A professional corporation is a corporation engaged in providing professional services where a member of a profession governed by its professional body allows its members to practice through a corporation as opposed to a sole proprietorship or partnership. Each professional governing body may have its own set of rules requiring certain formalities to be respected. Below are the typical requirements of professional corporations. However, it is suggested that you contact your governing body before you proceed with the incorporation of a professional corporation.
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Which professions can incorporate a professional corporation?
Legislation typically requires that only those professions that are governed by a professional governing body or association as provided by law can incorporate a professional corporation. Each province has different laws and rules as to which professions have these governing bodies. Generally, professions that can incorporate a professional corporation include: Accountants, Architects, Attorneys, Physicians, Dentists, Veterinarians and Engineers among others.
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Formation and Operation
A professional corporation resembles a business corporation, requiring compliance with corporate law and the rules and regulations of professional licensing bodies. A professional corporation is formed in the same manner as a business corporation, except that it typically has one or several of the following additional limitations, depending on the jurisdiction:
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Liability Issues
A professional corporation offers its shareholders limited liability in certain areas. Generally, a shareholder is liable for the debts and liabilities of the corporation to the extent of his or her investment. Personal assets usually are not at risk. Exceptions include:
Officers, directors, employees, and agents of the corporation may be held personally responsible for liabilities arising out of their services to the corporation. The corporation may indemnify its officers, directors, employees, and agents for costs and expenses incurred as a result of such liabilities. Also, the corporation may buy insurance covering its officers, directors, employees, and agents for liabilities arising out of their services to the corporation. If the business poses a threat of personal injury or property damage, limited liability may be important. However, adequate business insurance is essential to protect the business from overwhelming legal liabilities resulting from personal injury or property damage. |
Period of Existence
A professional corporation has a less stable business life than a business corporation due to the dependence on its members. For example:
To proceed with the incorporation of a professional corporation, click here. |
Showing posts with label incorporation. Show all posts
Showing posts with label incorporation. Show all posts
Wednesday, January 14, 2015
Professional Corporations

Wednesday, December 3, 2014
Post Date Your Incorporation for January 1st 2015
Did you know that you can
choose the incorporation date of your business? Many people choose a specific
date of incorporation for personal or financial reasons. So why not make your
date of incorporation the first day of the year?
Order your business incorporation through CorporationCentre.ca from now until December 29th to request a January 1st 2015 incorporation date. We’ll do the paperwork as you relax during the holidays. Simply make a note in the order comments that you want a January 1st 2015 incorporation date (or any other post-date you’d prefer).
Please see the table below highlighting the jurisdictions that offer “post-dated” incorporations.
Click here for more information and to place your order for your incorporation.
If you have any questions or need help placing your order please call us at 1-866-906-2677.

Tuesday, October 21, 2014
Celebrating Small Business in Canada
This week we celebrate small businesses in Canada during
Small Business Week!
To show our appreciation for entrepreneurship, we’re
offering dollar business incorporations on October 22nd and 23rd.
Incorporate for only one dollar to save your business time and money by letting
us do the paperwork for you!
Small businesses create thousands of jobs every year and
employ over 7 million people nationwide, making them essential to a strong
economy. Incorporating your small business gives you the peace of mind of
limited liability and perpetual existence, and the credibility that comes with
the incorporation status.
Take advantage of this incredible deal we’re offering for
only two days!
Incorporate your business for only $1 by using the
promotional code CC1INC14 in your shopping cart before placing your order.*
*Plus
government fees and optional products and services. Non-profit incorporation is
not included in this offer.

Wednesday, April 30, 2014
For One Day Only We Pay Your Professional Fee!
After weeks of preparation,
the tax season has finally come to a close and we want to celebrate by paying
the professional fee on your next business incorporation.
On May 1st we will cover the cost of the professional fee ($99 value) when you incorporate your business with CorporationCentre.ca.*
Incorporating your business protects you and your shareholders from debt and liabilities associated with your company and can help you save on taxes!
For more information on the advantages of incorporating, click here.
To take advantage of this offer, simply use the Promotional Code CC99INC2014 before submitting your incorporation order. The promotional code is valid on May 1st 2014 only.
Click here to start the order process.
*Plus government fees and optional products and services. Does not include non-profit incorporation.
On May 1st we will cover the cost of the professional fee ($99 value) when you incorporate your business with CorporationCentre.ca.*
Incorporating your business protects you and your shareholders from debt and liabilities associated with your company and can help you save on taxes!
For more information on the advantages of incorporating, click here.
To take advantage of this offer, simply use the Promotional Code CC99INC2014 before submitting your incorporation order. The promotional code is valid on May 1st 2014 only.
Click here to start the order process.
*Plus government fees and optional products and services. Does not include non-profit incorporation.

Wednesday, April 23, 2014
Named vs. Numbered Corporations
Choosing a name for your business can be a tough task. Not only do you need to come up with
something distinctive and original that describes your company, you also have
to make sure that the name isn’t similar to any other named corporation out
there. Each jurisdiction has its own set
of requirements for names and this can lead to a frustrating process. Sometimes your first choice just doesn’t cut
it and you have to go back to the drawing board.

If you’re set on having a named corporation, make sure you
have at least 3 possible options for your name.
Don’t put all your eggs in one basket or the outcome may be very
disappointing! Having variations of your
name submitted allows for a better chance that at least one will be approved
and you’ll avoid the back and forth paperwork, time and expense of
re-submitting names. Stay tuned for our blog post on how to choose a corporate
name, for tips on best practices when coming up with a name that suits your
business AND the legal requirements.
There are positives and negatives to choosing between a
named and numbered corporation and it is dependent upon the objectives of the
business and its shareholders. For the
best outcome, weigh your options carefully and create a plan of attack before
you begin.
For more information, visit our website at www.CorporationCentre.ca !

Wednesday, March 12, 2014
The Nuance of NUANS
Your name can mean
everything. It is what people associate with your brand and it is what will
inevitably define your business in the minds of others. Therefore, it is
imperative that you choose a name for your business that is original and that
will stick in the minds of your target clientele. It is also important that
once you have the perfect name for your business, that you protect it so that
people don’t confuse your business with someone else’s. Below are some of the
finer points of what one can expect when using NUANS (Newly Upgraded Automated
Name Search) for registering or incorporating their business.
Not all provinces are created equal
No matter which province
you live in, you will need to file a name search report. But, depending on
where you live, you may have to file a name search report within your own
province’s database. What NUANS actually refers to is a database for the
following jurisdictions: P.E.I., Nova Scotia, New Brunswick, Ontario and
Alberta, as well as the database of Canadian Federal Corporations. If you are
registering your business in Quebec, for example, you don’t need to conduct a
NUANS report, but you can if you wish. Doing so will give you an insight into
whether or not someone has registered a business with the same, or similar,
name as yours in another province, specifically those included in the NUANS
database.
Don’t forget that no
matter what insight you glean from any name search report that you are
ultimately responsible for ensuring that your company name does not infringe on
any third party rights.
The varied depths of NUANS search
Filing a NUANS report
carries with it a fee to conduct the report. As a cost saving mechanism, it is
possible to conduct a preliminary report at the fraction of the cost of a full
report – a preliminary search costs about $0.23. However, the preliminary
report only eliminates proposed names with exact matches to the names of other
companies. A full NUANS report provides an even greater depth of insight by
reporting company names that may be close, or could even illicit confusion, but
costs significantly more and is required to register your business within the
given jurisdiction. The reason a preliminary report can be beneficial is by
allowing you to quickly ascertain whether or not a certain company name is
available or not without the commitment of a full NUANS report. If you are
satisfied with your company name, and its availability, you can then file for a
full report and register your business.
Ordering a NUANS search report
Although there does
exist a NUANS self-serve website, it is preferable in most cases to obtain your
NUANS search report with the assistance of a NUANS registered member. The
reason for this is that the self-serve website is limited to conducting NUANS
reports for federal corporations. On the other hand, there are a variety of
NUANS registered members available to you that are capable of not only filing
the search report, but also of guiding you through the process of registering
your company.
Please visit CorporationCentre.ca for more information and to order your NUANS Report!

Tuesday, October 29, 2013
Ways to Save On Startup Legal Fees
If you're starting up a business there will come a time when a good
lawyer will be your best friend. However, that doesn't mean you need to utilize
their bill-by-the-minute services for every legal decision you make. There are
ways to avoid legal fees. Consider these options:
Go Boilerplate
If you've ever signed a renter's agreement for an apartment you were
probably using a boilerplate contract. This is a template agreement already
drawn up by a lawyer and is readily accepted by both sides. You might find that
many of business contracts can use boilerplates that are available for free on
many online legal resources sites. These contracts can include:
- Commercial building lease agreements
- Employee contracts
- Vendor agreements
- Non-disclosure agreements
Ask For a Fixed Fee
Much like the boilerplate contracts, there are also boilerplate
services. Filing for a trademark or setting up a corporation are pretty much
routine. The only changes that are made are the names in each of the contracts.
Does this mean you should be paying a lawyer by the hour to get
those papers in order?
Not at all.
Ask around and see if you can find a lawyer to handle those kind of
for a fixed fee. That means whether it takes them two or 20 hours it will only
cost you one price
.
You could also offer stock options in exchange for legal services.
The caution with that is giving away too much for the kind of "simple
work" mentioned above. Your new investors might not be happy about that.
And, if you want to avoid hiring a lawyer for basic corporate
services, consider using a document filing service (like CorporationCentre.ca!)
to submit your paperwork at a much smaller fee than a lawyer may charge.
Part-Time Lawyer
You might find that after your initial start-up filings you don't
need a lawyer all that much. However, you're now stuck paying a hefty monthly retainer
to a law firm. Not a wise move.
Instead, look for a firm that can provide you with a part-time
attorney. This is someone you can talk to once a week for a reduced fee. Save
up your questions and make that weekly meeting count. You can also look into
legal insurance. You pay a small premium in exchange for getting a lawyer only
when you need them. That's a lot less than the big retainer fee.
If you should ever come across a complicated issue with taxes or
find yourself being sued then you don't want to turn that into a DIY legal
matter. Get a good lawyer on your side. For everything else, look for flexible
options from your legal firm.

Wednesday, October 23, 2013
$1 Incorporation Day!
CorporationCentre.ca Small Business Week Celebration 2013
To receive your incorporation for only $1 (reg. $99)*, use the Promotional Code CCINCSBW2013 in your shopping cart before submitting your order. Please begin placing your order here.
CorporationCentre.ca is proud to support small business and entrepreneurship by providing services to help get your business off the ground quickly and efficiently. We give you the support you need to be able to take your business to the next level.
For more information on incorporating your business please visit our website.
*Plus government fees and additional products & services. Canadian incorporation only.

Thursday, August 1, 2013
Things to Consider When Incorporating Your Business
Incorporating your business in Canada can
provide you with a level of protection in terms of liability. It can also show
potential investors that you're serious about handling your business in a
professional manner. Before you enter into the incorporation process there are
many factors you'll want to consider.
Will
I be able to conduct business throughout the country?
If you make your company a federally
incorporated company then you'll be able to conduct business across all of
Canada. On the other hand, a corporation who files under OBCA is restricted to
doing business in Ontario exclusively, unless it obtains additional licenses. Understand
that choosing between a provincial or federal incorporation would depend on the
type of business that you run and your vision for the future.
What
are all the filing requirements?

Where
can I hold my board of director's meetings?
If you are a federal corporation you can hold those
meetings anywhere in Canada. With a provincial corporation those meetings must
be held within your province. These requirements should be spelled out in the
filing papers.
Filing
for incorporation will require you to look ahead to the future of your
business. It might seem less costly to do the minimum amount of legal work for
a "simple" incorporation application. That approach could come back
to haunt you when your business takes off and you look to expand throughout the
country. There will be a lot of effort going into your incorporation filing.
Make sure you explore all your options to ensure the greater potential for
success. In other words, cover all the bases ahead of time and you'll come out
on top!
For more information on incorporation and to place an order to have our experienced paralegals draft articles of incorporation on your behalf, please visit our website at www.CorporationCentre.ca.
For more information on incorporation and to place an order to have our experienced paralegals draft articles of incorporation on your behalf, please visit our website at www.CorporationCentre.ca.

Wednesday, June 12, 2013
Free NUANS Report with Incorporation
Incorporate within 48 hours of ordering a NUANS report to
get your money back on your NUANS with CorporationCentre.ca!
In order for you to register or incorporate your business, a corporate
name search report is required by the Federal and the provincial governments to
determine the availability of a corporate/business name. You need to make sure
that no one else has registered the corporate or business name you would like
to use for your business.
NUANS Reports are required for Canada (Federal), Ontario, Alberta, New
Brunswick, Nova Scotia, and PEI and are an extra cost on top of the fees to
incorporate in these jurisdictions.

After you order your NUANS report for any of the jurisdictions listed
above, we’ll email you a coupon code to get your money back on your NUANS if
you incorporate your business within 48 hours! Simply input the coupon code
before placing your incorporation order on our website and we’ll automatically
refund $25 from your order.
For more information on NUANS Reports and to place your order, please click here.

Tuesday, May 7, 2013
Issuing Shares for Your Corporation
If you are
approaching the phase of your business where incorporation is the next move
then congratulations!
This is a positive step towards expanding your business
and bringing in an infusion of cash.
Every province will
have their own distinct set of rules for articles of incorporation. Some of
these "zones" are more corporation friendly than other regions. No
matter where you land, you'll more than likely be required to write up bylaws,
explain the roles on your board of directors and their responsibilities and
issue stock.
Questions such as:
how many shares should be authorized for an incorporation? Who should be listed
as officers and directors? How many shares should be created?
You'll have to
look at the big picture of your business for the right answer.
Millions of Shares
Every single stock
certificate represents a piece of the company. The owner of that stock is
entitled to a dividend based on the stock's performance and the amount of
stocks they own. A typical offering of common stock could be anywhere between
10 to 15 million shares.
You can break this
down as 8 million shares divided among the founders and 2 million shares for an
option pool. The rest can be held in reserved and released down the road.
Whatever amount you settle on for the initial release you have to stick to the
number.
If you want to
increase the amount of shares available that will have to be put to a vote by
the board of directors and shareholders because they are all now part-owners.
That first number
of shares is also important when you are considering offering them as employee
incentives. In other words, you don't want to give everything away all at once
and you want to make the incentive large enough to attract good talent.
Stocks for the Small Business Owner
Set aside the
headline grabbing IPOs like Facebook or Yahoo. The typical startup can have a
stock price share beginning at around $15. Add them up to 20 million shares and
you've got a $300 million market cap. That would be an extremely successful IPO
launch. It also allows for plenty of buffer room that can prevent stocks from
splitting at the time of the launch.
From a small
business perspective, you can incorporate your company and issue a single share
of stock. Keep in mind that the more shares you do end up issuing the more
you'll pay in corporation filing fees.
Before making that
call, plot out where you see your business in 5, 10 and 20 years from now. If
it's just going to be you and your family running things you might not need to
go big. However, if you're goal is to go global, let your stock offering
reflect that plan.
For more information on shares, articles of incorporation, and how to incorporate your business in Canada, please visit our website.

Tuesday, December 11, 2012
Is Buying a Shelf Company a Good Strategy?
As a startup business owner you might find
yourself overwhelmed by all the new information you need to assimilate. This is
especially true if you have designs incorporating your business and eventually taking
it public. Just because you’re starting a business doesn’t automatically mean
you need a business degree, but it will help to familiarize yourself with the
basics. One business model concept you should be looking into is whether or not
to buy a Shelf Company as part of your business strategy.
So,
what exactly is a Shelf Corporation?

·
Time Saver
Buying a Shelf Corporation allows your
business to get up and running a lot faster. The incorporation process can
often drag on for months. With a Shelf Corporation that work has already been
done. It would be like stepping into a franchise business. All the equipment
and supplies have been purchased; you’re just taking over control.
·
Faster Access to Credit
Many vendors would prefer to do business
with an established corporation. Therefore, a new startup might find obtaining
lines of credit a challenge. An additional hurdle for a new business is being
asked to provide a personal guarantee for loan. That could greatly hinder your
chances to secure immediate financing. A Shelf Corporation can establish the
kind of corporate longevity that can open up a lot more credit possibilities.
·
Instant Credibility
A Shelf Corporation allows your business to
obtain instant credibility. This is important to potential investors. You’re
not fooling anyone because the history of the corporation will be a matter of
record. Instead, you’re stepping up your professional game and establishing
your credentials.
·
Access To Government Contracts
Depending on your business, you might have
the opportunity to do work for the government whether that is a local
municipality or on a national level. These can be a very lucrative asset for
your business. However, some government agencies require a business to be already
be operational for a specific amount of time. You can meet that requirement
with a Shelf Corporation.

Thursday, August 23, 2012
Federal vs. Provincial Incorporation
What's the ideal structure for your new company?
There are two types of incorporation available for new businesses in Canada;
1)
provincial incorporation
2)
and federal incorporation

With provincial incorporation, you can only operate in the
province that you’ve incorporated in. This means that your brand is not
protected outside of your province. This does not restrict you from doing
business with companies in other provinces, however, you won’t be able to
protect your name outside of your province or territory.
There are a couple of downsides to federal incorporation
though.
·
First, federal incorporation involves more
paperwork to be filed every year as required by the Canadian Government and
also provincial filings in the province that you’re registered in.
·
Secondly, federal incorporation costs more. The
fee for filing federal Articles of Incorporation is $200, as well as the
additional fees from name search reports and registering your company in
province. Also, the ongoing paperwork
each year will cost you more than maintaining your provincial incorporation.
If you plan to be a small business - operating locally, it makes no sense to spend the money to do a federal incorporation. However, if you’re a business that has clients across the nation and even in other countries, it would be a good idea to do a federal incorporation. If you’re an ecommerce business, where you don’t need a physical location to do business, you don’t need to be federally incorporated if you’re just operating from one province. You can always be provincially incorporated now and then change to a federal incorporation later as your business grows.

Thursday, July 12, 2012
Why Should You Incorporate Your Company?

1.
Limited Liability
Incorporating your business is really about
protecting your personal assets. Anyone who starts up a business will find it
taking up a major portion of their time but that doesn’t mean you have to
assume a total risk with everything you own. By incorporating your business you
are drawing a clear line between your personal asset and the assets of the
company. That way if anything should go wrong with the company, you’ll still
have your personal property. It’s important to keep those two aspects of your
life separate.
2.
Attracting Investors
When you incorporate your business you’re
also telling potential investors that you’re serious about your company’s
future. That is going to make getting money from investors a lot easier. Any
investor will be taking a risk by giving you capital. You can make them feel
more confident with a professional approach to your business plan through
incorporation.
3.
Tax Issues
Just as incorporating your business will
protect your personal assets it can also help improve your tax filing status.
With a corporation, you have the ability to defer paying taxes to a time during
the fiscal year which will be more beneficial. This also applies when you
accept an income. The goal should be to work with your accountant to find a
proactive way to reduce your tax burden which can ultimately allow you to
reinvest in the business. There are also a wide range of small business tax
deductions which can help you make improvements but they would only apply to a
business that has been incorporated.
4.
Better Client Prospects
If an investor feels better investing in a
corporation then a potential client will also share those feelings of
confidence in your business. Incorporating your business projects a level of
stability to customers. They know they’re not dealing with some “fly-by-night” organization but someone
who is in for the long haul of providing service.
5.
Corporate Legacy
For all practical purposes, a corporation
is a legal entity that can far outlive the lives of its founders. When you can
move your company into the realm of Fortune 500 type of businesses then the
hope is that they’ll be around long after the original board has gone onto
greener pastures. A corporation is about longevity which is exactly what you
should be focused on for your new business.

Wednesday, April 25, 2012
Video Series - Belvada Cosmetics
Belvada Cosmetics - Trademark Registration and Document Filing
Belvada Cosmetics is known for its innovative and creative
product development in the cosmetics industry, and prides itself on using
advancements in technology to improve consumer experience with cosmetic
purchase and use. For instance, Belvada has designed a revolutionary one-handed
mascara wand making it easier for women on-the-go to apply to their lashes
anytime and anywhere.
Belvada has grown considerably since it was founded in
Canada, expanding into the US and UK markets but the company still uses
CorporationCentre.ca to register trademarks for all their product designs. With
the paperwork in CorporationCentre.ca’s hands, Belvada can continue to focus on coming up
with new ideas and designs to improve make up use for women, knowing that their
trademark registrations are being taken care of quickly and efficiently.
Watch the video above to find out more about Belvada and
CorporationCentre.ca services!
For more information on Belvada Cosmetics, please visit
www.belvada.com.

Thursday, April 12, 2012
Small Business Focus – Shift Space Inc.

Shift Space was started 15 years ago by Lisa Kagan and Liz Valdez. They had been working at the local universities in Montreal, using their theatre-based training tools to help students develop their own communication skills. Lisa recalls that their decision to go into business together was an easy one to make: “One day I just woke up and said ‘Liz – it’s time.’” After over 20 years of friendship the two women take a leap of faith, leave their jobs, and go off on their own path. And they haven’t stopped since.
Over time, Shift Space has grown from not only providing workshops and training sessions, but also by sharing a networking centre, bringing together groups from various communities, businesses, and fields. From this, Lisa and Liz are seeing new relationships growing in unexpected ways - musicians, artists, entrepreneurs, professionals and students are coming together to better human interaction and communication.
Much of what makes Shift Space so successful is the actual space it inhabits. An open and fluid area conveniently located in downtown Montreal, the “blank slate” space is designed to satisfy the needs of anyone using it, whether it be artists or professionals – or both! Shift Space is continuously offering exciting programs and workshops targeted to anyone who wants to improve their communication skills in a new way. With their Montreal presence established, Lisa and Liz say that they are happy to travel to provide their services to those that can’t come to them. They are striving towards setting the standard internationally for communication-based training – and they are well on their way.

Wednesday, March 21, 2012
Video Series – Éditions Dédicaces Inc.
Éditions Dédicaces Inc. - Business Formation
Guy Bouillane is the founder of Éditions Dédicaces Inc., a general publisher of a variety of genres of writing from poetry to science fiction. Incorporated in 2009 with CorporationCentre.ca, Grâce à internet, elle s'est fait connaître très rapidement à travers le monde et elle publie des auteurs provenant de plusieurs pays, dont la France, l'Algérie, la Suisse, la Belgique, la République du Congo, l'Argentine, les États-Unis et le Canada. Éditions Dédicaces now publishes authors from several countries, including France, Algeria, Switzerland, United States and Canada. The published works can be found many major online stores in both print and e-book format and continues to expand worldwide.
For more information on Guy and Éditions Dédicaces Inc. please visit www.dedicaces.ca.

Wednesday, February 22, 2012
Video Series - PixelCarve, Inc. Business Incorporation
PixelCarve, Inc. - Business incorporation and document filing services
Last fall, we decided that we wanted to give our clients the opportunity to showcase their business in a video campaign. We asked our clients to tell us about their business and how CorporationCentre.ca helped them start up. The response was amazing! We worked hard all winter to develop a series of videos that show the impact that CorporationCentre.ca has had on entrepreneurs and business owners across Canada.
The first video in our series comes from Pixelcarve, Inc., an interactive digital agency in Toronto.
F ounded by Curtis Priest, Pixelcarve offers its clients creative and complex web design that focuses on building unique digital experiences for premium brands. Pixelcarve's services are focused on the web and mobile devices, but also offer services in digital signage, branding, design, photography and video.
Curtis, a self-proclaimed “do-it-yourself kind of guy”, started his company in 1998 in his parent’s basement with the help of CorporationCentre.ca. He incorporated his business with CorporationCentre.ca, and continues to use the document filing services to file his annual reports.

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