the company is established.

The ability to customise the Articles of Incorporation provides the opportunity to address the specific requirements of your business. You may tailor the document to include:

– The distinctive name and branding of your company

– Information regarding share ownership and any transfer limitations

– The number of directors responsible for managing the corporation

– Any particular restrictions or guidelines pertinent to your business

– Additional clauses that align with your company’s unique objectives and aspirations

By meticulously drafting your Articles of Incorporation, you can ensure that your new enterprise is strategically planned and complies with all requisite legal standards.

Establish a registered office address and appoint directors

It is necessary to designate a primary registered office and appoint at least one director, although the appointment of additional directors is permitted. The registered office serves as the official location for the receipt of all company documents. You will also need the names, addresses, and residency of the directors. Furthermore, you must submit information concerning individuals who hold significant control over the corporation, which may encompass shareholders, directors, or officers.

Registration

Once you have gathered all required documents, you may present them to Icon Offices, where we will guide you through the online incorporation process for your company. Following the approval of your company application, we will provide you with the following items:  

• Certificate of Incorporation  
• Articles of Incorporation  
• Initial Registered Office Address and First Board of Directors  
• Corporate Information Sheet  
• Extra-provincial Registration (if applicable)

Once your company is incorporated, an Ontario Business Number (BN) will automatically be generated. As soon as your company is incorporated, it will be issued to you though it might take four business days.

Icon Offices offer corporation registration in Canada at both the federal and provincial levels. Our process is seamless. We handle all the paperwork after you fill in all your company’s information on our website.

We also offer virtual office services that include additional services to assist your business operations. This service is essential for maintaining the privacy of your residential address because it comes with a prestigious and professional business address.

For more information on registering your business in Ontario, contact us at [email protected]