Answers · Topic 10 of 10
Incorporation and Not-for-Profits answers.
Incorporating a business, a professional corporation or a not-for-profit in Ontario, registering a charity, and keeping the corporation compliant. 20 questions, each answered in the first paragraph.
By the AnalytIQ Accounting team · Last reviewed: September 6, 2026
Do I need a shareholders’ agreement?Yes, if your corporation has, or is about to have, more than one shareholder.Do not-for-profits pay tax in Canada?Most Canadian not-for-profits pay no income tax under paragraph 149(1)(l) of the Income Tax Act.Federal or Ontario incorporation: which should I choose?If your business operates only in Ontario, provincial incorporation through the Ontario Business Registry is usually simpler and cheaper, and it protects your name only within Ontario.How do I bring a partner into my incorporated business?There are two basic mechanics: the corporation issues new shares to the incoming partner in exchange for cash, assets, or services, which brings in new capital without you selling anything personally, or you sell some of your existing shares directly to them, which is a personal sale that can trigger a capital gain and may qualify for the lifetime capital gains exemption.How do I dissolve a corporation in Ontario?Voluntary dissolution follows a set order.How do I incorporate a not-for-profit in Ontario?You incorporate an Ontario not-for-profit by filing articles of incorporation under the Ontario Not-for-Profit Corporations Act, or ONCA, through the Ontario Business Registry.How do I register a charity in Canada?You generally start by incorporating a not-for-profit, under ONCA in Ontario or the CNCA federally, with purposes that fall within a recognized category of charitable purpose.How much does it cost to incorporate in Ontario?As at the time of writing, incorporating provincially through the Ontario Business Registry costs $300 in government fees when filed online.Should I incorporate my small business in Ontario?Incorporating usually pays off once your business earns more than you personally need to live on, since leftover profit sits inside the corporation at the combined federal-Ontario small business rate of 12.2 percent on the first $500,000 of active income, well below your personal marginal rate.Sole proprietorship or corporation: how do the taxes compare?As a sole proprietor, every dollar of profit is taxed on your personal return in the year you earn it, at your marginal rate, which in Ontario can reach roughly 53.53% at the top bracket, and you pay both the employer and employee halves of CPP on your net business income.What does it take to start a staffing agency in Ontario?Beyond incorporating, an Ontario temporary help agency needs a licence under the Employment Standards Act.What goes in the articles of incorporation for a not-for-profit?Ontario not-for-profit articles filed under ONCA need a corporate name, a purposes clause describing the organization’s mission, and at least three initial directors.What is a corporate annual return, and is it the same as a tax return?No, they are two different filings with two different governments.What is a minute book, and do I really need one?A minute book is the corporation’s legal record book: articles of incorporation and by-laws, director and shareholder registers, the securities register, share certificates, and the resolutions that authorize what the corporation does each year, from declaring a dividend to approving year-end statements.What is a NUANS report?A NUANS report is a search result comparing a proposed corporate name against a database of existing corporate names, business names, and registered trademarks across Canada.What is a personal real estate corporation (PREC)?A personal real estate corporation, or PREC, is a corporation that lets a licensed Ontario real estate agent or broker have their commissions paid to the corporation instead of to them personally, a structure Ontario allowed starting in October 2020 under the real estate regulations now consolidated in TRESA.What is a professional corporation and who can have one?A professional corporation is a corporation that a member of a regulated profession forms to carry on their practice through.What is a section 85 rollover?A section 85 rollover is an election under the Income Tax Act.What is the difference between a not-for-profit and a registered charity?A not-for-profit organization is simply exempt from income tax under paragraph 149(1)(l) of the Income Tax Act if it is organized and operated exclusively for non-profit purposes.What licences and registrations does a security company need in Ontario?A business providing security guard or private investigator services in Ontario needs a business licence under the Private Security and Investigative Services Act (PSISA).
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Rules at a glance · Incorporation and Not-for-Profits
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StructureOntario or federalOntario protects a name only in Ontario; a federal corporation still registers here too.
Key formNUANS name searchA word name needs a NUANS report; a numbered company skips the search entirely.
Key deadlineAnnual return: 6 monthsThe corporate annual return is due within six months of year-end and is separate from the T2.
RegulatorONCA, 3+ directorsAn Ontario not-for-profit incorporates under ONCA with at least three initial directors.
What we take off your plate
Incorporation & compliance for small business owners, handled.
- Ontario or federal incorporation set up the way it actually applies
- Minute book, share structure and NUANS search handled correctly
- Federal or Ontario incorporation, articles and minute book
- CRA program accounts: corporate tax, GST/HST, payroll
- Share structure planned for tax, not copied from a template
- Annual return and registry filings kept current
Mistakes we fix
Three things that go wrong for small business owners.
- Choosing a word name and skipping the NUANS search that would have caught a conflict
- Running a corporation for years with no minute book, resolutions or share registers
- Assuming a not-for-profit’s 149(1)(l) exemption means no T2 filing is required
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How we can help · Incorporation and Not-for-Profits
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Fixed fees, quoted after a short discovery call. Canadian and US filings under one roof.
Incorporation & complianceOntario or federal incorporation, NUANS search and minute book set up correctly from day one.Incorporation & compliance →Tax servicesThe T2 filing and 149(1)(l) exemption call made right for a not-for-profit or new corporation.Tax services →Advisory & CFOShare structure and partner buy-in priced and planned before you sign anything.Advisory & CFO →
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- Canadian and US filings under one roof
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