Ontario Incorporation

• Registering a Business Name gives you the legal right to use that name, but it doesn’t create a separate legal entity.

• Incorporating creates a legal business structure that’s separate from you personally, with liability protection and more flexibility.

Need help deciding which one’s right for you? Reach out! Send us a message, give us a call or book a free consult!

Incorporating your business in Ontario can open up a ton of opportunities — whether you're a solo entrepreneur or building something bigger. Here's why many founders choose to go the incorporation route:

1. Limited Personal Liability

Once you incorporate, your business becomes a separate legal entity. That means:

• You’re not personally responsible for the company’s debts or liabilities.

• Your personal assets are generally protected — unless you’ve personally guaranteed something (like a loan or lease).
  

This is one of the biggest reasons people decide to incorporate in Ontario.

2. You Can Raise Money More Easily

Corporations have more options when it comes to funding. You can:

• Sell shares in the company

• Attract outside investors

• Apply for business credit in the corporation’s name
  

That can be a big plus if you plan to grow or seek venture capital down the road.

3. Business Name Protection

When you register a named Ontario corporation, your exact business name becomes protected across the province. No one else can incorporate with the same name — and if someone tries, the name will be rejected.

This makes incorporation a great way to secure your brand, especially if you’re building a name you care about.

4. Operate Under Multiple Names

You can run more than one business under the same corporation by registering operating names (aka tradenames). Want to test new ideas, expand services, or use a more customer-friendly brand name without forming a whole new business? Easy.

5. Built-In Continuity (the business doesn’t die when you do)

Unlike a sole proprietorship, a corporation keeps going even if the owners or directors change. That makes it easier to:

• Bring on partners or investors

• Pass the business on to your kids

• Plan your estate or succession strategy

Your business can truly outlive you — and that’s a big deal if you’re building something long-term.

6. Potential Tax Advantages

Depending on how your business is structured, corporations in Ontario may benefit from:

• Lower tax rates than individuals

• Opportunities to defer income

• Income splitting with family members (in some cases)
  

Always check with a tax professional to see how this could apply to your situation — but there’s definitely potential for savings.

7. Hold Investments & Assets

Your Ontario corporation can own:

• Real estate

• Stocks and bonds

• Other businesses

That makes incorporation a good option for holding companies or real estate investors too.

8. Grants & Government Funding

Many grants, loans, and funding programs — especially at the federal and provincial levels — are only available to incorporated businesses.

Incorporating can unlock doors to financial support that isn’t available to sole proprietors or partnerships.

9. One-Time Setup, No Annual Renewals

Unlike registering a business name in Ontario (which expires every 5 years), incorporation doesn’t expire. You don’t have to re-register. As long as you keep your corporate filings up to date, your corporation stays active.

10. Flexible Structure

Once incorporated, you can:

• Add or remove directors, shareholders, or officers

• Change your business name

• Adjust your share structure

• Expand to new products or services

Your corporation can evolve with you — without having to start from scratch.

Yep — there are a few things to consider before jumping in.

Incorporation is powerful, but it’s not always the best fit for every business right out of the gate.

1. It Costs More Up Front

Compared to registering a sole proprietorship, incorporation has higher startup costs.

2. There’s More Paperwork

Corporations are required to:

• Keep a minute book (corporate records)

• File annual returns

• Maintain updated records of directors and shareholders

It's not overwhelming (especially if you have help), but it is more admin than a simple business registration.

3. Separate Tax Returns

Your corporation is its own taxpayer — which means:

• It files its own corporate tax return

• You still file your personal tax return separately

• You’ll likely want an accountant (especially as you grow)

This is manageable for most entrepreneurs, but it’s something to factor into your planning.

One of the first things to decide when incorporating is whether you want a numbered or named corporation.

Numbered Corporation

If you go with a numbered corporation, the Province of Ontario assigns you a 7-digit number, which is paired with the word “Ontario” and your choice of legal ending.

For example: 1234567 Ontario Inc.

This type of setup is often used when:

• You’re not planning to publicly promote a business name (common with real estate holding companies).

• You’re running multiple businesses under one corporation using different operating names.

• You’re setting up a corporation for a franchise that already has a protected business name.

Named Corporation

This option lets you choose a specific name for your corporation, which is ideal if you want the name to appear on signage, marketing materials, or your website.

For example: ABC Holdings Inc.

A named corporation is usually the choice when:

• Your business name is a big part of your brand and you want it out in the world.

• You want to secure name protection in Ontario so others can’t register the same or a very similar name.

Picking a Legal Ending

You get to choose how your business name ends — they all mean the same thing legally, so it’s just about what sounds best to you.

Your options include: Inc., Incorporated, Ltd., Limited, Corp., or Corporation.

Other Info You’ll Need to Provide

To get your incorporation started, we’ll also need:

• The head office address for your business

• The full legal names of all directors (as shown on valid photo ID like a driver’s license)

• The addresses of the directors

• Your preferred share structure (we offer standard one- or two-class options, or you can give us a custom setup)

To be listed as a director of a corporation in Ontario, a person must meet the following criteria:

• They must be 18 years of age or older

• They can’t be bankrupt (If someone has filed for bankruptcy, they should check with their trustee to see if they're eligible to be a director)

• They must not have a criminal record

One big change: Ontario no longer requires directors to be Canadian Citizens or Permanent Residents.

That means non-residents can now incorporate in Ontario without needing a Canadian partner.

Yes! Unlike federal incorporation, Ontario doesn’t require directors to be Canadian residents. You can incorporate even if you live elsewhere — great for international founders setting up shop in Ontario.

In most cases, we can complete your Ontario incorporation in 1 business day. Need it rushed? We’ve got options for that too.

Coming up with the right name for your corporation can feel like a big task, but we’ve made it easier by breaking it down into three simple parts. Here’s how to build a strong, memorable business name:

1. Distinctive Element

This is the unique part of your name — it gives your brand personality and helps it stand out. It could be based on your name, a regular word with meaning, or something totally made up.

Examples:

• Personal or founder-based: Taylor & Co., Amira's, L.M. Green

• Common words: Bright, NextLevel, FreshStart

• Invented or blended terms: Zenvia, Plunko, Norynix

2. Descriptive Element

This part tells people what your business actually does. It helps your name connect with your services or products so it’s easier for customers to recognize what you offer.

Examples:

• Creative Studio

• Home Repair Services

• Wellness Coaching

• Tax Solutions

3. Legal Ending

Every corporation in Ontario needs a legal ending. You get to choose whichever one fits your name best — they all do the same job legally.

Options include: Inc., Incorporated, Ltd., Limited, Corp., or Corporation

Only if you want to incorporate with a custom business name (like “Maple & Main Consulting Inc.”). If you go with a numbered company (e.g., “12345678 Ontario Inc.”), you can skip the NUANS step. A NUANS report (Newly Updated Automated Name Search) is a required name search report for most incorporations across Canada — including when you're setting up a corporation in Ontario. It checks to see if your desired business name is too similar to any existing registered businesses, corporations, or trademarks.

When incorporating in Ontario, it’s important to use a NUANS report specific to Ontario, since each province or territory has its own registry.

Before we order the full report, we usually run a quick pre-search of your proposed business name. This helps identify any obvious conflicts early on. If your first choice isn’t available, you can try alternate names before moving forward.

When you incorporate through Launch a Business Inc., we include both the Ontario pre-search and NUANS report in our incorporation packages — no extra hassle.

Once completed, the NUANS report gets submitted along with your incorporation paperwork to the Ontario government for final approval.

You don’t always need a NUANS report when starting a business. If you’re registering a small business, like a Sole Proprietorship, Partnership or a Tradename under your corporation, you won’t need a NUANS report. You can still search the name to see if it’s already being used, but the actual NUANS report isn’t needed.

When you’re incorporating in certain provinces you will need a NUANS report with the exact name you want to use, including the legal ending. This is needed if you incorporate in Ontario, Alberta, New Brunswick, Nova Scotia, North West Territories, PEI or you are doing a Federal named corporation.

Other provinces have their own Provincial Examiners who review and approve names before you can proceed.

After your corporation is set up in Ontario, there’s one more important step: filing the Initial Notice. This document is required by the province and must be submitted within 60 days of incorporating.

The Initial Notice confirms the official details of your new corporation — like who’s involved and which roles they’re taking on. Typical officer roles include President, Secretary, and Treasurer, but there are other options depending on how you want to structure things.

While this filing isn’t automatically included in every package, we highly recommend adding it. If the Initial Notice isn’t submitted on time, the Ontario government can actually cancel your corporation for being out of compliance.

At Launch a Business, we can take care of this filing for you so it’s done right and on time — no stress, no guesswork.

When you set up a corporation in Ontario, there are a few key roles that help keep everything running smoothly. Whether you’re a solo founder or building a bigger team, it helps to understand who does what behind the scenes.

1. Shareholders (aka Owners)

Shareholders are the people who own shares in the corporation — so, basically, they’re the owners.

What they do:

• Vote on big company decisions, like who sits on the board

• Share in profits (if the company pays out dividends)

You don’t have to list shareholders publicly, and many small corporations just have one — the founder!

2. Board of Directors

These folks are elected by the shareholders to help steer the company from a high level. Every Ontario corporation needs at least one director listed on the incorporation documents.

What they do:

• Make major decisions about the business’s direction

• Appoint officers (like a CEO or CFO)

• Set policies and keep the company legally and ethically on track

You’ll need to update your corporate records if you change your board later on.

3. Officers

Officers are the executive team — the people running the show day to day. They’re appointed by the board and have to be listed publicly.

Common officer roles include:

• CEO (Chief Executive Officer): Oversees the whole business and sets the tone

• CFO (Chief Financial Officer): Manages money, budgeting, and financial strategy

• COO (Chief Operating Officer): Handles the daily operations and keeps things moving

• CTO or CIO: In charge of tech, IT systems, and innovation

• Other roles like CMO (Marketing), CHRO (HR), or whatever fits your business

You don’t need all these roles from the start — just choose what makes sense for your setup.

4. Employees

Employees are the people hired to help get the job done. They don’t manage the company or own it, but they’re essential to making everything work.

What they do:

• Carry out the day-to-day tasks based on their job roles

• Help the business grow and reach its goals

You don’t need to list employees in your incorporation documents.

5. Corporate Secretary

This role is about keeping things organized and compliant. The Corporate Secretary is responsible for the behind-the-scenes paperwork and making sure the company sticks to its legal obligations.

What they do:

• Schedule and document board meetings

• Maintain official company records

• Handle legal filings and make sure everything’s up to date

This role is usually public and needs to be updated if someone new takes over.

These roles make up the backbone of your corporation — and if you’re not sure how to set it all up, no worries. At Launch a Business, we’re here to walk you through every step.

When you’re setting up your corporation in Ontario, one thing you’ll need to decide is how many classes of shares you want to issue. Don’t worry — it’s not as complicated as it sounds, and we’ll walk you through it.

One Class of Shares (Simple & Straightforward)

If you go with just one class of shares — usually called common shares — everyone who owns shares has the same rights. It’s a great choice if your setup is simple or you’re the sole owner.

Here’s how it works:

• Equal voting power — everyone gets the same say per share

• Equal slice of profits — if dividends are paid, each share gets the same amount

• Fair split if the business shuts down — after debts are paid, any leftover assets are divided equally among shareholders

• No special perks — all shareholders are treated the same

This setup keeps things clean and easy to manage.

Two or More Classes of Shares (More Flexibility)

If your business plan involves multiple owners, investors, or long-term growth, you might want to issue more than one class of shares. Each class can have different rules and rights — which gives you more control over how ownership and decision-making are handled.

Here are a few ways classes can differ:

• Voting rights: Some shares might come with voting power, some with none, and others with more weight per share

• Dividends: One class might get first dibs on dividends, or a guaranteed amount, while others get what’s left

• Liquidation priority: If the business winds down, certain shareholders might get paid back before others

• Conversion: Some shares can be converted into another class (e.g., preferred shares into common shares)

• Redemption: Some classes might include a buyback option at a set price

Why Would You Use Multiple Classes of Shares?

There are a few good reasons to set things up this way:

• To attract different kinds of investors — like someone who wants steady returns but doesn’t need control

• To keep control in your hands — for example, founders often create voting shares for themselves and non-voting ones for others

• For partnerships or employee ownership — you can tailor shares to fit incentive plans, vesting schedules, or specific partnership agreements

Not sure which setup is right for you? No problem — Launch a Business can help you choose a share structure that makes sense for your goals, whether you’re starting small or planning big.

Congrats — you’ve officially incorporated! 🎉

But you’re not totally off the hook just yet. There are a few things you need to do after your business is set up, and a couple of regular check-ins to stay in good standing. Here’s what’s next:

1. File Your First Corporate Update (aka Initial Notice)

After you incorporate in Ontario, you’ve got 60 days to file what’s called an Initial Return. This is where you officially confirm key details like:

• Your business address

• The directors and officers of the corporation

• Officer roles (like president, secretary, etc.)

Even if you submitted this info when registering, the province still needs this follow-up to keep your file active. If you skip it, your corporation could be cancelled — so don’t miss it.

2. Keep Your Info Up to Date (Notice of Change)

If anything changes — your address, your directors, who holds what role — you’ll need to let the government know. This is done with a Notice of Change, and it has to be filed within 15 days of any update.

Think of this like keeping your driver’s license current. It’s not hard to do, but skipping it can get messy fast.

3. Submit an Annual Return (Every Year)

Every corporation in Ontario has to file an Annual Return. This isn’t your tax return — it’s a separate form that confirms your corporation is still active and includes your current directors and company info.

It’s due every year, within 6 months of your fiscal year-end, and it’s one of those “don’t forget” items. Miss it too many times, and your business could be dissolved.

4. Set Up the Right Tax Accounts

Depending on how your business operates, you might need to register for some (or all) of the following:

• Corporate income tax (federal/provincial)

• HST/GST if you’re making over $30,000 a year

• Payroll accounts if you plan to hire staff

We can help you figure out which ones you need — and yes, we can help set them up too.

5. Get Your Minute Book in Order

This is your corporation’s official record book. It can be a physical binder or a digital file, but either way, it should include:

• Your incorporation documents

• Bylaws

• Shareholder and director meeting notes (aka “minutes”)

• Share certificates and ledgers

It’s not just about being organized — if you ever need to prove ownership, apply for funding, or sell the business, your minute book is your go-to.

6. Distribute Shares

Once you’re incorporated, you need to officially issue shares to your shareholders. That means:

• Deciding how many shares each person gets

• Recording what type of shares they are (if you have more than one class)

• Providing share certificates as proof of ownership

This step locks in who owns what, and it’s something you’ll want to document properly from the start.

Let’s break it down.

Minute Book Think of a minute book like your corporation’s official filing cabinet — but way more important. It keeps all the key documents together, like:

• Your bylaws

• Share certificates

• A record of your directors, officers, and shareholders

• Meeting minutes and resolutions

If you're the only person in your corporation, you might not use it all the time. But if you have partners, investors, or plan to grow, a minute book is a smart move — and in some cases, a legal must.

You'll want to update it any time something changes in your business.

Corporate Seal This is an old-school (but still useful) tool that leaves an embossed imprint of your business name and incorporation location. It’s not legally required in Ontario, but some companies like to have one for things like contracts, agreements, and other official documents.

It gives things a nice, professional touch — especially when you're dealing with lawyers, banks, or bigger business deals.

At Launch a Business, you can choose to add these to your incorporation package — no pressure, just options. If you’re not sure whether you need them, we’re happy to walk you through it.

A tradename is just a different name your corporation can operate under — kind of like a nickname for your business. It’s officially registered, but it’s tied to your existing corporation instead of being its own separate legal entity.

You might want a tradename if:

• You’re running a second business under the same corporation.

• You want to use a simpler or cleaner version of your corporate name (like dropping the "Inc." from your signage or website).

A Few Examples:

• Maple Grove Enterprises Inc. doing business as MGE Cleaning Services (running a side business under one company).

• 4567890 Ontario Inc. doing business as Maple Grove (using the name without the legal ending for marketing).

• Sunset Group Inc. doing business as The Sunset Café (a more customer-friendly brand for a restaurant).

Good to Know:

• No name protection – unlike your incorporated name, anyone else can register a similar tradename.

• All under one umbrella – tradenames are linked to your corporation’s banking, CRA, and tax accounts. No need to set up everything from scratch.

• Simple to manage – it keeps your business structure lean.

• No limit – you can register as many tradenames as you want under one corporation.

• Still protected by your corp – the liability coverage of your corporation usually extends to tradenames.

You can easily add one (or more) tradenames when you incorporate with Launch a Business — we’ll handle the paperwork so you can focus on growing your brand. Want help choosing a name? We’ve got tips for that too.

You did it! Your business is officially incorporated — nice work.

Now that the paperwork’s out of the way, it’s time to get things set up so your business can actually run. Whether you're a solo founder or launching with partners, here’s what you should check off next:

Get Your Business Number (BN)

This number will show up in the mail from the CRA (Canada Revenue Agency). Think of it like your business's version of a Social Insurance Number — you'll need it to set up tax accounts (like HST/GST, corporate income tax, and payroll).

Once you get your BN, you can log into the CRA’s online portal to register for any tax accounts you’ll need. We’ll give you all the links and instructions in your Launch a Business package — no Googling required.

Time to Set Up the Essentials

Here’s your real-world business launch checklist:

Open a Business Bank Account

Head to your preferred bank with:

• Your Articles of Incorporation

• Any tradename registrations (if you’ve got one)

• Photo ID for the directors Tip: Make sure your account is opened in the full legal name of the corporation (with “Inc.” or “Ltd.” included).

Order Cheques or Set Up Online Payments

Some vendors still ask for cheques (yep, still a thing), but most modern businesses are using online payment platforms too — like Wave, Stripe, or QuickBooks Payments.

Get an Accountant or Bookkeeper (Seriously)

Even if you’re a numbers person, a professional can save you time, stress, and money — especially when it comes to tax season or paying yourself properly.

Register for Tax Accounts

Depending on what your business does, you might need:

• HST/GST

• Payroll (if you’re hiring)

• Import/export numbers It’s all done online through CRA once your BN arrives.

Other Smart Moves You’ll Thank Yourself For

Organize Your Minute Book

Even if it’s digital, you’ll need a spot to store all your important corporate records:

• Articles of Incorporation

• By-laws

• Resolutions

• Shareholder info & certificates

• Director & officer details If you ever apply for financing or get audited, having this ready can save your bacon.

Issue Shares to Owners

If you’ve got partners or investors, make sure shares are officially issued and recorded properly. This sets clear expectations and legal ownership from day one.

Create a Shareholder Agreement (If You’re Not Alone)

This is your "prenup" for the business. It spells out who owns what, how decisions get made, and what happens if someone wants out. You’ll be glad you have it.

Register a Domain Name

Even if you’re not ready for a website, claim your domain early. It helps build credibility and protects your brand name online.

Create Business Cards & Email Addresses

Use your full legal name on your cards, and set up a professional email address (like info@yourcompany.com) to keep things looking legit.

Set Up Your Social Media

Even a simple LinkedIn page or Instagram bio goes a long way. Start building your brand and letting people know you exist.

Join Local or Industry Groups

Community support is everything when you're starting out. Look for networking groups, industry associations, or small business events in your area.

Get Business Insurance

Not required, but highly recommended. Liability, commercial property, or cyber insurance — depending on what you do, it can protect you from unexpected costs down the road.

Keep Learning

Stay curious. The more you know about taxes, marketing, sales, and hiring, the better decisions you’ll make. You don’t have to master everything — just understand the basics.

Let Launch a Business Be Your Co-Pilot

Every incorporation package with Launch a Business includes our free Startup Guide, full of plain-English tips on running your business, staying compliant, dealing with taxes, and more.

We're here to help you not just start a business — but build one that lasts.

Corporations are closed by filing Articles of Dissolution. As long as the corporation is in good standing with the Ministry of Finance, they will approve the dissolution.

If you’re dissolving an Ontario corporation, a consent letter from the Minister of Finance is required. This used to be a separate process, where the Ministry provided an actual letter in the mail, however with the new Ontario Business Registry, the approval process is rolled in together when submitting the Articles of Dissolution, making it a much easier and more streamlined process.

If your corporation is federally incorporated, this process is not required, and you can simply submit the Dissolution documents to close it.

A small business registration will stay active for 5 years after it’s registered so if you are no longer using it, you want to make sure it’s cancelled and showing as ‘inactive’. If you have any accounts with the Canada Revenue Agency, you will want to make sure those are also closed. This can include an HST number, Payroll account, etc. These are not automatically closed if you cancel or dissolve your business, and the CRA will continue expecting filings from you if these accounts stay open.

An Initial Notice is a document that every newly incorporated Ontario corporation must file with the provincial government within 60 days after incorporation. It provides key details about your business — like confirming your registered office address, the names and addresses of your directors, lists the officer titles for each director, and confirms your official email address.

Filing your Initial Notice ensures the province has your corporation’s official information on record. This step makes your incorporation complete and compliant under Ontario’s Business Corporations Act (OBCA). Without it, your corporation’s information won’t be properly registered, which could lead to compliance issues later.

You must file your Initial Notice within 60 days of incorporation. If you miss this deadline, you may face late filing notices and potential administrative penalties — so it’s best to get it done right away.

Every Ontario corporation must file one. This applies to both numbered and named corporations. Federal corporations or sole proprietorships do not file an Initial Notice in Ontario — they have different reporting requirements.

You’ll need:

-Your corporation name or number

-The registered office address

-The names and addresses of all directors

-Any officer titles being listed, and the name for each officer (ie. President, Treasurer, etc)

-The official email address

Yes! If anything changes — like your address, directors, or officers — you’ll need to file a Notice of Change to update the government’s records. The Initial Notice just gets your information on file for the first time.

You can file it electronically through Ontario’s official business registry or have Launch A Business take care of it for you. We’ll make sure your filing is submitted correctly and on time, so you can focus on running your new business.

Failing to file may cause your corporation to fall out of good standing. That can lead to problems opening a bank account, applying for permits, or completing other government filings. It’s a simple but essential step for keeping your business compliant.

There is no government fee for this specific filing, but if you have us handle the filing, we would have a fee to have us complete this filing. You’ll get confirmation once it’s been successfully filed and recorded.

Absolutely! We’ll prepare and file your Initial Notice quickly, verify that all of the information is correct, and send you the confirmation for your records.