Company Formation in Canada
Last updated: 2026-04
Last updated: April 2026.
Corporations Canada and the provincial registrars together incorporate roughly 400,000 new Canadian corporations every year, most under provincial statutes rather than the federal Canada Business Corporations Act. The federal general corporate income tax rate is 15%, the CCPC small business rate is 9% on the first CAD 500,000 of active business income, and there is no minimum share capital. The headline decision for non-residents is not federal versus provincial for tax — combined rates are similar — it is director residency: federal CBCA still requires 25% Canadian-resident directors, while Ontario, British Columbia, and Alberta have no residency requirement at all.
We form Canadian corporations end to end for non-residents: jurisdiction selection, NUANS name search, Articles of Incorporation, ISC register filing, CRA Business Number, GST/HST, and a Canadian bank account. Fixed price, named client manager, certificate by email in a few business days.
| Quick facts | Value |
|---|---|
| Federal corporate income tax (general) | 15% (net of 10% provincial abatement) |
| Federal small business rate (CCPC) | 9% on first CAD 500,000 of active business income |
| Combined federal + provincial CIT | 23% (Alberta) to 31% (PEI / Nova Scotia) |
| GST | 5% federal — small-supplier threshold CAD 30,000 |
| HST | 13% (Ontario) or 15% (NB, NL, NS, PEI) |
| QST (Quebec) | 9.975% on top of 5% GST |
| Withholding tax — dividends | 25% default; 5–15% under most treaties |
| Withholding tax — arm's-length interest | 0% since 2008 reforms |
| Minimum share capital | None |
| Standard formation time | 1 business day federal or BC; 1–2 days Ontario |
| Government fees | Included in our packages |
| Languages of filings | English (federal and most provinces); French (Quebec, bilingual federal) |
| Currency | Canadian Dollar (CAD) |
Why Form a Company in Canada
Canada is the eighth-largest economy in the world and the only G7 country bordering the United States. Three reasons keep it on the shortlist for international founders.
Low effective tax for small corporations. A CCPC pays a combined small-business rate of around 12% to 13% on the first CAD 500,000 of active business income — among the lowest in the G7. The general rate of 23–31% combined sits below the OECD average.
Treaty network and US proximity. Canada has 95+ comprehensive double-tax treaties. The Canada–US treaty is one of the most developed in the world, with 5% WHT on substantial dividend holdings and 0% on most interest. For Asian and European groups using a Canadian holding to reach the US market, a Canadian Inc. or ULC delivers treaty access without exposing the parent to US tax filings.
Provincial flexibility for non-residents. Ontario, BC, and Alberta abolished director residency requirements (Ontario in July 2021, Alberta in March 2022). A non-resident can be the sole director and sole shareholder of an Ontario, BC, or Alberta corporation from day one. Federal CBCA still needs 25% Canadian-resident directors — which is why most non-resident incorporations go provincial.
The trade-off is banking friction. Canadian banks generally require an in-person visit by at least one signing officer to open a corporate account. There is no fully remote big-bank onboarding equivalent to Mercury or Wise on the Canadian retail side. Plan for a director visit or a nominee signatory.
Company Types Available in Canada
Canadian law offers six practical corporate forms. The first two cover almost every cf24 client.
Federal Corporation (CBCA — "Inc." / "Corp." / "Ltd.")
Incorporated under the Canada Business Corporations Act (R.S.C. 1985, c. C-44) with Corporations Canada. National name protection across all ten provinces and three territories. Mandatory 25% Canadian-resident directors (or one resident director if the board has fewer than four members). Annual return and ISC filing with Corporations Canada. Best suited to businesses operating in multiple provinces. Without a Canadian-resident director on standby, federal incorporation is impractical for non-residents.
Provincial Corporation — Ontario (OBCA), British Columbia (BCBCA), Alberta (ABCA)
The default vehicle for non-resident formations. No director residency requirement in any of the three. Single director and single shareholder permitted, both can be non-resident. ISC register filed with the provincial registrar (BC publishes through the LOTR). Extra-provincial registration is required if the company carries on business outside its home province — active Canadian companies typically maintain registrations in 2 to 5 jurisdictions.
Unlimited Liability Company ("ULC" — BC, AB, NS only)
A hybrid used almost exclusively as a US tax planning vehicle. The ULC is a corporation under Canadian law (limited liability dissolves only on wind-up) but elects "check-the-box" treatment as a disregarded entity for US federal tax. Standard structure for US private equity acquiring Canadian targets. Specialist use case.
Cooperative
Member-owned entity governed by the Canada Cooperatives Act or provincial statutes. Used for agricultural, retail, and housing cooperatives. Not a typical commercial vehicle.
Partnership (GP and LP)
A general partnership has unlimited joint and several liability across all partners. A limited partnership has a general partner with unlimited liability plus limited partners with capped exposure — the standard vehicle for Canadian private equity and venture funds, often domiciled in Ontario or Manitoba. LPs are tax-transparent.
Sole Proprietorship
A natural person carrying on business under a registered business name. Unlimited personal liability. Not appropriate for cf24 clients — we incorporate.
| Form | Min capital | Liability | Tax treatment | Common use |
|---|---|---|---|---|
| Federal Corp. (CBCA) | None | Limited | Federal + provincial CIT | Multi-province operations |
| Provincial Corp. (OBCA / BCBCA / ABCA) | None | Limited | Federal + provincial CIT | Most non-resident formations |
| ULC (BC / AB / NS) | None | Members on wind-up | Canadian: corp. US: disregarded | US PE, cross-border holdings |
| Cooperative | Variable | Limited | Cooperative-specific rules | Member-owned businesses |
| Limited Partnership | None | Mixed | Flow-through | Funds, joint ventures |
| Sole Proprietorship | None | Unlimited | Personal income tax | Solo operations |
If your timeline is urgent and you need a Canadian corporation already on the registry, our sister brand offers pre-incorporated Canadian shelf companies — clean, dormant, and transferable in days.
Step-by-Step Formation Process
The end-to-end timeline assumes a non-resident-owned Ontario, British Columbia, or Alberta corporation. Federal CBCA adds the resident-director constraint; the steps are otherwise the same.
- Jurisdiction choice. We confirm whether the entity is federal (CBCA) or provincial (OBCA, BCBCA, or ABCA), based on where the business will operate, whether you have a Canadian-resident director available, and the importance of national name protection. For most non-residents the answer is Ontario or BC.
- NUANS name search. Every jurisdiction except some Quebec filings requires a NUANS report — a Canadian-wide trademark and corporate name search valid for 90 days. We commission the report in your chosen province. A "numbered company" (e.g., 1234567 Ontario Inc.) is also available without a NUANS report and can be renamed later.
- Articles of Incorporation. We draft the Articles, including the registered office address, share structure (typical Canadian default: unlimited common shares without par value), restrictions on share transfers (private corporation default), and the names of first directors. Filed online with Corporations Canada (federal), the Ontario Business Registry, BC's Corporate Online, or Alberta's CORES.
- Initial Return and ISC Register filing. Federal CBCA corporations must file the Initial Return and the Register of Individuals with Significant Control (ISC) with Corporations Canada at incorporation and within 15 days of any change. Provincial regimes vary — Ontario requires the ISC register internally but no public filing; BC requires the Transparency Register filed with the LOTR registry. We handle whichever applies.
- CRA Business Number and tax accounts. We register the corporation for a CRA Business Number (BN), the GST/HST account if turnover will exceed CAD 30,000, the payroll account (RP) if employees are anticipated, and the import/export account (RM) if cross-border goods are involved. Standard turnaround: same business day.
- Bank account and extra-provincial registration. We arrange the introduction to RBC, TD, Scotiabank, BMO, or CIBC, schedule the in-person account opening for the signing director, and file extra-provincial registrations in any other Canadian province where the corporation will carry on business. Quebec is the only province with a French-language operating requirement (the Charter of the French Language).
Realistic lead time from first contact to operating company with a CRA Business Number is 5 to 10 business days. The bank account, given the in-person visit, typically extends the timeline to 2 to 4 weeks end to end.
Required Documents
For each director, shareholder, and Individual with Significant Control we need:
- Government-issued photo ID — passport preferred for non-residents
- Proof of residential address dated within the last three months — utility bill, bank statement, or government letter
- Date of birth, nationality, occupation, and current residential address
- For corporate shareholders — certificate of incorporation, register of directors, and confirmation of UBO
- For the bank application — business description, expected monthly transaction volume, source of funds, and a business website
You also confirm the registered office address (we provide one in Toronto, Vancouver, or Calgary if you do not have a Canadian address), the share structure, the corporation's NAICS industry code, and the ISC ownership disclosure.
Apostille is not required for the Articles of Incorporation in any Canadian jurisdiction. Foreign documents in English or French are accepted by the registries directly. ID is verified by the bank in person at account opening; for incorporation itself, scanned copies are sufficient.
Costs and Timeline
Canadian formation is procedurally light, but the in-person banking step is the longest single workstream and the one most clients underestimate. We plan for it from day one.
Our packages cover the NUANS name search, Articles of Incorporation in your chosen jurisdiction, registered office for year one, ISC register setup and first filing, CRA Business Number registration, GST/HST registration, an annual filing reminder, and an introduction to a Canadian business bank. Contact us for a fixed-price quote — there are no government surcharges added later, and no extras invoiced after the work is done.
Typical timeline from KYC clearance:
| Day | Milestone |
|---|---|
| 0 | Engagement, KYC submitted |
| 1 | KYC cleared, jurisdiction confirmed, NUANS commissioned |
| 2 | Articles of Incorporation filed |
| 2–3 | Certificate of Incorporation returned |
| 3–4 | CRA Business Number, GST/HST, payroll accounts opened |
| 5–10 | ISC register filed, extra-provincial registrations (where needed) |
| 14–28 | Bank account opened (variable per branch and signatory availability) |
Tax Overview for Canadian Companies
Canadian corporate tax is layered: federal plus one provincial rate per province where the business has a permanent establishment. The combined picture is more competitive than the headline rates suggest, particularly for small corporations.
Federal corporate income tax (general): 15%. Net rate after the 10% federal abatement for income earned in a province plus the 13% general rate reduction. Statutory base is 38%; effective rate is 15% federal on general active business income.
Federal small business rate: 9% on the first CAD 500,000 of active business income for a Canadian-controlled private corporation (CCPC). The small business deduction phases out between CAD 10 million and CAD 50 million of taxable capital and is reduced where passive investment income exceeds CAD 50,000 in the prior year (the "passive income grind" introduced in 2018).
Provincial corporate income tax runs from 8% in Alberta (general) to 16% in PEI and Nova Scotia. Combined general rates therefore range from 23% (Alberta) to 31% (PEI / NS). Small-business provincial rates run from 0% in Manitoba to 3.2% in Ontario — Ontario dropping to 2.2% effective 1 July 2026 under the Ontario Budget 2026. Combined small-business rates sit in the 9% to 13% range.
GST and HST. The federal GST is 5%. Five provinces harmonise it into a single HST: Ontario at 13%, and New Brunswick, Newfoundland and Labrador, Nova Scotia, and PEI at 15%. Quebec administers a parallel 9.975% QST alongside the 5% GST. BC, Saskatchewan, and Manitoba operate separate PST on top. Registration is mandatory once worldwide taxable supplies exceed CAD 30,000 in four consecutive calendar quarters or any single quarter — register within 29 days of crossing.
Withholding tax under Part XIII of the Income Tax Act runs at a default of 25% on dividends, royalties, certain rents, and management fees to non-residents. Arm's-length interest is 0% since the 2008 reforms — Canada is one of the few major jurisdictions with no general WHT on cross-border arm's-length interest. Treaty rates typically reduce dividends to 5% or 15%, copyright and software royalties to 0%, other royalties to 10%.
Capital gains are taxed at half-inclusion below CAD 250,000 of annual gains and two-thirds-inclusion above that level for corporations (the June 2024 inclusion rate increase from 50% to 66.67% on the upper tranche, deferred to 1 January 2026 in the 2025 fiscal update). Effective top corporate combined rate on capital gains over the threshold runs around 20% to 21% in most provinces.
Beneficial ownership transparency. CBCA corporations have filed the ISC Register with Corporations Canada since 22 January 2024 — at incorporation, with each annual return, and within 15 days of any change. A subset (name, dates of significant control, nature of control) is on the public registry; addresses, dates of birth, and citizenship are not public. Provincial regimes vary.
Recent regulatory changes. Canada repealed the Digital Services Tax in June 2025 following US trade negotiations. The Underused Housing Tax annual return applies to most non-resident-owned corporations holding Canadian residential real estate; exemptions broadened by Bill C-69 in 2024. Mandatory disclosure rules under §237.3 to §237.5 expanded notifiable transactions in 2025.
Banking for Canadian Companies
The Big Five Canadian banks dominate corporate banking and have done so for decades. Fintech penetration on the business banking side is well behind the US and the UK.
Royal Bank of Canada (RBC) is the largest Canadian bank and the most experienced with non-resident corporate clients. International division in Toronto. In-person visit by at least one signing officer is required at most branches. Account opening is straightforward once the CRA Business Number is in place.
TD Canada Trust has the strongest US presence of the Canadian banks, operating along the US Eastern seaboard as TD Bank. For cross-border US-Canada operations, TD's integrated cash-management product is the most-used solution. In-person visit standard.
Scotiabank has the deepest Latin American and Caribbean footprint of the Big Five. Strong fit for clients with operations spanning Canada, Mexico, the Caribbean, or Chile. In-person visit standard.
Bank of Montreal (BMO) is the oldest bank in Canada and operates in the US through BMO Bank N.A. Opens for non-resident-owned subsidiaries after the CRA BN is issued.
CIBC rounds out the Big Five. Smallest US footprint of the four majors but a competent corporate offer in Canada itself. Faster for clients with an existing CIBC Caribbean or Simplii relationship.
Wise Business is available in CAD as a multi-currency operating account — useful for receiving CAD revenue without a chartered bank account, but deposits are not CDIC-insured and Wise is not a substitute for one of the Big Five for serious operations.
For clients who cannot travel to Canada, we arrange a power of attorney and a nominee signatory — typically through RBC or TD — to execute the in-person opening on behalf of the corporation.
Nominee Director Services in Canada
Canada permits nominee directors. Two structures are common.
Federal CBCA: a nominee resident director to satisfy the 25% requirement. A federal corporation with a foreign-only board fails the §105 CBCA residency test — directors' resolutions are voidable and the corporation risks administrative dissolution. For groups that want federal incorporation but have no Canadian director, a nominee resident director (typically a Canadian lawyer or service provider) sits on the board to satisfy the statutory minimum, acting on instructions documented through a nominee declaration and indemnity.
Provincial: a nominee for privacy or local-presence reasons. Ontario, BC, and Alberta have no residency requirement, so a nominee is not legally required there. Clients still appoint nominees for privacy (directors' names are public on most provincial registries), for banking (banks prefer a Canadian-resident signing officer), or to maintain local business presence.
The ISC regime sees through nominees. Since 22 January 2024, Canadian-controlled corporations must disclose Individuals with Significant Control — anyone owning or controlling 25% or more of the shares, directly or indirectly. A nominee director does not insulate the ultimate beneficial owner from ISC disclosure. For genuine privacy structures, more is required — typically an offshore holding tier separate from the Canadian operating company.
We provide nominee director services where the structure is legitimate, KYC-compliant, and disclosed appropriately to banks and tax authorities. Indemnity agreements, signed nominee declarations, and a service-level agreement covering board meetings and document signing are standard. We do not provide nominee services where the intent is to obscure beneficial ownership from regulators or counterparties.
Frequently Asked Questions
How long does it take to incorporate a company in Canada?
Federal CBCA and BC online filings are approved in 1 business day; Ontario in 1 to 2. Including KYC, NUANS, ISC filing, and CRA Business Number registration, the certificate lands in your inbox within 5 to 10 business days. The bank account, given the in-person visit, typically extends the end-to-end timeline to 2 to 4 weeks.
Can a non-Canadian own a Canadian corporation?
Yes. Canadian corporate law imposes no ownership or shareholder residency restriction. A non-resident can be the sole shareholder of a federal CBCA, Ontario OBCA, BC BCBCA, or Alberta ABCA corporation. Director residency is a separate question — federal CBCA requires 25% Canadian-resident directors, while Ontario, BC, and Alberta have none.
What is the difference between federal and provincial incorporation?
Federal CBCA gives national name protection and is governed by Corporations Canada. Provincial incorporation (OBCA, BCBCA, ABCA) protects the name in that province only. Tax treatment is identical — both pay federal CIT plus provincial CIT in any province with a permanent establishment. The practical difference for non-residents is the federal 25% Canadian-resident director requirement, which Ontario, BC, and Alberta do not impose.
Do I need a Canadian-resident director to incorporate in Canada?
It depends on the jurisdiction. Federal CBCA, Manitoba, and Saskatchewan: yes — at least 25% of directors must be Canadian residents (or the majority for PEI). Ontario, British Columbia, Alberta, New Brunswick, Nova Scotia, Newfoundland and Labrador, Yukon, NWT, Nunavut, and Quebec: no — there is no director residency requirement. Most non-resident formations now go to Ontario, BC, or Alberta for this reason.
What is the corporate tax rate in Canada?
The federal general corporate income tax rate is 15%. Provincial rates add 8% to 16% depending on the province, giving combined rates between 23% (Alberta) and 31% (PEI and Nova Scotia). A Canadian-controlled private corporation pays a reduced 9% federal rate plus 0% to 3.2% provincial on the first CAD 500,000 of active business income — combined small-business rate of about 9% to 13%. Ontario's small business rate drops from 3.2% to 2.2% effective 1 July 2026 under the Ontario Budget 2026.
Can I open a Canadian business bank account from abroad?
Mostly no — RBC, TD, Scotiabank, BMO, and CIBC all generally require at least one signing officer to attend a Canadian branch in person to open a corporate account. Limited remote video onboarding pilots exist but are not the standard path. The pragmatic workarounds are: (a) a director travels to Canada for one branch visit, (b) we appoint a Canadian-resident nominee signatory who attends on the corporation's behalf under power of attorney, or (c) use Wise Business in CAD as an interim multi-currency operating account while the chartered bank application is in flight.
What is the Register of Individuals with Significant Control (ISC)?
The ISC Register lists anyone who owns or controls 25% or more of a corporation's voting shares, directly or indirectly, or who otherwise exercises significant influence. Federal CBCA corporations file the ISC register with Corporations Canada at incorporation, with each annual return, and within 15 days of any change — and a subset is publicly searchable on the Corporations Canada registry since the 22 January 2024 reforms. Most provinces require an internal register without public filing.
Get Started — Form Your Canadian Company
A fixed-price quote in 60 seconds. Articles of Incorporation in a few business days. ISC register filing handled. CRA Business Number, GST/HST, and payroll account registrations included. RBC, TD, Scotiabank, BMO, or CIBC introduction arranged in parallel.
Call +48 2222 5 2222 or email [email protected] to start. Most non-resident Canadian formations are complete, with a CRA Business Number and an operating bank account, within 2 to 4 weeks.
Content prepared by Piotr Walter, In-house Counsel. Approved by Tomasz Bielski, Managing Director.
Looking for a faster route? Our sister brand offers ready-made Canadian corporation — pre-incorporated and transferable in days.