AFFORDABLE Store Incorporation, Filed by a CPA Firm

Incorporate a Grocery or Convenience Store for $35

Start your grocery or convenience store corporation for $35, HST included. Government fees are separate. A CPA sets up the HST split and the licence holder before we file.

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A grocery or convenience store is an ordinary business corporation under the Business Corporations Act (Ontario) or the Canada Business Corporations Act. No college certifies it and no statute limits who may hold a share. We prepare and file your corporation for $35.00, HST included, and show the registry charge at the government’s own figure. Open Corporation for $35 is a department of Gondaliya CPA.

What makes a store different is the till. Basic groceries are zero-rated under Part III of Schedule VI to the Excise Tax Act, while snacks, soft drinks, tobacco, beer and wine carry 13%. Lottery tickets are sold for the Ontario Lottery and Gaming Corporation, not for you. A Chartered Professional Accountant maps each of those lines before the first sale is rung through.

AFFORDABLE Incorporation for Grocery and Convenience Store Owners

The licences belong to whoever holds them. The AGCO beer and wine licence, the OLG retailer agreement, the lease and the supplier accounts are issued to a named holder. Put them in the corporation from day one, because moving them out of your personal name later means new applications and landlord consent.

Store margins are thin and profits are reinvested in stock, coolers and fixtures. Active business income inside the $500,000 federal business limit is taxed at 9% federally and 3.2% in Ontario, a combined 12.2%, so more of each dollar stays available for inventory and debt.

The corporation also stands between your house and the store’s lease, supplier credit and customer claims. It never protects you from unremitted payroll deductions or HST, which directors can be assessed for personally.

Gondaliya CPA team preparing a grocery and convenience store corporation filing
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Buying an existing store

Most owners buy a running store. An asset purchase resets depreciation and puts goodwill in Class 14.1, and a joint section 167 election on Form GST44 lets the business transfer without HST on the price.

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Owning the building

A second corporation holding the property is associated with the store. Rent it charges the store is generally treated as active business income under subsection 129(6), but the two share one $500,000 limit.

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Selling later

A buyer who takes your shares keeps the licences and lease in place. Shares of a qualified small business corporation can attract the lifetime capital gains exemption, tested over 24 months.

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Rules That Apply to a Grocery or Convenience Store Corporation

There is no professional corporation here. You incorporate an ordinary corporation provincially or federally, and the rules that matter attach to what the store sells: alcohol, tobacco, lottery and food.

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Beer, wine and ready-to-drink

Since 31 October 2024 Ontario convenience stores may sell beer, wine, cider and ready-to-drink cocktails, and grocery stores have a matching authorization. The licence is issued by the Alcohol and Gaming Commission of Ontario under the Liquor Licence and Control Act, 2019, and product is bought from the LCBO as wholesaler.

Apply in the corporation’s name. Check the AGCO’s notice rules before any later change of officers, directors or shareholders.

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Tobacco and vapour products

Under the Smoke-Free Ontario Act, 2017, nothing may be sold to anyone under 19, and a convenience store may sell only tobacco, mint and menthol vape flavours. Other flavours are limited to specialty vape stores.

Cigarettes must be bought marked and stamped from a licensed wholesaler under the Tobacco Tax Act. Some municipalities, Toronto among them, add a business licence.

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Lottery

OLG appoints retailers by agreement, and the agreement names the store operator. Ticket sales are OLG’s money held in trust and swept from your bank account, so only the commission is your revenue.

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Food premises

O. Reg. 493/17 under the Health Protection and Promotion Act governs food premises, inspected by the local public health unit. Where food is prepared or processed on site, a certified food handler must be present during operating hours.

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Naming

A banner name such as a convenience chain’s trademark needs the owner’s written consent. Most store owners take a numbered company and register the store name as a business name under the Business Names Act.

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Annual filing

Nothing renews professionally. The Ontario Annual Return under the Corporations Information Act is due within six months of fiscal year end, filed in the Ontario Business Registry. A federal corporation files with Corporations Canada instead.

Typical Share Structure for a Store Corporation

Share class Who holds it Voting Dividend entitlement Why it is there
Class A common The owner-operator Yes Discretionary Control, and the name on the licences
Class B common A spouse working shifts in the store Yes Discretionary Splitting, if a TOSI exception is met
Class C non-voting common An adult child working in the store No Discretionary Profit share without a change of control
Class D preferred The founding owner No Fixed, redeemable Freezes value before a second store or a sale
Class E common A holding company Yes Discretionary Moves surplus up for the building or the next store

Section 120.4 of the Income Tax Act decides whether the Class B and Class C shares can be paid anything. A store selling goods usually clears the excluded shares test, which fails only where 90% or more of business income is from services. That shareholder must be 25 or older and hold 10% or more of the votes and of the fair market value.

Family stores often meet the other route too, the excluded business exception: an average of at least 20 hours a week, proved by the shift schedule and payroll. A CPA tests each shareholder before the dividend is declared.

HST for Grocery and Convenience Stores

A store sells at two rates through one till. Basic groceries are zero-rated, 0% but still a taxable supply, while the exclusions listed in section 1 of Part III of Schedule VI to the Excise Tax Act carry 13% in Ontario: soft drinks, candy and confectionery, chips and salty snacks, snack bars, most single-serve drinks and prepared food.

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Register, even if most sales are 0%

The $30,000 small supplier threshold, over four consecutive calendar quarters or in a single quarter, counts zero-rated sales too. Most stores pass it in their first months.

Zero-rated sales are a commercial activity, so the HST on rent, coolers, fit-out and taxable stock is recoverable as input tax credits. A grocery-heavy store can file in a refund position.

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Coffee, hot food and the $4 rebate

Ontario rebates its 8% portion at the till on qualifying prepared food and beverages sold for $4.00 or less. The 5% federal part is still charged. The point-of-sale system has to apply it correctly, item by item.

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Quick method and streamlined methods

Under the quick method, zero-rated grocery sales are left out of the calculation, and the 4.4% Ontario reseller rate needs goods bought for resale to reach 40% of taxable sales. The ceiling is $400,000 of annual taxable supplies including GST/HST.

The Streamlined Accounting (GST/HST) Regulations also contain methods for grocery and convenience stores that cannot split sales at the till. We test eligibility before electing.

Common CRA Issues for Grocery and Convenience Stores

1

Cash sales the CRA thinks are missing

Triggered by a gross margin below the industry norm, or deposits that do not match the point-of-sale reports. The CRA reconstructs income from purchases and markups, and a net worth assessment can follow.

2

The wrong split between 0% and 13%

Triggered by a till that codes chips, pop or prepared food as basic groceries. The CRA assesses the HST that should have been collected, whether or not the customer paid it.

3

Refund claims that invite review

Triggered by a run of HST refunds from a mostly zero-rated store. They are legitimate, but every input tax credit needs an invoice showing the supplier’s registration number.

4

Stock taken home

Triggered by shrinkage well above normal. Groceries, cigarettes or beer taken by the family are a shareholder benefit under subsection 15(1) unless recorded, and HST applies to the taxable lines.

5

Lottery receipts booked as sales

Triggered by gross sales inflated by OLG ticket and prize cash. It distorts the margin, the HST return and the instalment base. Only the commission is the store’s income.

The normal reassessment period for a CCPC is three years under subsection 152(3.1); paragraph 152(4)(a) removes it for misrepresentation from carelessness or wilful default.

First-Year Compliance Calendar

When What is due Who files it What happens if it is late
Before the lease or purchase agreement is signed Corporation incorporated and named as tenant or buyer Us, Ontario Business Registry or Corporations Canada Assignment later, with landlord consent
Before the AGCO and OLG applications Corporation in place as applicant You, with the AGCO and OLG A fresh application if the holder changes
Before the store opens or the purchase closes HST registration, and Form GST44 for a purchase of the business Your CPA, with the CRA HST on the price, or lost credits on the fit-out
Within 60 days of incorporation Initial Return, Corporations Information Act Us, Ontario Business Registry Non-compliance. No fee
Week 1 to 2 Business number, RT0001 HST and RP0001 payroll accounts Your CPA, with the CRA Nothing to remit tax or deductions against
Within 10 days of hiring the first worker WSIB registration, where the store’s class is covered The corporation, with the WSIB Premiums assessed back to the start, plus penalties
15th of each month Payroll source deductions for store staff The corporation, to the CRA Penalty of 3% to 10%, 20% on a repeat
One month or three months after each period end HST return, monthly or quarterly filer Your CPA, with the CRA Late filing penalty and interest
Within 53 weeks of incorporation First fiscal year end chosen, and a stock count on that date Your CPA Hard to change once the first T2 is filed
Last day of February T4 slips and summary for store staff Your CPA, with the CRA Late filing penalty per slip
3 months after year end Part I tax balance for a CCPC The corporation, to the CRA Interest from the day after
6 months after year end T2 return and Ontario Annual Return Your CPA, and us Late penalty, then cancellation of the corporation
First tax year No corporate instalments Nothing to file Instalments begin in year two past $3,000 of tax

Before Anything Is Filed

What a CPA Checks Before You Incorporate

Start Your Intake Form

We start with what the store will sell and how it will be bought, because those decide the HST, the licences and who must sign.

We tell you what the deal costs in tax; a lawyer tells you what the agreement means.
Check 1

Start-up or purchase

For a purchase, whether you buy shares or assets, how the price splits between inventory, equipment and goodwill, and whether section 167 removes HST from the closing.

Check 2

The licence holder

Which entity applies to the AGCO, signs the OLG agreement and the lease, and who gives the personal guarantee beside it.

Check 3

The product mix

Roughly how sales divide between zero-rated groceries and taxable lines. It decides refunds, filing frequency and whether the quick method pays.

Check 4

The point-of-sale setup

Tax codes by item, the $4 prepared food rebate, and lottery kept outside sales, before the first day of trading.

Check 5

Family dividends

Whether a spouse or adult child can be paid, tested against section 120.4 using the shift schedule and the share terms.

Check 6

The building

Whether the property sits in the store corporation, a sister company or a holding company, and how section 256 divides the $500,000 limit.

Check 7

The fiscal year end

Set away from the December rush, on a date you can count stock properly.

Check 8

Cash controls

Daily Z-reports, deposits that match them, and records good enough to answer a margin audit.

AFFORDABLE Incorporation Pricing for Store Owners

Our fee is $35.00 with HST included. Government filing fees are passed through at cost with no mark-up, and every total below is final.

Ontario Provincial Incorporation

Service Final Fee Frequency
Ontario named corporation – Government filing CAD 300 + NUANS CAD 25 + our incorporation fee CAD 35 CAD 360 One-time
Ontario numbered corporation – Government filing CAD 300 + our incorporation fee CAD 35 CAD 335 One-time
Our professional incorporation fee component CAD 35 One-time
NUANS name search CAD 25 One-time
Annual Virtual Registered Address Service Package CAD 900 Annual

Federal Incorporation – Based in Ontario

Service Final Fee Frequency
Federal named corporation based in Ontario – Government filing CAD 200 + NUANS CAD 38 + our incorporation fee CAD 35 CAD 273 One-time
Federal numbered corporation based in Ontario – Government filing CAD 200 + our incorporation fee CAD 35 CAD 235 One-time
Our professional incorporation fee component CAD 35 One-time
Federal NUANS name search based in Ontario CAD 38 One-time
Annual Virtual Registered Address Service Package CAD 900 Annual
See Full Pricing

Our Services for Grocery and Convenience Store Owners

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 Store Owners

The name search report a named store corporation needs, with your choices screened before one is bought. A numbered company with the store name registered as a business name needs none.

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Incorporation Service for Store Owners

Articles drafted for the family and the deal you actually have, share classes authorised for later, and the corporation in place before the lease, the closing and the licence applications.

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Address Service for Store Owners

A registered office address in downtown Toronto, so your home address stays off the public register and corporate mail does not sit at the store counter.

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Payroll Service for Store Owners

The payroll account opened before the first shift, source deductions worked out each pay run for cashiers and family members, and T4 slips filed before the February deadline.

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One Window Service for Store Owners

The articles, the business number, the HST and payroll accounts and the first year of filings handled through one person, so nothing waits between offices.

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Corporate Annual Filing for Store Owners

The Ontario Annual Return or the federal annual return filed on time, with director, officer and address changes reported, so the corporation stays in good standing for the AGCO and the bank.

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Corporate Tax Filing for Store Owners

The T2 with GIFI statements, prepared from books that keep zero-rated and taxable sales apart and lottery cash out of revenue, filed before the six-month deadline.

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Federal Incorporation for Store Owners

A federal corporation for an owner planning stores in more than one province, with the name protected nationally and the director residency rule checked first.

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Holding Company Setup for Store Owners

A holding company above the store or beside it for the building, set up so profit can move up and the $500,000 small business limit is shared deliberately.

The Bundle for Store Owners

After incorporation the work moves to the parent firm. Gondaliya CPA reconciles daily till reports to bank deposits, keeps zero-rated and taxable sales apart, separates OLG lottery cash from store revenue, tracks inventory and shrinkage, runs payroll for shift staff, and prepares the HST returns, the T2 and the statements a lender or buyer asks for.

Why Store Owners Use Us

Gondaliya CPA grocery and convenience store incorporation team

Gondaliya CPA Professional Corporation is registered with CPA Ontario under firm registration number 61330051. Open Corporation for $35 is a department of Gondaliya CPA.

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Free CPA Consultation for Store Owners

Case Studies: Grocery and Convenience Store Incorporation

Three Ontario store files, each showing where the owner started and what changed before anything went to the registry.

Brampton Convenience Store – A Purchase About to Close in the Wrong Name

The problem: A buyer had signed an agreement to buy a Brampton convenience store in his own name, with the closing three weeks away. The landlord, the beer and wine licence application and the lottery terminal were all waiting on whoever ended up owning the business, and nobody had raised HST on the purchase price.

What we did: We incorporated a numbered Ontario company before the closing, so the lawyer could assign the agreement to it and the landlord could approve the corporation as tenant. We registered the corporation for HST and prepared the section 167 election on Form GST44, signed by both parties, for the closing.

The result:

  • Numbered Ontario corporation filed at $335.00
  • Lease and licence applications in the corporation’s name
  • GST44 election ready, no HST on the business price

Scarborough Grocery – A Family on the Shift Schedule, One Name on the Shares

The problem: A husband and wife were opening a South Asian grocery in Scarborough with their 26-year-old son working the evening shifts. The draft they had found online gave every share to the husband, and the year end defaulted to 31 December, in the middle of the holiday rush and the stock count.

What we did: We authorised voting and non-voting common classes and a preferred class at the same registry fee, issued shares to the wife and son as owners working in the store, and tested both against section 120.4 before any dividend. The year end was moved to a quieter month the family could count stock in.

The result:

  • Three share classes authorised at no extra registry cost
  • Family shareholdings tested before the first dividend
  • Year end set away from December

Hamilton Convenience Store – A Hot Food Counter and a Till Set Up Wrong

The problem: An owner in Hamilton was opening a convenience store with a coffee and hot food counter. The point-of-sale vendor had loaded every food item at 0%, there was no HST account, and the fit-out invoices for coolers and counters carried thousands of dollars of tax.

What we did: We incorporated, registered the corporation for HST before opening, and gave the vendor a coding list: basic groceries at 0%, snacks and soft drinks at 13%, and prepared food at 13% with the Ontario point-of-sale rebate applied at $4.00 or less. Lottery sales were kept out of store revenue from the first day.

The result:

  • HST account live before the first sale
  • Tax on coolers and fit-out claimed as input tax credits
  • Till coded correctly before opening day
Start Your Store Incorporation

Our Simple Process

How Your Store Incorporation Works

Start for $35

Six steps from the intake form to a corporation that can sign the lease, apply to the AGCO and open its bank account. You always know what is with us, what is with the registry and what comes next.

Nothing is filed until you approve the draft.
Step 1

Send the intake form

Owners, shares, the store address, whether you are buying or starting, and the dates you are working to: the lease, the closing or the licence application. It takes about ten minutes.

Step 2

A CPA reviews the file

Who holds which class, who signs the lease and guarantee, whether a spouse or adult child should hold shares, and where the year end should fall. Questions come back the same working day.

Step 3

Numbered or named

A numbered company needs no search. A named one needs a NUANS report, $25 for Ontario or $38 federally, and we screen your choices before paying for one.

Step 4

You approve the draft

You see the articles, the share classes, the directors and the registered office before anything is submitted. Changes cost nothing at this stage.

Step 5

Filed online

Ontario articles go through the Ontario Business Registry and federal articles through Corporations Canada. An online filing is processed on submission and the certificate is emailed to you.

Step 6

Set up to trade

The Initial Return within 60 days, the business number, the HST and payroll accounts, and the minute book and registers, ready for the bank, the landlord and the AGCO.

Meet the Lead CPAs Behind Your Store Corporation

A Chartered Professional Accountant checks the licence holder, the HST setup and the share classes 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

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Grocery and Convenience Store Incorporation FAQs

How much does it cost to incorporate a grocery or convenience store in Ontario?

A numbered Ontario corporation costs $335.00 in total: $300.00 to the Ontario Business Registry and our $35.00 fee with HST included. A named Ontario corporation adds a $25.00 NUANS report, for $360.00. A federal corporation costs $235.00 numbered or $273.00 named, because Corporations Canada charges $200.00 and a federal NUANS report is $38.00. Those totals are final for the incorporation itself. What sits outside them is set by other bodies and paid to them directly: the AGCO licence if you sell beer and wine, the OLG retailer arrangement if you sell lottery, and any municipal business licence, which some cities, Toronto among them, require for tobacco and vape sales. If you want your home address off the public register, the virtual registered address package is $900.00 a year. Bookkeeping, payroll, HST returns and the T2 are quoted separately by Gondaliya CPA, and the T2 starts from $300.

Should I incorporate before buying a convenience store?

In most cases, yes, and before the closing rather than after it. The lease, the AGCO licence, the OLG retailer agreement, the supplier accounts and the bank account all name a holder, and the holder should be the corporation from the first day. A buyer who signs and closes personally and incorporates later has to assign the lease with the landlord’s consent, apply again for licences in the new name, and move the business into the corporation under section 85, which costs time and professional fees that a $35 filing would have avoided. Where you have already signed the agreement of purchase and sale in your own name, your lawyer can usually assign it to the corporation before closing, which is why the incorporation should go in as soon as the deal is firm. An online Ontario filing is processed on submission, so the timing is rarely the obstacle; the obstacle is usually that nobody raised it until the week of the closing.

Do grocery stores charge HST on food?

Not on basic groceries. Food and beverages for human consumption are zero-rated under Part III of Schedule VI to the Excise Tax Act, which means they are taxable at 0%: you charge nothing, but they still count as taxable supplies. Section 1 of that Part then lists the exclusions, which carry 13% HST in Ontario. The ones that matter in a store are carbonated beverages, candies and confectionery, chips and similar salty snacks, granola and snack bars, many single-serve drinks, and food sold hot or prepared for immediate consumption, along with anything sold through a vending machine. Non-food lines such as tobacco, vape products, beer and wine, household goods, health and beauty items and phone cards are taxable as usual. Getting the split right is a till problem rather than an accounting one, because each item has to carry the right tax code before it is sold, and the CRA assesses the HST that should have been charged whether or not the customer paid it.

Does a store with mostly zero-rated sales need to register for HST?

Yes, once the store passes the small supplier threshold, and most stores pass it within months. The threshold is $30,000 of taxable supplies over four consecutive calendar quarters, or in a single quarter, and zero-rated sales count towards it because they are taxable supplies at 0%. Registration is also usually in the store’s interest. Because zero-rated sales are a commercial activity, the HST you pay on rent, coolers, shelving, the point-of-sale system, renovations and taxable stock is recoverable as input tax credits, even where most of what you sell carries no tax. A store selling mostly basic groceries can find that the credits exceed the HST it collects, and files for a refund. That is legitimate, but it draws review, so every credit needs an invoice showing the supplier’s GST/HST registration number. Registering before the store opens, rather than after the threshold is crossed, means the tax on the fit-out is recoverable too.

Do I pay HST when I buy an existing grocery or convenience store?

Not on the business price, where the conditions for the section 167 election under the Excise Tax Act are met. The buyer must be acquiring all or substantially all of the property needed to carry on the business, and the buyer must be registered for HST; the seller and buyer then file the joint election on Form GST44. The election removes HST from the transferred assets, including inventory, equipment and goodwill, which on a store sale can be a large amount of cash at closing that would otherwise have to be paid and claimed back later. A share purchase is different: buying the shares of the corporation that owns the store is not a taxable supply, so no HST arises, but the buyer inherits the corporation’s tax history along with it. Which route suits you depends on the price split, the age of the equipment and what the seller will agree to, and it should be settled before the agreement is signed.

Can my convenience store sell beer and wine in Ontario?

Yes. Since 31 October 2024 Ontario convenience stores may sell beer, wine, cider and ready-to-drink cocktails, and grocery stores have a matching authorization. The licence is issued by the Alcohol and Gaming Commission of Ontario under the Liquor Licence and Control Act, 2019, and stores buy their alcohol from the LCBO as wholesaler. The application should be made by the corporation that will run the store, because a licence issued to you personally does not move into a corporation formed later. Check the AGCO’s notice requirements before any later change of officers, directors or shareholders. For tax, beer and wine sales carry 13% HST, deposits and wholesale purchases need their own accounts in the books, and the margin on alcohol is usually thin enough that the input tax credits on the LCBO invoices matter. We do not apply for the licence; we make sure the corporation that applies is the one that should hold it.

Are lottery ticket sales part of my store’s revenue?

No. Lottery tickets are sold on behalf of the Ontario Lottery and Gaming Corporation, and the ticket money is OLG’s, held by the store and swept from its bank account. Prize payouts are OLG’s money too. The only lottery amount that belongs in the store’s income is the commission OLG pays the retailer. Where the bookkeeping records ticket cash as sales, three things go wrong at once: gross sales are inflated, the margin looks far too low against the industry norm, which is the first thing a CRA reviewer compares, and the instalment and HST calculations are built on the wrong base. The fix is to give lottery its own clearing account from the first day, reconcile it to the OLG statements each week, and post only the commission to revenue. The OLG retailer agreement should be in the corporation’s name for the same reason as the lease and the AGCO licence: the holder is fixed when the agreement is signed.

Should my store be a numbered or a named company?

Most store owners take a numbered company. A numbered Ontario corporation needs no name search and costs $335.00 in total, and the store can still trade under its sign name, which is registered as a business name under the Business Names Act and shown on receipts, the lease and the licences. A named corporation costs $360.00 because of the $25.00 NUANS report, and it is worth it where the corporate name itself carries value, for example a family that plans several stores under one name or a specialty grocer building a brand. Two cautions apply. A banner name, such as a convenience chain’s trademark, needs the trademark owner’s written consent and does not belong in the corporate name of an independent operator. And the corporate name cannot be changed for free later: articles of amendment carry their own government fee. We screen your preferred names before paying for a report, so a refused name costs nothing.

Can I pay my spouse and children from the store corporation?

Usually yes, provided the payment fits the work and the rules. A spouse or child who works in the store can be paid a salary through payroll, deductible to the corporation where it is reasonable for the hours and duties, with source deductions remitted. Dividends are tested under section 120.4 of the Income Tax Act, the tax on split income. A store selling goods usually meets the excluded shares exception, because it fails only where 90% or more of business income comes from services; the shareholder must be 25 or older and hold at least 10% of the votes and of the value. Family members of any adult age who work in the business an average of at least 20 hours a week can also qualify under the excluded business exception, and a store’s shift schedule and payroll records are good evidence of that. The share classes that allow this are authorised at incorporation at no extra registry cost, so they should be in the articles from the start.

Should the building be in the same corporation as the store?

Often not. Where you are buying the property as well as the business, many owners hold the building in a separate corporation, or a holding company, that rents it to the store corporation. That keeps the property away from the store’s creditors and makes it possible to sell the business without selling the real estate. Because the two corporations are controlled by the same people, they are associated under section 256 of the Income Tax Act and share one $500,000 small business limit, and rent paid by the store to an associated corporation is generally treated as active business income rather than passive rental income under subsection 129(6). The rent has to be set at a reasonable figure and actually charged. Land transfer tax, financing and the lender’s requirements all bear on the choice, so it is settled with your lawyer and your CPA before the purchase closes rather than reorganised afterwards.

Should I incorporate my store in Ontario or federally?

For a single Ontario store, an Ontario corporation is usually the simpler choice. It costs $335.00 numbered, reports through the Ontario Business Registry, and has no director residency rule. A federal corporation costs $235.00 numbered, protects the name across Canada and suits an owner planning stores in more than one province, but a federal corporation trading in Ontario must also register extra-provincially in Ontario, and the Canada Business Corporations Act requires at least a quarter of the directors to be resident Canadians. For a convenience or grocery store the regulatory rules that matter most, the AGCO licence, the Smoke-Free Ontario Act and the food premises rules, apply the same way to either, because they attach to the store rather than to the statute the corporation was formed under. We look at your plans for a second location and the residency of your directors before recommending one.

What tax rate will my store corporation pay?

A Canadian-controlled private corporation pays a combined 12.2% on active business income within the small business limit, being the 9% federal small business rate and Ontario’s 3.2%. The federal business limit is $500,000 a year, shared among associated corporations. Above that limit, the general combined rate in Ontario applies. Those rates apply to profit left in the corporation; when it is paid out as salary or dividends, personal tax follows, so the saving is mainly a deferral that lets more of each dollar go back into stock, coolers and debt repayment. For a store whose owners live on most of what the store earns, the bigger gains are usually elsewhere: separating the business from personal liability, holding the licences and the lease in one place, paying family members properly, and being able to sell the shares later. A CPA models salary against dividends for each owner once the first year’s figures are known.

How far back can the CRA reassess a cash-heavy store, and what records should I keep?

Keep the records that let the tax be determined for six years from the end of the year they relate to, which is the rule in section 230 of the Income Tax Act and the matching rule in the Excise Tax Act. For a store that means the daily Z-reports from the till, the bank deposits that match them, purchase invoices from every supplier, the OLG lottery statements, payroll records and the stock counts. The CRA can normally reassess a Canadian-controlled private corporation within three years of the original notice of assessment, but there is no time limit where a misrepresentation came from carelessness or wilful default, and cash businesses are reviewed by comparing gross margins with industry norms and by reconstructing sales from purchases. A store with clean daily reconciliations answers that review with documents. A store without them is assessed on the CRA’s estimate, which is why we set the cash controls up before the first day of trading.

Related Industries We Serve

Franchise Owners

  • Banner convenience franchises
  • Franchise fee in Class 14
  • Royalty reconciliation

Food Importers

  • Imported stock for ethnic grocers
  • Zero-rated basic groceries
  • Customs and landed cost records

Food Processors

  • Bakery and prepared food lines
  • Ontario manufacturing rate
  • Equipment CCA from year one

Restaurants and Takeout

  • Prepared food HST
  • The $4 Ontario rebate
  • Shift payroll and tips

Start Your Store Corporation

Get the corporation in place before the lease, the closing and the licence applications. Pay $35 including HST, and a CPA checks the HST setup, the licence holder and the shares first.