AFFORDABLE Law Practice Incorporation, Filed by a CPA Firm

Incorporate a Law Professional Corporation in Ontario for $35

Start your law or paralegal professional corporation for $35, HST included, with government and Law Society fees shown separately. A CPA reviews your name, your shares and your trust accounting before we file.

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The Law Society of Ontario issues a Certificate of Authorization to a professional corporation under By-Law 7 and the Law Society Act, and both lawyers and licensed paralegals may incorporate. We prepare and file your articles for $35.00, HST included, and the registry fee is passed on at cost. Open Corporation for $35 is a department of Gondaliya CPA.

Do not bill through the corporation before the certificate is in hand. A Chartered Professional Accountant reviews your share register and your trust accounting before anything is filed.

Why Lawyers and Paralegals Incorporate

Active business income inside the $500,000 federal business limit is taxed at 9% federally and 2.2% in Ontario from 1 July 2026, a combined 11.2%. Fees left in the corporation are taxed once, at that rate.

Legal income arrives unevenly. A contingency file settling in one year pushes a proprietor into the top personal bracket, and a corporation lets you spread the draw across several years.

Paralegals get the same deferral on a smaller base. Where the whole billing is spent each year, incorporation can usually wait.

Gondaliya CPA team preparing a law professional corporation
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Start-up debt

Premises, software, LawPRO instalments and staff come before the first account is collected. A corporation repays that borrowing with income taxed at 11.2%.

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Liability is narrower than you are told

Incorporating does not protect you from a negligence claim on your own work. It separates you from the lease and the equipment loan, and practising lawyers still carry LawPRO coverage.

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Surplus stays inside

Every shareholder must be a licensee, so no holding company can sit above the practice. Passive income over $50,000 then starts to grind the small business deduction.

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Associated corporations

A licensee who also controls a rental company shares one $500,000 business limit across both.

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Converting a practice

A section 85 rollover moves equipment, leaseholds and work in progress in at elected amounts. See our section 85 rollover guide.

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Law Society Rules for a Professional Corporation

The regulator is the Law Society of Ontario, under the Law Society Act and By-Law 7, together with the professional corporation provisions of the Business Corporations Act (Ontario).

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Certificate of Authorization

The corporation must hold a Certificate of Authorization before it practises law or provides legal services. The Law Society asks for 15 business days to process a complete application.

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Shareholders

Every shareholder must be a lawyer entitled to practise law in Ontario or a paralegal licensed to provide legal services in Ontario. Directors must be licensees whose licences are not suspended.

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No family shares

The Ontario regulation that lets a spouse, child or parent hold non-voting shares covers physicians, dentists and optometrists. It does not extend to lawyers or paralegals.

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The name

The name must meet Law Society standards and include “Professional Corporation”. A number cannot be used in place of a name, so a NUANS report is needed.

Renew every year. The Law Society says a Certificate of Authorization is renewed by 31 December through your LSO Connects account, whenever it was first approved. Changes in shareholders, directors and officers are reported to the Law Society as well as to the Ontario Business Registry.

Typical Share Structure for a Law Professional Corporation

Share class Who holds it Voting Dividend entitlement Why it is there
Class A common The licensee Yes Discretionary Control
Class B common A second licensee Yes Discretionary A two-licensee practice or a later buy-in
Class C non-voting common A licensee shareholder No Discretionary Separates dividend timing from control between partners
Class D preferred The licensee No Fixed, redeemable Freezes value before a second licensee joins
Class E preferred The licensee No Fixed, redeemable Consideration on a section 85 rollover

Section 120.4 of the Income Tax Act closes one option. The excluded shares exception does not apply to shares of a professional corporation, and subsection 248(1) names lawyers in that definition. The Law Society bars family shareholdings anyway, so we plan the salary side and test it as reasonable under section 67.

HST for Lawyers and Paralegals

Legal services are taxable. Unlike medicine or dentistry, nothing a lawyer or paralegal supplies is exempt, so fees carry 13% in Ontario. Our GST/HST registration guide sets out the timing.

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Register early

Registration is required once taxable sales pass $30,000 in a calendar quarter or over four consecutive quarters. An hourly practice crosses it quickly.

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Before the first file

Registering before the fit-out keeps the tax on furniture, software and equipment recoverable.

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No quick method

The Canada Revenue Agency excludes legal services provided in a professional practice from the quick method.

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Disbursements

A court filing fee paid as your client’s agent is treated differently from photocopying, courier and search charges you bill as your own supply, which carry HST.

Common CRA Issues for Law Corporations

1

Trust funds posted as revenue

A trust deposit booked as income, or fees taken from trust with no invoice raised. It distorts the income statement and the HST return together.

2

No HST on recovered disbursements

Every recovery treated as an agency disbursement, when some are really your own supply.

3

Work in progress left out of income

Billed-basis accounting was repealed, so unbilled work in progress is now brought into income at the lower of cost and fair market value.

4

Shareholder benefits

A vehicle, home office or personal legal work run through the corporation without a charge-back, taxed under subsection 15(1).

5

Personal services business

An incorporated licensee working set hours for one firm with no other clients can lose the small business deduction.

First-Year Compliance Calendar

When What is due Who files it What happens if it is late
Right after incorporation Certificate of Authorization application The licensee, to the Law Society of Ontario The corporation may not practise law or provide legal services
Within 60 days of incorporation Initial Return under the Corporations Information Act, no fee Us, in the Ontario Business Registry Non-compliance under that Act
Week one to two Business number and RC0001 corporate tax account Your CPA Nothing to file the T2 against
Before the first account HST registration Your CPA Tax assessed on billed fees, plus interest
Within 15 days of a change Notice of change for directors, officers or registered office Us or your CPA Non-compliance under the Corporations Information Act
Within 53 weeks of incorporation First fiscal year end chosen Your CPA Difficult to change afterwards
15th of the following month Payroll source deductions The corporation Penalty of 3% to 10%, 20% on a repeat
One month after each reporting period HST return Your CPA Penalty and interest
31 December each year Certificate of Authorization renewal The corporation, through LSO Connects The certificate lapses
3 months after year end Corporate tax balance, with the small business deduction The corporation Interest at the prescribed rate
6 months after year end T2 return and Ontario Annual Return Your CPA, and us Late filing penalty, and non-compliance under the Corporations Information Act

Before Anything Is Filed

What a CPA Checks Before You Incorporate

Start Your Intake Form

Most of these are expensive to fix later.

Family shareholdings are not available, so the plan is built on salary.
Check 1

Whether to incorporate this year

A paralegal or junior practitioner drawing everything they bill may not save enough to cover a T2 and statements.

Check 2

The share register

Only licensees, and a separate common class from the start if a second licensee is joining.

Check 3

The name

Built to Law Society standards before the NUANS report is ordered.

Check 4

Year end and pay

A year end set against your collection cycle, and the salary and dividend mix weighed against RRSP room, CPP and LawPRO instalments.

Check 5

HST, association and conversion

Registration before the first account, any associated corporation, and a section 85 rollover if a practice is converting.

AFFORDABLE Incorporation Pricing for Lawyers and Paralegals

Our fee is $35.00 with HST included. Every government and Law Society fee is its own line.

Item Amount HST Total Who charges it
Incorporation preparation and filing $35.00 Included $35.00 Open Corporation for $35
Ontario Articles of Incorporation, filed online $300.00 Not applicable $300.00 Ontario Business Registry
Ontario NUANS name search report $25.00 Included $25.00 Ordered through us
Ontario Initial Return and Annual Return $0.00 Not applicable $0.00 Ontario Business Registry
Certificate of Authorization, application and annual renewal Confirmed before filing Charged by the Law Society Confirmed before filing Law Society of Ontario
Bookkeeping, trust reconciliation, payroll and the T2 Quoted on request Included in the quote Quoted on request Gondaliya CPA

A professional corporation cannot be a numbered company, so the NUANS report is always needed.

See Full Pricing

Our Services for Lawyers

Our professional fees include HST. Government fees are separate, itemised and charged at cost with no mark-up.

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NUANS Report for Lawyers

The Ontario name search every law professional corporation needs, because a number cannot be used as its name.

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Incorporation Service for Lawyers

Articles filed under the Business Corporations Act (Ontario) with the professional corporation provisions the Law Society requires.

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Address Service for Lawyers

A registered office address in downtown Toronto for the public register and corporate mail.

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Payroll Service for Lawyers

Payroll for your own salary and your staff, with source deductions remitted on time and T4 slips filed.

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One Window Service for Lawyers

The articles, the business number, the HST and payroll accounts and the Initial Return set up in one engagement.

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Corporate Annual Filing for Lawyers

The Ontario Annual Return filed in the Ontario Business Registry within six months of year end, with director and address changes kept current.

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Corporate Tax Filing for Lawyers

The T2 with GIFI statements, work in progress brought into income and the general and trust books kept apart.

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Federal Incorporation for Lawyers

The Law Society authorizes corporations under the Business Corporations Act (Ontario), so a law practice incorporates in Ontario.

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Holding Company Setup for Lawyers

A holding company cannot own shares of a law professional corporation. We explain the alternatives for surplus.

The Bundle for Lawyers and Paralegals

After incorporation the ongoing work moves to Gondaliya CPA. We keep the general and trust books apart, reconcile the trust account monthly to the client ledgers, track unbilled work in progress, file the HST returns, run payroll, prepare the T2 and the Ontario Annual Return, and set the salary and dividend mix each year.

Why Lawyers and Paralegals Use Us

Gondaliya CPA law practice incorporation team

Gondaliya CPA Professional Corporation is registered with CPA Ontario under firm registration number 61330051. Our clients have left us 1,300+ five-star Google reviews, and we work from 13 Ontario offices, open 9:00 AM to 8:30 PM, Monday to Sunday. We back every filing with a 30-day money-back guarantee and a 60-day fee-matching policy, and we are a Xero Partner Award Winner 2026. Open Corporation for $35 is a department of Gondaliya CPA.

  • CPA Ontario firm registration number 61330051
  • 1,300+ five-star Google reviews
  • 13 Ontario offices
  • Open 9:00 AM to 8:30 PM, Monday to Sunday
  • 30-day money-back guarantee
  • 60-day fee-matching policy
  • Xero Partner Award Winner 2026

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Fully Licensed CPA Ontario
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1,300+ ★★★★★
Google Reviews
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30-Day Money-Back Guarantee
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60-Day Fee-Matching Policy

Free CPA Consultation for Lawyers and Paralegals

Case Studies: Lawyers and Paralegals

Three Ontario practice files, each showing where the licensee started and what changed before anything was filed.

Toronto Sole Practitioner – Leaving a Firm

The problem: A litigator leaving a firm wanted to open a practice with a spouse as a shareholder.

What we did: We explained that the Law Society allows only licensees as shareholders, incorporated with the litigator as sole shareholder, and set a salary for the spouse’s actual work.

The result:

  • Law Society rules met
  • Certificate in hand before billing
  • Salary planned for real work

Mississauga Paralegal – Small Claims Practice

The problem: A paralegal billing well below the top bracket asked whether to incorporate.

What we did: We showed that most income was being drawn each year, so incorporation could wait, and registered the practice for HST instead.

The result:

  • Honest advice
  • HST registered on time
  • Incorporation planned for later

Brampton Real Estate Lawyer – Converting a Practice

The problem: A proprietor with a busy real estate practice wanted to incorporate with a second lawyer joining.

What we did: We moved equipment and work in progress in on a section 85 rollover and issued a separate common class to the second lawyer.

The result:

  • No tax on the transfer
  • Two classes from the start
  • Trust books set up separately
Start Your Practice Incorporation

Our Simple Process

How Your Law Corporation Incorporation Works

Start for $35

Six steps from the intake form to a corporation the Law Society can authorize.

Nothing is filed until you approve the draft.
Step 1

Send the intake form

Your licence, any second licensee, your practice and how you plan to pay yourself.

Step 2

A CPA reviews the file

Shareholders, the name, the year end and the HST position.

Step 3

The name

Checked with a $25.00 NUANS report, because a number cannot be used.

Step 4

You approve the draft

You see the articles, the share classes and the registered office before anything is filed.

Step 5

Filed online

The articles go through the Ontario Business Registry at $300.00, and you receive the certificate of incorporation.

Step 6

Certificate and accounts

You apply to the Law Society for the Certificate of Authorization, and we open the business number, HST and payroll accounts.

Meet the Lead CPAs Behind Your Law Professional Corporation

A Chartered Professional Accountant checks your shareholders and the HST position before anything is filed.

Sharad Gondaliya CPA

Sharad Gondaliya, CPA

Principal

Bio

647-212-9559

Vandana Goel CPA

Vandana Goel, CPA

Accounting Specialist

Bio

647-250-0242

What Our Clients Say

These Google reviews belong to Gondaliya CPA Professional Corporation and cover every service the firm provides. See all reviews.

Law Professional Corporation FAQs

Can a lawyer incorporate in Ontario?

Yes. A lawyer licensed by the Law Society of Ontario may incorporate a professional corporation under the Business Corporations Act (Ontario) and then apply for a Certificate of Authorization. Ontario charges $300 for articles filed online, and the corporation cannot practise until the certificate is issued.

Can a paralegal incorporate a professional corporation in Ontario?

Yes. A licensed paralegal may incorporate a professional corporation to provide legal services within their scope of practice, with a Certificate of Authorization from the Law Society.

Can my spouse own shares in my law professional corporation?

No. Every shareholder must be a lawyer or paralegal licensed by the Law Society of Ontario. The Ontario rule allowing family members to hold non-voting shares covers physicians, dentists and optometrists only.

Do lawyers and paralegals charge HST?

Yes, at 13% in Ontario. Registration is required once taxable sales pass $30,000 in a calendar quarter or over four consecutive quarters.

Can a law practice use the HST quick method?

No. The Canada Revenue Agency excludes legal services provided in a professional practice from the quick method.

How much tax does a law professional corporation pay?

A Canadian-controlled private corporation pays a combined 11.2% on active business income within the $500,000 business limit from 1 July 2026: 9% federal and 2.2% Ontario. It is a deferral, because personal tax follows when you withdraw the money.

What must a law professional corporation be called?

The name must meet Law Society standards and include the words “Professional Corporation”. A number cannot be used in place of a name.

When is the Certificate of Authorization renewed?

Every year by 31 December through your LSO Connects account, whatever date it was first approved.

Related Professions We Serve

Engineers

  • Certificate of Authorization
  • Licensed shareholders
  • HST on fees

Pharmacists and Pharmacy Owners

  • Professional corporations
  • Excluded shares
  • Staff payroll

Nurses and Nurse Practitioners

  • Professional corporations
  • Exempt health services
  • Payroll

IT Consultants

  • One-client contracts
  • Personal services business risk
  • HST on fees

Read our Ontario incorporation service for the wider rules.

A Corporation the Law Society Can Authorize

Pay $35 including HST, and a Chartered Professional Accountant checks the shareholders, the name and the year end before anything is filed.

Open Corporation for $35 is a department of Gondaliya CPA.