Corporate Affairs - Frequently Asked Questions

On business

What types of businesses are there?
How do I decide what type of business to register?
What is a corporation?
Where do I go to find out what names are available?
Can other people use my business name?
What is a corporate annual return? Does it have to do with taxes?
Do I have to register?

On non-profit organizations

What is the difference between a non-profit organization and a corporation?
How do I start a non-profit organization?
Is a non-profit organization automatically a charity?

On Personal Property Security

What is a lien?
How do I register a lien?
How do I do a lien search?
What is a Garage Keeper's lien?

On Securities

Where do I get information about my broker?
How do I make a complaint?
What is the role of the Registrar of Securities?

What types of businesses are there?

Sole proprietor — The simplest way to do business is as a sole proprietor. A sole proprietor is a person who carries on business by himself, with or without employees. This method of doing business allows the person to extend their rights as an individual to make contracts and buy or sell property, and requires only the registration of the "trade" or business name, and a business license.

The sole proprietor has unlimited liability for the business, which means that any assets, both business and personal, may be seized by creditors and sold to pay outstanding debts. Sole proprietors must include all income from the business on their personal tax return.

Partnership — When two or more persons decide to combine their qualifications, skills, energy and resources to go into business together, they form a partnership. Each partner is the agent of the other, and may commit the partnership to contracts with or without the other partners' consent. The partners are "jointly and severally" liable for all debts of the partnership, which means that creditors may seize the business assets, or the personal assets of one or more partners to pay outstanding debts.

Income tax law does not recognize a partnership as a company as far as the collection of taxes is concerned. Each partner must include his share of the partnership profits on his individual income tax return.

Limited Partnership — This type of partnership consists of one or more limited partners and at least one general partner. In this case the general partner (a limited company) has unlimited liability and the limited partner is liable only up to the amount of his investment. The limited partner must not have anything to do with the management of the business, and can only share in the profits of the business as determined by the partnership agreement.

Corporation — a corporation is a legal entity separate from the individual owners. It has all of the rights of a natural person: it may enter into contracts, own property, and may sue or be sued.

Incorporating a business should not be done without professional assistance, as there are many aspects to consider including the size of the business, the need for fundraising, internal organization, share structure, bylaws, and tax implications.

 
How do I decide what type of business to register?

We suggest you seek legal advice if you are not sure which type of business registration would best suit your needs. A lawyer will advise you on your legal rights and liabilities. Our staff can't give legal advice.

 
What is a corporation?

Corporation — A corporation is a legal entity separate from the individual owners. It has all of the rights of a natural person: it may enter into contracts, own property, and may sue or be sued.

Incorporating a business should not be done without professional assistance, as there are many aspects to consider including the size of the business, the need for fundraising, internal organization, share structure, bylaws, and tax implications.

 
Where do I go to find out what names are available?

There are a number of places to search for existing names:

The internet

The phone book

The corporate registry

Once you have read the Name Guidelines and decided on a name, you may have the name searched to see if it is available. Registering a business name does not mean you own that name. You could have legal problems if you use a name that is the same or too closely resembles a known trademark, or an existing business, partnership or corporate name. Choose your name carefully.

Business names are searched at the corporate registry only, and your name will be approved or rejected right away. Corporate names are compared to other corporate names in Canada, via a NUANS search. Please contact the corporate registry for information on obtaining a NUANS search.

 
Can other people use my business name?

Registering a business name does not mean you own that name. You could have legal problems if you use a name that is the same or too closely resembles a known trademark, or an existing business, partnership or corporate name.

Business names are registered under the Partnership and Business Names Act in the Yukon. When registering a business name, your name is compared to those already registered to avoid conflicts. It is recommended that you make your name as unique as possible to avoid any confusion.

 
What is a corporate annual return? Does it have to do with taxes?

A corporate annual return is information that the corporation must file for the anniversary date of its incorporation (registration, continuation, amalgamation, etc.) in the Yukon. The annual return is due by the end of the month following the anniversary month, and is true to the end of the anniversary month. Information required:

Corporate access number

Name of the Corporation

Registered and mailing addresses of the corporation

Year the information applies to

Names and mailing addresses of directors.

Please note: you may not make any changes on the annual return. All changes that took place prior to the anniversary date must be filed before the annual return is filed.

The corporate annual return has nothing to do with taxes. Contact Corporate Tax within the federal government or the Government of Yukon, Department of Finance for information on Yukon Corporate tax.