Incorporate Federally in Canada for $35

What it costs

Federal corporations are created under the Canada Business Corporations Act (CBCA), R.S.C. 1985, c. C-44, and the registry is Corporations Canada.

The name search is built into the online application, so no separate name product is needed. With express service the all-in cost is $335.00. See every fee we charge and the 2026 government fee table.

How long it takes

Our preparation time is two business days. The registry times are the service standards Corporations Canada publishes on its fees and processing times page.

Corporate name rules for a federal corporation

A federal corporate name has three parts and Corporations Canada assesses all three. The distinctive element is the coined word that separates your corporation from every other business in Canada. A geographic word alone is not distinctive, so “Ontario Plumbing Inc.” fails where “Redgate Plumbing Inc.” passes. The descriptive element says what the business does. The legal element is the statutory ending, and it is mandatory.

The CBCA permits these endings: Limited, Limitée, Incorporated, Incorporée, Corporation, Société par actions de régime fédéral, and the abbreviations Ltd., Ltée, Inc., Corp., S.A.R.F. The choice carries no difference in substance, although a bilingual or Quebec-facing business often takes the French or the combined form.

Corporations Canada refuses a name that is confusing with an existing corporate name, business name or trademark. It also refuses one that is deceptively misdescriptive as to the business, the goods, the services, the conditions of production or the place of origin, and any name that is obscene. A name implying you manufacture in Canada when you import, or implying a profession you are not licensed in, is refused.

Some words are prohibited outright: Parliament Hill, Royal Canadian Mounted Police, RCMP, GRC, and United Nations or UN where the name implies a connection. Others are restricted and need written consent, including words suggesting royal patronage, government sponsorship, a university, or a financial institution such as a bank or trust company. A family surname may be used only with the written consent of the individual or their heirs, who must hold a material interest in the corporation.

The name search is built into the online incorporation and name pre-approval applications at no separate charge, so the name step costs $0.00. A standalone NUANS report is still used for a revival, an amalgamation or a continuance into the CBCA. See NUANS name search.

The alternative is a numbered corporation. You select the numbered option and Corporations Canada assigns the number, producing a name such as “12345678 Canada Inc.” You still choose the legal element, it cannot be refused on name grounds, and it costs the same $200.00. Moving to a word name later means Articles of Amendment. See numbered company incorporation.

Director and officer requirements

A CBCA corporation needs one or more directors. A distributing corporation, meaning one whose securities are publicly traded, must have at least three directors, of whom at least two are not officers or employees of the corporation or its affiliates, under CBCA section 102.

Under section 105(1) a director must be an individual, at least 18 years of age, not incapable, and not of bankrupt status. A corporation cannot be a director. Officers carry no residency requirement.

Section 105(3) requires that at least 25 percent of directors be resident Canadians, and where the corporation has fewer than four directors, at least one must be. Section 105(3.1) raises this to a majority in a prescribed business sector or where a statute imposes Canadian ownership. Section 105(4) allows one third for a holding corporation earning in Canada less than five percent of the gross revenues of it and its subsidiaries.

A non-resident owner has three routes: appoint one resident Canadian director alongside yourself, which satisfies section 105(3) on a two-person board; incorporate provincially, since Ontario removed its 25 percent rule on 5 July 2021; or hold shares without joining the board, because the rule binds directors, not shareholders. Director changes must be reported within 15 days. See director residency requirements.

Registered office and records

A CBCA corporation must at all times keep a registered office in the province specified in its articles, under section 19(1). Directors may move it within that province without amending the articles, under section 19(3). Moving to another province requires Articles of Amendment, and address changes must be reported within 15 days, under section 19(4).

Records must be kept at the registered office, or another place in Canada chosen by the directors, under section 20. Accounting records must be retained six years, under section 20(2.1). Records may sit outside Canada only if available for inspection by computer terminal during regular office hours, under section 20(5.1). See registered office address.

Annual filing requirements

Confusing the annual return with the T2 is the most common federal compliance failure. The annual return is a corporate law filing to Corporations Canada, costs $12.00, and runs from your incorporation anniversary date. The T2 corporation income tax return is a tax filing to the Canada Revenue Agency and runs from the fiscal year end you choose. Paying $12.00 does not file your tax return, and filing your T2 does not keep you on the register.

Federal incorporation does not remove provincial registration. Corporations Canada operates joint registration with Alberta, British Columbia, Manitoba, Saskatchewan and Quebec, while Ontario is handled through the Ontario Business Registry.

Minute book requirements

CBCA section 20 requires the corporation to prepare and maintain:

• the articles and by-laws with all amendments, and any unanimous shareholder agreement;
• minutes of meetings and resolutions of shareholders;
• notices of directors and changes of directors filed under sections 106 and 113;
• a securities register under section 50, showing shareholders, issuances and transfers;
• minutes and resolutions of directors, and adequate accounting records, under section 20(2).

Section 21.1 separately requires most federal corporations to keep a register of individuals with significant control, in place since June 2019. It records full legal name, date of birth, citizenship, tax residence, address, the dates control began and ended, and how it is held. It must be updated at least annually and within 15 days of a change.

A bank, a lender or a buyer asks for something narrower: the Certificate of Incorporation, the filed articles, the general by-law, the resolutions appointing directors and issuing the first shares, and the securities register. A lender usually adds a certificate of compliance. See minute book requirements.

Should you incorporate federally or provincially

For most first-time owners this matters less than the internet suggests. If your customers, premises and staff sit in one province, the provincial statute is simpler and you manage one annual filing rather than two.

Federal incorporation earns its keep in three cases: real multi-province operation, where one name protected across Canada removes the risk of finding it taken next door; a business expecting outside investment; and a business building a national brand.

The residency rule pushes the other way. If your board is entirely non-resident, section 105(3) is a hard block and provincial incorporation is usually the answer. Cost is a smaller factor than most comparisons imply: the federal fee is $200.00 and Ontario’s is $300.00, a $100.00 difference on a decision made once. Choose on where you will trade and who sits on your board.

What a CPA checks before you incorporate federally

A CBCA filing is fast, and that is the trap. Section 105(3) requires at least 25 percent of directors to be resident Canadians, and at least one where the board has fewer than four, so we confirm the board qualifies before anything is submitted. A founder abroad who cannot meet that test is better served provincially.

The articles are the second check. Adding a share class later means Articles of Amendment at $200.00, so voting common, non-voting common and preferred are drafted at the start wherever a spouse, a child or a holding company is anywhere in the plan.

Who receives the dividends is governed by section 120.4 of the Income Tax Act. The excluded business test looks at 20 hours a week, and the excluded shares exception is closed to a services business, so we run both before a family member is added rather than after a reassessment.

Your first year end may be any date within 53 weeks of incorporation and it sets the T2 deadline. It has nothing to do with the federal annual return, which is due within 60 days of the anniversary date at $12.00 online. HST registration is mandatory above $30,000 of taxable supplies over four consecutive calendar quarters, and we then settle salary against dividends and check whether the $500,000 small business limit is shared.