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Business Registration in Ontario

Part 3: Registering a Corporation

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Registering a corporation in Ontario is also quite easy. (Remember that provincial incorporation creates a company that is a legal entity in Ontario only and that your corporation's name is protected in Ontario only, unlike federal incorporation, which creates a legal entity throughout Canada with the right to operate anywhere in Canada, and a name that is protected nation wide.) Here are the steps to incorporation in Ontario:

1. Choose a name for your corporation.

Just as with a sole proprietorship or partnership, there are some restrictions on the names you may use. You may not, for instance, use words that imply the business is connected with the Crown, the Government of Canada, of a province or of a territory, a municipality, or an agency of the Crown, government or municipality, without written consent of the appropriate authority.

2. Conduct a name search (unless you're going to be operating a numbered company).

This search, done by a Searcher of Records, confirms no one else has a business or registered trade mark with the same name or similar to the name you've chosen for your corporation. You must provide a current NUANS (New Upgraded Automated Name Search) report with your application for incorporation.

3. Complete the Articles of Incorporation (Form 1 under the Business Corporations Act).

If you want to file the old-fashioned way, using paper forms, you can purchase Business Incorporation forms from lawyers, legal stationery stores or name search houses. If you choose to go through the incorporation process electronically, you can use either Cyberbahn Inc. or OnCorp Direct Inc. to complete the Articles of Incorporation online.

4. Create a covering letter.

This covering letter identifies the name, return address and telephone number of a contact for the corporation. If you are registering electronically through Cyberbahn or OnCorp, you will complete the covering letter online as well.

5. File your application for incorporation.

Your application must include the completed Articles of Incorporation, the covering letter, and a current NUANS name search which shows the name searched, the NUANS reservation reference number, and the NUANS date, as well as the appropriate fee.

If you are filing your documentation in person or by mail at the Companies Branch, or at a Land Registry Office, the registration fee is $360. If you are filing electronically, you will pay the statutory fee of $300, plus the fee charged by the primary service provider.

Need more information? Ontario business incorporation is handled through the Companies and Personal Property Security Branch of the Ministry of Government Services. You can contact the Ministry in Toronto at (416) 314-9151 or toll free at 1-800-565-1921. Their mailing address is:
Companies and Personal Property Security Branch
Ministry of Government and Consumer Services
393 University Ave., Suite 200
Toronto ON M5G 2M2

If you are wondering whether or not you should incorporate your small business, you might want to read my article Should You Incorporate Your Small Business? which outlines the advantages and disadvantages of incorporation. And if you're looking for more information on the various aspects of the incorporation process or pondering whether federal incorporation is best for your business, visit my Incorporation Information Library, where you'll find more articles about incorporation, including Getting Your New Corporation Up and Running, which explains what to do once you get your certificate of incorporation.

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