Incorporate an E-commerce or Amazon Seller Business for $35
Start your e-commerce corporation for $35, HST included. Government fees are separate. Complete the intake form and a CPA reviews your HST position and where your stock is held before we file.
An online retail business is an ordinary corporation, and we prepare and file the articles for $35.00, HST included, with the registry fee shown separately at the amount the government charges. Open Corporation for $35 is a department of Gondaliya CPA.
The rule that decides your HST is section 211.23 of the Excise Tax Act, in force since 1 July 2021, which deems the marketplace operator to have made the sale only while you are not registered yourself. A Chartered Professional Accountant reads your settlement reports, because subsection 10(1) also requires stock to be inventoried rather than expensed in the year bought.
Why E-commerce and Amazon Sellers Incorporate
Active business income inside the $500,000 federal business limit is taxed at 9% federally and 3.2% in Ontario, a combined 12.2%. For a seller that rate is not theoretical, because the profit is already sitting in stock.
That is what separates an online seller from a service business. A seller who turns $180,000 of profit into the next three purchase orders never had the cash to draw, so the deferral is real in year one.
Inventory bought with corporate dollars costs 12.2 cents of tax per dollar of profit committed to it. Funded from a sole proprietor’s after-tax income, the same purchase order can cost more than 40 cents.
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Professional Corporation Rules
Selling goods online is not a regulated profession, so there is no college, no certificate of authorization, no professional corporation and no restriction on who may hold a share. You incorporate an ordinary corporation under the Business Corporations Act (Ontario) or the Canada Business Corporations Act. Four issues take the college’s place.
Typical Share Structure for an E-commerce Corporation
| Share class | Who holds it | Voting | Dividend entitlement | Why it is there |
|---|---|---|---|---|
| Class A common | The seller | Yes | Discretionary | Control and growth |
| Class B common | A spouse running listings or purchasing | Yes | Discretionary | Splitting where a TOSI exception is met |
| Class C non-voting common | An adult child or second operator | No | Discretionary | Profit share without control |
| Class D preferred | The seller | No | Fixed, redeemable | Freezes value before a partner buys in |
| Class E preferred | The seller | No | Fixed, redeemable | Consideration on a section 85 rollover |
Section 120.4 of the Income Tax Act decides whether the Class B share can be paid. The excluded shares exception protects a holder of 10% or more of the votes and 10% or more of the fair market value of all issued shares, provided less than 90% of the corporation’s business income comes from services and the corporation is not a professional corporation.
Selling goods is where that test finally works, because an online retailer earns from products rather than services. A dropship, agency or fulfilment-for-others model can still fail the 90% test, and the exception is open only to individuals aged 25 or over. A CPA tests each shareholder before a dividend is declared.
HST for E-commerce and Amazon Sellers
Goods sold to Canadian buyers are fully taxable. Nothing an online retailer supplies is exempt under Schedule V to the Excise Tax Act, so an Ontario delivery carries 13%. More detail in Amazon seller GST/HST in Canada.
Common CRA Issues for E-commerce and Amazon Sellers
Revenue booked at the payout amount
Triggered by entering the marketplace deposit as sales, when gross sales, referral fees, fulfilment fees, advertising and refunds are separate lines on the settlement report.
HST assumed to have been collected by the platform
Triggered by a registered seller relying on section 211.23 of the Excise Tax Act, which applies only while the vendor is not registered.
Stock expensed instead of inventoried
Triggered by deducting goods in the year bought. Subsection 10(1) of the Income Tax Act requires year-end inventory at the lower of the cost at which it was acquired and fair market value, and cost means landed cost, so units priced at the supplier invoice while freight, duty and brokerage are expensed leave margin and closing inventory both wrong.
Zero-rating with no proof of export
Triggered by charging 0% to a United States buyer with no shipping or customs documents showing the goods left Canada.
Foreign reporting missed
Triggered by foreign holdings passing the $100,000 cost amount for Form T1135. Property held exclusively in an active business is excluded, so fulfilment stock usually is, and a United States dollar cash balance may not be.
First-Year Compliance Calendar
| When | What is due | Who files it | What happens if it is late |
|---|---|---|---|
| Week 1 to 2 | Business number, RC0001 and RM import account | Your CPA, with the CRA | No account to file the T2 against, goods held at the border |
| Within 29 days of the effective date | HST registration, RT account | Your CPA, with the CRA | Tax assessed on sales already made, plus interest |
| Within 60 days of incorporation | Initial Return, Corporations Information Act | Us, Ontario Business Registry | Non-compliance under the Act. No fee |
| Within 53 weeks | First fiscal year end chosen, stock counted | Your CPA | Hard to change after the first T2 |
| 15th of each month | Payroll source deductions where anyone is paid | The corporation, to the CRA | Penalty of 3% to 10%, 20% on a repeat |
| One month after quarter end | First HST return, quarterly filer | Your CPA, with the CRA | Late filing penalty and interest |
| 3 months after year end | Part I tax balance, CCPC with the small business deduction | The corporation, to the CRA | Interest from the next day |
| 6 months after year end | T2 return and Ontario Annual Return | Your CPA, and us | 5% of unpaid tax plus 1% per month, then cancellation |
| Within 60 days of the anniversary | Federal annual return, $12, where incorporated federally | Us, Corporations Canada | Administrative dissolution |
| 15th day of the 6th month after year end | Protective Form 1120-F where United States stock is held | Your CPA, with the IRS | Deductions denied once over 18 months late |
| First tax year | No corporate instalments | Nothing to file | Instalments start in year two past $3,000 of tax payable |
Registration timing is the first decision, and for most sellers the answer is before the first order rather than at $30,000.
Registration timing
Exports are zero-rated under Part V of Schedule VI to the Excise Tax Act while the GST paid at the border stays recoverable, so an unregistered seller is paying tax they could have claimed back. The quick method looks attractive and is usually wrong here, because a reseller gives up real input tax credits for the 4.4% Ontario rate.
The year end
Subsection 10(1) of the Income Tax Act requires stock to be valued at year end, and choosing a date when the warehouse is nearly empty makes the count cheaper and the number more reliable.
The shares
One class of common works while you are the only seller. A second founder, a spouse or a later holding company needs voting common, non-voting common and preferred drafted now.
Family shareholdings
Adding a spouse to the register does not create a deductible split. Section 120.4 of the Income Tax Act applies, and the excluded shares exception is narrow, so the hours worked in the business decide whether a dividend survives review.
A holding company
A holding company earns its place once cash builds up beyond working capital or once you hold inventory in more than one country, and not before, because it is a second T2 every year.
How you pay yourself
We finish with salary against dividends and the RRSP room salary creates, whether the $500,000 small business deduction is shared with another company you own, and where a proprietorship is converting, whether a section 85 election should move stock and goodwill across.
AFFORDABLE Incorporation Pricing for E-commerce and Amazon Sellers
Federal incorporation includes the name search. Every government fee is its own line, at cost.
| Item | Amount | HST | Total | Who charges it |
|---|---|---|---|---|
| Incorporation preparation and filing | $35.00 | Included | $35.00 | Open Corporation for $35 |
| Ontario articles of incorporation, online | $300.00 | None | $300.00 | Ontario Business Registry |
| Federal articles of incorporation, online | $200.00 | None | $200.00 | Corporations Canada |
| Ontario Initial and Annual Returns | $0.00 | None | $0.00 | Ontario Business Registry |
| Federal annual return | $12.00 | None | $12.00 | Corporations Canada |
| Ontario NUANS report, named corporations only | $25.00 | Included | $25.00 | Ordered through us |
Our Services for E-commerce Sellers
Our professional fees include HST. Government fees are separate, itemised and charged at cost with no mark-up.
NUANS Report for E-commerce Sellers
The name search a named store needs, with your choices screened before one is bought, so the corporate name and the brand on your listings line up.
Incorporation Service for E-commerce Sellers
Articles drafted for the owners, family shareholders and holding company you expect, with the brand assets in the corporation from day one.
Address Service for E-commerce Sellers
A registered office address in downtown Toronto for the public register and corporate mail, so your home address stays off the record your marketplace account points to.
Payroll Service for E-commerce Sellers
The payroll account opened before the first hire, with source deductions for packing, customer service and listing staff remitted on time.
One Window Service for E-commerce Sellers
The articles, the business number, the RM import account, the HST and payroll accounts and the Initial Return set up in one engagement.
Corporate Annual Filing for E-commerce Sellers
The Ontario Annual Return or the federal annual return filed on time, with director, officer and address changes kept current.
Corporate Tax Filing for E-commerce Sellers
The T2 with GIFI statements, prepared from books that break settlement reports into gross sales and fees and carry inventory at landed cost.
Federal Incorporation for E-commerce Sellers
A federal corporation for a seller shipping across Canada, with the name protected nationally and the provincial registrations that follow.
Holding Company Setup for E-commerce Sellers
A holding company that takes surplus cash out of the operating store, away from product claims, once cash builds beyond working capital.
The Bundle for E-commerce and Amazon Sellers
After incorporation the ongoing work moves to the parent firm. Gondaliya CPA keeps the books in Xero with settlement reports broken back into gross sales, fees, advertising and refunds instead of one deposit, costs inventory at landed cost per unit, separates zero-rated exports from Ontario taxable sales on the HST return, prepares the T2 and the annual return, and sets the salary and dividend split against the section 120.4 tests. Where stock sits in a United States warehouse, the firm handles the protective Form 1120-F position and the foreign reporting review.
Why E-commerce and Amazon Sellers Use Us
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. The platform is operated by WealthBamboo Inc., a federal corporation. 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
Google Reviews
Free CPA Consultation for E-commerce and Amazon Sellers
Case Studies: E-commerce and Amazon Seller Incorporation
Three Ontario seller files, each showing where the owner started and what changed before anything went to the registry or the Canada Revenue Agency.
Mississauga Amazon FBA Seller – Payouts Booked as Sales
The problem: A Mississauga seller had been recording each Amazon deposit as revenue and expensing every purchase order in the month it was paid. After registering for HST, the seller kept assuming Amazon was still collecting the tax, so nothing was charged or remitted on the seller’s own sales.
What we did: We incorporated a numbered Ontario company and opened its business number with the HST and RM import accounts. The books were rebuilt from the settlement reports into gross sales, referral and fulfilment fees, advertising and refunds, and stock was counted at year end at landed cost. HST on the corporation’s own sales was set up from the effective date of registration.
The result:
- Numbered Ontario corporation filed at $335.00
- Settlement reports reconciled to gross sales
- Closing inventory at landed cost under subsection 10(1)
Markham Shopify Store – Stock Held in a United States Warehouse
The problem: A Markham owner selling home goods through a Shopify store shipped mostly to United States buyers from a third-party warehouse in New Jersey. The owner was unregistered for HST, so the GST paid at the border on imported stock was a cost, and had no idea whether the warehouse created a United States tax filing.
What we did: We incorporated federally and registered the corporation for HST voluntarily, so the border GST became an input tax credit and the exports were zero-rated with the carrier records kept for each order. The Article V(6) treaty position was diarised as a protective Form 1120-F with Form 8833, and the stock held in New Jersey was flagged for a state sales tax review.
The result:
- Federal numbered corporation filed at $235.00
- Exports at 0% with proof of export on file
- Protective Form 1120-F calendared each year
Brampton Etsy and eBay Sellers – A Spouse Who Runs the Listings
The problem: A Brampton couple sold handmade and resale goods on Etsy and eBay. One spouse sourced the stock and the other ran every listing and customer message, and they wanted to split the profit with dividends without knowing the section 120.4 rules existed.
What we did: We drafted Class A and Class B common shares so each spouse held at least 10% of the votes and 10% of the value, confirmed both were 25 or over and that the income came from goods rather than services, and documented the excluded shares test in the minute book before the first dividend. The quick method was ruled out because the corporation imports part of its stock.
The result:
- Two common share classes held directly by each spouse
- Excluded shares test documented before any dividend
- Regular HST method kept to claim input tax credits
Six steps from the intake form to a corporation that can open its seller accounts, register for HST and import its first order.
Send the intake form
Owners, shares, the platforms you sell on, where your stock is held, and whether you import.
A CPA reviews the file
HST timing, the marketplace operator position, United States stock and sales tax exposure, and the shareholders against section 120.4.
Numbered or named
A numbered company needs no search. A named Ontario company needs a NUANS report at $25, and the federal online filing includes its name search.
You approve the draft
You see the articles, the share classes, the directors and the registered office before anything is filed.
Filed online
Ontario articles go through the Ontario Business Registry and federal articles through Corporations Canada.
Ready to sell
The business number with the RM import, HST and payroll accounts, the Initial Return, and the corporate details your marketplace and payment accounts ask for.
Meet the Lead CPAs Behind Your E-commerce Corporation
A Chartered Professional Accountant checks the HST position and where your stock is held before anything is filed.
What Our Clients Say
These Google reviews belong to Gondaliya CPA Professional Corporation and cover every service the firm provides. See all reviews.
Incorporating an E-commerce Business Anywhere in Canada
We incorporate online sellers from thirteen Ontario offices and remotely across Canada. The filing is electronic, so no visit is needed. The marketplace operator rules and GST/HST registration are federal and apply in every province. A business outside Ontario is filed federally or in its own province, and we confirm that registry’s fee in writing first.
E-commerce and Amazon Seller Incorporation FAQs
When does an online seller have to register for HST in Canada?
Does the marketplace collect HST on my sales for me?
Does storing inventory in a Canadian fulfilment warehouse force me to register?
Does my Canadian corporation owe United States income tax if stock sits in a United States warehouse?
Do Canadian sellers have to collect United States state sales tax?
Can an Amazon seller use the HST quick method?
How is inventory valued at year end for a Canadian corporation?
Can my spouse hold shares in my e-commerce corporation?
Related Industries We Serve
Importers and Exporters
- RM account and CARM
- GST at the border recovered
- Zero-rated exports
Wholesale Distributors
- Landed cost inventory
- Supplier payables in foreign currency
- Monthly HST refunds
Manufacturers
- Private-label production
- Imported raw material and duty
- Ontario manufacturing rate
Grocery and Specialty Food Stores
- Online and in-store sales
- Zero-rated basic groceries
- Point-of-sale HST coding
Set Up Before Your Next Purchase Order
One form stands between you and a corporation set up properly. Pay $35 including HST, and a CPA checks the registration date, the inventory costing, the shares and the year end.
No legal advice. Gondaliya CPA Professional Corporation is a firm of Chartered Professional Accountants licensed by CPA Ontario, firm registration number 61330051. It is not a law firm. We prepare and file corporate documents and we provide accounting and tax advice. Nothing on this page is legal advice, and reading it creates no solicitor and client relationship. For legal advice, including advice on a shareholder agreement before you sign it, consult a lawyer licensed in the province where your corporation carries on business.
Open Corporation for $35 is a department of Gondaliya CPA.
