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Set It UpSole Proprietorship Sole Proprietorship
When you operate your business as a sole proprietor, you simply register a business name. This is the simplest and the least expensive form of business organization. There is one owner, and this person is responsible for all aspects of the business. However, as a sole proprietor you are personally liable for business debts and must claim business expenses and revenues on your personal income tax return. Note that your business will be registered only in Manitoba and not in any other province. To register a business name in other provinces, you will have to file the required paperwork in each province. If you are doing business in other provinces, you may want to consider Federal Incorporation. Be aware that a business name registration does not protect your business name or logo across Canada. To do this, you will require Trade-marks protection. Although you do not have to register a business name if you are using your own name (i.e. R.R. Newman Shoe Repairs) and you erect a public sign with your full name on it, there are other reasons for registration. For example, if you want to set up a bank account for your business you will most likely have to show the business name registration. This is also the case if you are want to set up a business line with the telephone company, or if you need a Provincial Sales Tax (PST) number or Goods and Services Tax (GST) number. If you plan to operate your business:
then you will have to register the business name. Forms and Fees:
Who to Contact : Companies Office Partnership
A partnership is an agreement between two or more parties to combine their talents and resources in order to share ownership of a business. While a partnership is often less expensive to form than a corporation, other complexities arise. It is highly recommended that you seek legal advice to draw up a partnership agreement which clearly defines each partner's rights and responsibilities. Generally, each partner is responsible for all aspects of the business, including any wrongful act or omission caused by the other partner(s) in the course of business. Each partner is also personally and jointly liable for all debts and other obligations incurred in the name of the company by any partner regardless of whether or not these were authorized by the other partners. In the matter of taxation, each partner must claim business expenses and revenues on their personal income tax return. An alternate form of partnership, known as a limited partnership, is an arrangement wherein one partner is strictly an investor and liable only to the extent of their capital investment in the company. The limited partner, however, cannot participate in managing the company and may not withdraw the capital they invested during the term of the partnership. To register a partnership, you must fill out the Request for a Name Reservation. The fee is $40.00. You can now submit the Request for a Name Reservation online . Once your name has been approved, you must file the Registration of a Business Name form within one month of starting your business. The fee is $45. If you take on a new partner or one of the partners leaves, you will have to file a a Change of Registrants form which will cost $30. If a partner quits, retires or dies, or when there is an unresolvable disagreement, the partnership may have to be dissolved and formed anew.
Companies Office CorporationCorporations are a popular form of business organization. Most people recognize corporations by the use of "Inc." or "Corp." in the company name. A corporation's main advantage is that it is a separate entity from its shareholders. This means the personal liability of the shareholders for the debts of the company is limited. Certain tax advantages are also available to corporations. There are, however, more regulations governing corporations, additional paperwork, and higher fees to startup and maintain the corporation's standing. There are two types of corporation: those companies incorporated provincially and those incorporated federally. Each is described below. Provincial Corporation
What it Means: A provincial corporation usually operates in one province. Forms and Fees:
Companies Office Any Questions? For questions about the legalities of incorporation, you should consult a lawyer. If you have questions pertaining to the documents noted above, please call (204) 945-2500 or, if you are in Manitoba, call toll free 1-888-246-8353 between 8:30 and 5:00, Monday to Friday. Federal Corporation
One of the main benefits of federal incorporation is heightened name protection. This means that, once your company's name is approved federally, it has protected status all across Canada second only to trademark protection. Incorporating federally also gives your company the right to carry on business anywhere in Canada. For more information on the benefits of incorporating federally as well as an overview of federal corporate law, refer to the Guide to Federal Incorporation. You can search the federal corporations database online. This allows you to see if a name you are proposing is already taken. However, this does not constitute a comprehensive search sufficient to allow you to obtain the name. It is for your own research only. When submitting the name reservation, it must be accompanied by a Newly Upgraded Automated Name Search (NUANS) report. A NUANS is a five page computer printout of business names and trade-marks across Canada that are or appear similar to the name you are proposing. A NUANS report must be ordered through a private company listed in the yellow pages of the telephone book under "Searchers of Records". A NUANS report is valid for 90 days, so you must file your documents within that time period. If you are requesting a numbered company, you do not need to submit a NUANS report. For more information on the points to consider when selecting a name for your federally incorporated business, refer to the publication "Choosing a Name...". You can file your documents electronically and pay online using your VISA or Mastercard. Online forms, fees and instructions are available for corporations with share capital, non-profit corporations and cooperatives. If you are a forming a company with share capital and are not incorporated in any jurisdiction, refer to the Incorporation Kit. If your company is incorporated under non-federal legislation such as the Companies Act of a province or a state of the United States of America or another country, or by a special Act of Parliament dealing with it alone, or under a general Act of Parliament such as the Bank Act or the Insurance Companies Act, refer to the Continuance (Import) Kit. If you are exporting your corporation to another jurisdiction in Canada or another country and thereby discontinuing it under the Canada Business Corporations Act (CBCA), refer to the Continuance (Export) Kit .
Corporations Canada Cooperatives
A cooperative is an enterprise, or business, owned by a group of people seeking to satisfy a common need. Examples include:
A cooperative can be incorporated either provincially or federally. The cooperative's start-up capital usually comes from cooperative shares purchased by members. Federal cooperatives, however, can raise capital by issuing investment shares to members or non-members. To incorporate a cooperative provincially, see Starting a Cooperativeand Community Cooperative and Regional Development Initiatives . To incorporate a cooperative at the federal level, you can visit the Cooperatives site. Provincially incorporated cooperatives: Detailed information and forms . Federally incorporated cooperatives: Corporations Canada offers detailed information and forms for incorporation, continuance, amendment and amalgamation of your federal cooperative. The cost to federally incorporate a cooperative is $250. Other fees may apply for additional document filings. You can also file your documents electronically and pay online using your VISA or Mastercard. Special Instructions (federal cooperatives only):
Who to Contact: Cooperative Development Services To incorporate your cooperative federally, contact: Corporations Canada |
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