Direct answer
New Brunswick incorporation is filed online with Service New Brunswick for a $262 government fee and is processed in about two business days. The province's Business Corporations Act imposes no resident-Canadian director requirement: section 63(1) disqualifies only those under nineteen, people found incapable of managing their affairs, non-individuals, bankrupts and certain convicted persons, so a New Brunswick board may be entirely non-resident. The corporation must still keep a registered office at a physical New Brunswick address, and it cannot be a post office box. Sales tax is a single 15% HST. Corporate income tax is 14% general and 2.5% on the first $500,000 of active business income. The annual return costs $60 and falls due on the last day of the month following the anniversary month, with no reminder sent. New Brunswick does keep a register of individuals with significant control, but internally at the registered office rather than as a public filing.
What is different about New Brunswick
Five rules change the plan, and each is one founders usually discover after deciding something.
There is no director-residency test. Section 63(1) sets out the persons disqualified from being a director: anyone under nineteen; anyone found incapable of managing their affairs by a court or tribunal in Canada or elsewhere; a person who is not an individual, unless a body corporate meeting subsection (1.1); a bankrupt; and a person convicted of specified Criminal Code or foreign offences connected with promoting, forming or managing a corporation, or involving fraud, subject to a three-year rule ceasing on a pardon. That is the whole list — no ratio, no "at least one resident Canadian", and nothing repealed in place of one. Note the age: nineteen, a year higher than the federal threshold. [1]
The registered office is a real New Brunswick address. Section 17(1) requires one "at all times" and "within New Brunswick"; section 17(1.1) forbids a post office box. No residency rule for people is not an absence of a presence rule for the company. [1]
The annual return arrives without a reminder. Section 187(1) requires it "on or before the last day of the month following the anniversary month", signed by a director or officer, sent without notice. Most provinces use the anniversary date; New Brunswick uses the month after it. [1]
Names may be English, French, both, or one combined form. Section 8(3) permits a name "in an English form, a French form, an English form and a French form or in a combined English and French form", usable and legally designated in any of them — in the only officially bilingual province, a tool rather than a curiosity. [1]
Business names and partnerships expire. Under the Partnerships and Business Names Registration Act a registered business name or partnership certificate must be renewed every five years. A registration made and forgotten is not permanent. [2]
New Brunswick at a glance
| Question | New Brunswick answer | Source |
|---|---|---|
| Registry | Corporate Registry, Service New Brunswick | [3] |
| Can a founder file directly? | Yes — incorporation documents may be filed electronically | [9] |
| Incorporation fee | $262.00 e-filed; $312.00 paper regular; $362.00 paper expedited, each including a mandatory $12.00 Royal Gazette fee | [4] |
| Published timeline | Online 2 business days; paper 10 business days, or 2 with the expedited fee | [12] |
| Forms | Form 1 Articles of Incorporation, Form 2 Notice of Registered Office, Form 4 Notice of Directors | [9] |
| Name search | NUANS report from the last 90 days for a named corporation; not required for a numbered one | [9] |
| Name reservation | 90 days, at the Director's discretion | [1] |
| Minimum directors | One; a Securities Act reporting issuer needs three | [1] |
| Director residency | None | [1] |
| Registered office | Physical New Brunswick address, never a PO box; changes filed within 15 days | [1] |
| Transparency register | Internal register of individuals with significant control since 10 June 2022; not public, not filed | [10] |
| Annual return | $60.00 e-filed, $80.00 paper; due the last day of the month after the anniversary month; no reminder | [4] |
| Sales tax | HST 15% — 5% federal GST plus a 10% provincial component | [18] |
| Corporate income tax | 14% general, 2.5% small business on a $500,000 limit, collected by the CRA | [17] |
| Workers' compensation | WorkSafeNB; mandatory at three or more workers; register within 15 days | [21] |
| Extra-provincial registration | Apply within 30 days; agent for service must be resident in New Brunswick | [1] |
| Entrepreneur immigration | New Brunswick Business Immigration stream, under the NBPNP | [27] |
Choosing the legal form
New Brunswick keeps its business forms in three separate statutes, and the statute decides the vocabulary, the deadline and the renewal cycle. Service New Brunswick publishes a Business Structures Wizard through BizPaL to compare the options before anything is registered. [16]
| Form | Statute | What the registry calls it | Fee | Recurring obligation |
|---|---|---|---|---|
| Business corporation | Business Corporations Act | Certificate of incorporation, on Forms 1, 2 and 4 | $262.00 e-filed | Annual return, $60.00 [4] |
| Sole proprietorship using a name other than the owner's | Partnerships and Business Names Registration Act | Certificate of business name | $112.00 | Renewal every five years, $62.00 [5] |
| General partnership | Partnerships and Business Names Registration Act | Certificate of partnership | $112.00 | Renewal every five years, $62.00 [6] |
| Limited liability partnership | Partnerships and Business Names Registration Act | Certificate of designation — LLP | $112.00 | Underlying partnership renewal [6] |
| Limited partnership | Limited Partnership Act | Declaration of limited partnership | Change $32.00; extra-provincial declaration $212.00 | Declarations of change as facts change [4] |
| Non-profit company | Companies Act | Letters patent, amended by supplementary letters patent | Tiered by cost value of property, from $62.00 | Supplementary letters patent [7] |
| Extra-provincial corporation | Business Corporations Act Part XVII | Statement of registration | $212.00 regular, $312.00 expedited | Annual return, $200.00 e-filed [4] |
Two features matter. New Brunswick non-profits are still created by letters patent rather than articles, so a plan written for a federal not-for-profit corporation will not match the document names. [7]
And the business-name duty is time-limited unusually. Section 9(1) of the Partnerships and Business Names Registration Act requires a person carrying on business "for trading, manufacturing or mining purposes" otherwise than as a member of a firm, who uses a name other than their own — or their own plus "and company" or a word indicating a plurality of persons — to register a certificate within two months of commencing; section 3(1)(a) sets the same window for a partnership. Both renew every five years, and section 9(6) requires a cessation certificate when the name stops being used. A separate quirk sits in section 9(2): a person trading under another person's name without addition must add "Registered" or "Reg'd." after it — worth reading before printing signage on an acquired business. That statutory phrase is narrow and dated, and read literally may not reach a purely service business; no official page resolves how the registrar applies it today, so confirm the scope with the Corporate Registry rather than assuming either way. [2]
The "trading, manufacturing or mining" problem
That dated phrase deserves more than a footnote, because it is the one place in New Brunswick's business-registration law where a careful founder cannot get a clean answer from the sources.
Both operative duties in the Partnerships and Business Names Registration Act are conditioned on it. Section 3(1)(a) requires members of a firm carrying on business "for trading, manufacturing or mining purposes" to register a certificate of partnership within two months of commencing business in the Province. Section 9(1) imposes the parallel duty on a sole trader carrying on business "for trading, manufacturing or mining purposes" otherwise than as a member of a firm who uses a name other than their own. The phrase is Victorian in origin and was drafted for an economy of merchants, mills and mines. New Brunswick's modern economy is substantially one of services — software, consulting, translation, design, health care, professional practice — and none of those is naturally described as trading, manufacturing or mining. [2]
So there are two readings, and the statute alone does not choose between them. On the narrow reading, a Fredericton design studio operating as "Riverbend Studio" has no registration duty at all, because it is not a trading, manufacturing or mining business. On the broad reading, "trading" is read as commerce generally, and the studio must register within two months and renew every five years. No official page fetched for this guide states which reading the registrar applies, and the Corporate Registry's own fee schedule and guidance simply offer the certificate of business name without restating the statutory trigger.
The asymmetry of the risk decides the practical answer even though the legal question stays open. Registering when you did not have to costs $112.00 and a five-year renewal at $62.00. Not registering when you had to is a breach of a statute whose penalty provisions are not categorised in the excerpt reviewed here, and — more immediately — leaves the trading name unregistered on the register that section 10(1)(a) of the Business Corporations Act searches when it decides whether a later corporate name is prohibited, so a competitor may take the name you have been using. Most founders should register and treat the ambiguity as a reason to ask the Corporate Registry directly rather than to skip the filing. What no one should do is infer from the silence that the duty does not exist. [2] [5] [1]
A related quirk sits in the same Act and catches buyers of existing businesses. Under section 9(2)(b), a person who trades under another person's name without addition must add "Registered" or "Reg'd." after it in the course of business. Anyone acquiring a business and keeping the founder's personal name over the door should read that subsection before ordering signage. [2]
Limited partnerships: a fourth statute, and a liability trap
A limited partnership is governed by neither of the two statutes above. It is formed under the Limited Partnership Act the moment a declaration is filed with the registrar with the prescribed fee, and it must consist of one or more general partners and one or more limited partners. Section 3(2) sets out exactly what the declaration states: the firm name, the general nature of the business, each general partner's surname, usual given name, the initials of any other given names and residence or service address, the principal place of business in New Brunswick with street and number, and anything else the regulations require. Every general partner signs it. [35]
Two provisions decide whether the structure does what people choose it for. Section 13 limits a limited partner's liability to the value of the money and property contributed or agreed to be contributed. Section 17(1) takes that protection away: a limited partner is liable as a general partner if, in addition to exercising the rights and powers of a limited partner, they "take part in the control of the business". Section 17(2) softens the edge — exercising rights and powers beyond those the Act confers does not by itself create a presumption of control — but the line is a question of fact, and a limited partner who runs the operation is the classic way a limited partnership stops limiting anything. [35]
The clock is the same five-year clock the business-name registry runs. Section 3(3) expires every declaration five years after its filing date unless it is cancelled by a declaration of dissolution or replaced by a new declaration before the expiry date; section 3(4) confirms that expiry does not dissolve the partnership but attracts an additional prescribed fee. And a limited partnership formed elsewhere may not carry on business in New Brunswick unless it has filed a declaration under section 29(1) giving the section 3(2) information plus its home jurisdiction — failure being a category E offence under section 29(1.1), with the same advertising-and-address branches of the carrying-on-business test that catch corporations. [35]
Non-profits: letters patent, not articles
A New Brunswick non-profit is a company incorporated under the Companies Act by letters patent granted by the Lieutenant-Governor in Council, amended not by articles of amendment but by supplementary letters patent, and published in The Royal Gazette. Every document name differs from the business-corporation vocabulary — application for letters patent rather than articles of incorporation, charter rather than certificate, supplementary letters patent rather than a certificate of amendment — and a plan drafted for a federal not-for-profit corporation under the Canada Not-for-profit Corporations Act will not map onto it. The incorporation fee is tiered by the cost value of the property the company may hold, starting at $62.00. Budget for the publication step as well as the filing step, because publication is part of the statutory mechanism rather than an optional notice. [34] [7]
The name
Service New Brunswick states that changing a corporation's name requires a NUANS (Name Search) report done within the last 90 days, and that no NUANS report is needed for a numbered corporation. The registry publishes that rule in the context of Articles of Amendment. Treat 90-day currency as what the registry expects for a named corporation, and confirm the first-incorporation requirement before paying a search house — the fee schedule contains no government name-search fee, because NUANS is a commercial product at a price no government page publishes. [9]
Three statutory rules constrain the name. Section 8(1) requires "Limited", "Limitée", "Incorporated", "Incorporée" or "Corporation", or "Ltd.", "Ltée", "Inc." or "Corp.", to form part of it other than in a figurative or descriptive sense — with the French elements as equals, not translations. Section 10(1)(a) prohibits a name that is or is deceptively similar to that of another New Brunswick corporation, a Part XVII-registered body corporate, a Companies Act company, a limited partnership, an extra-provincial partnership that has filed a declaration, or a registered firm or person, unless that party consents and generally undertakes to change its own name within six months — so the prohibition reaches across all four New Brunswick registers. And section 9(2) says that on request the Director shall assign a designating number as the name, while section 9(1) allows a 90-day reservation; a numbered company avoids the NUANS cost and the collision risk entirely and can still register a readable business name. [1]
Search first. A per-transaction registry search costs $3.00 by credit card, or $50.00 per month unlimited. At $3.00 a look it is the cheapest step in the sequence. [13]
Incorporating
Incorporation is three forms — Form 1 Articles of Incorporation, Form 2 Notice of Registered Office, Form 4 Notice of Directors — and Service New Brunswick states plainly that "You are able to file your incorporation documents electronically with Corporate Registry", through its online Business Registration System. [9] [14]
| Channel | Fee | Published turnaround |
|---|---|---|
| Online (e-filed) | $262.00 | 2 business days |
| Paper, regular | $312.00 | 10 business days |
| Paper, expedited | $362.00 | 2 business days |
Filing online is $50 cheaper and as fast as paying the paper expedited premium — an unusually clean incentive. Starred fees "include mandatory Royal Gazette publication fees of $12.00", so $262 is not a base figure with a gazette charge to follow. [4] [12]
Share structure. The articles must state the classes and maximum number of shares authorized, any maximum aggregate issue amount, the rights of each class where there is more than one, the directors' authority over series, and — distinctively — par value or a statement that the shares are without par value. New Brunswick retains par value, which most modern Canadian statutes abolished, so a federal template may simply lack the field. With one class, section 22(2) gives every shareholder equal rights to vote, to dividends and to the remaining property on dissolution; with more than one, section 22(3) requires those three rights to attach to at least one class though not all to the same one, and section 22(4) forbids calling a class preference shares without an actual preference. [9]
Issuing shares engages securities law. The registry publishes its guidance "in conjunction with the Financial and Consumer Services Commission" and points to the National Instrument 45-106 exemptions that fit a new company — accredited investor, private issuer, family, friends and business associates, and minimum amount investment — while noting resale restrictions in Multilateral Instrument 45-102 and that the private-issuer exemption depends on transfer restrictions appearing in the constating documents. That restriction must be in the articles, making it an incorporation-day decision. Section 13(3) separately removes capacity, whatever the articles say, for taking public deposits, acting as executor or guardian, providing trust-company fiduciary services, carrying on loan, trust or insurance business, carrying on a business for which another Act provides incorporation, or practising a profession except as that profession's own Act permits — so a professional practice is a question for its regulator before it is one for the registry. [9]
The three forms, field by field
The registry does not publish a narrative guide to completing each form, so the field list below comes from the statutory content those forms must carry. Treat it as what the form asks for, and take the current form itself from the Business Registration System.
Form 1, Articles of Incorporation. Six decisions land here, and four of them are hard to change later without paying $212.00 for a certificate of amendment. The name, in one of the four forms section 8(3) permits and carrying one of the legal elements section 8(1) requires. The classes and any maximum number of shares the corporation is authorized to issue. Whether the shares have a par value, or a statement that they are without par value — the field a federal template does not have, because New Brunswick kept par value when most Canadian statutes abandoned it. Any restriction on transferring shares, which is not a formality: the private-issuer exemption in National Instrument 45-106 depends on a transfer restriction appearing in the constating documents, so a company that omits it on day one has closed a financing route it may want in month six. Any restriction on the business the corporation may carry on, remembering that section 13(3) removes certain capacities whatever the articles say. And the number of directors, or a minimum and a maximum. [1] [9] [4]
Form 2, Notice of Registered Office. One address, and the statute constrains it twice: section 17(1) requires it within New Brunswick, section 17(1.1) forbids a post office box. This is the address to which the Director will mail a dissolution notice under section 139(2)(a), so it is a deliverability decision, not a stationery decision. A later change is filed within fifteen days for a $2.00 online convenience fee. [1] [4]
Form 4, Notice of Directors. Each director's name and address, with at least one director required by section 60(2). The trap is what the form does not capture: section 63(3) makes an absent appointee a non-director until they consent in writing before the appointment or within ten days after it, or have acted. Those consents are corporate records you keep, not filings you send, and filing Form 4 does not create them. A minute book with a Form 4 and no consents is the most common defect a purchaser's counsel finds in a remotely incorporated company. [1]
Every fee the Corporate Registry charges
Founders routinely budget the incorporation fee and nothing else. The registry publishes the full schedule, and the amendment, revival and extra-provincial lines are the ones that arrive unplanned.
| Filing | Fee | Notes |
|---|---|---|
| Certificate of incorporation, e-filed | $262.00 | Includes the $12.00 Royal Gazette fee |
| Certificate of incorporation, paper regular | $312.00 | 10 working days |
| Certificate of incorporation, paper expedited | $362.00 | 2 business days |
| Certificate of amendment | $212.00 | Any change to the articles, including the name |
| Restated certificate of incorporation | $112.00 | Consolidates prior amendments |
| Amalgamation | $362.00 | |
| Continuance into New Brunswick | $362.00 | Importing a corporation from another jurisdiction |
| Continuance, New Brunswick only | $162.00 | |
| Discontinuance | $362.00 | Exporting the corporation out of New Brunswick |
| Revival | $262.00 | The cost of undoing a dissolution — the same as incorporating again |
| Arrangement | $362.00 | |
| Certificate of intent to dissolve | $12.00 | |
| Revocation of intent to dissolve | $62.00 | |
| Certificate of dissolution | $62.00 | |
| Application for a section 8 exemption | $50.00 | Relief from the legal-element requirement |
| Notice of change of registered office or directors | $2.00 e-filed, nil on paper | The $2.00 is an authentication convenience fee |
| Annual return | $60.00 e-filed, $80.00 paper | Every year, without a reminder |
| Registry search | $3.00 per transaction, or $50.00 per month unlimited | |
| Photocopy of a document | $10.00 | |
| Certified copy | $20.00 | |
| Certificate of fact or status | $20.00 | Frequently the document a bank or counterparty actually asks for |
Extra-provincial corporations pay a separate and consistently higher schedule.
| Extra-provincial filing | Fee |
|---|---|
| Statement of registration, regular | $212.00 |
| Statement of registration, expedited | $312.00 |
| Appointment or change of attorney for service | $50.00 |
| Election of anniversary month | $25.00 |
| Application for reinstatement | $112.00 |
| Notice of change of name, regular / expedited | $112.00 / $212.00 |
| Amalgamated extra-provincial corporation, regular / expedited | $212.00 / $312.00 |
| Application for exemption | $50.00 |
| Annual return | $200.00 e-filed, $220.00 paper |
Unincorporated forms are cheaper to start and carry a five-year clock instead of an annual one: a certificate of business name or of partnership is $112.00, renewal $62.00, a change of firm name $62.00, and a change of partnership membership, a cessation, a dissolution or an agent-for-service filing $12.00 each. An LLP designation costs $112.00, as does cancelling one. [4] [5] [6] [8] [13]
A worked example: a Moncton incorporation, step by step
The sequence below is an illustration built only on the fees, deadlines and service levels verified above. It is not a case study of a real filing, and no step reports a lived processing time. Its purpose is to show where the money and the dates actually fall for a founder who is resident in New Brunswick; the non-resident variant follows in If you are outside Canada.
Take a founder in Moncton incorporating a bilingual translation and localisation company, working alone at first and hiring later. Assume she files on Thursday 12 March 2026.
| Step | When | Cost | Source of the rule |
|---|---|---|---|
| Compare forms on the Business Structures Wizard | Before anything | Free | [16] |
| Search the proposed name on the registry | Day 0 | $3.00 | [13] |
| Order a NUANS report from a private search house | Day 0 | Not published by any government page | [9] |
| File Forms 1, 2 and 4 online | Thu 12 March | $262.00 | [9] [4] |
| Certificate of incorporation issued | Published service level: 2 business days, so on or about Mon 16 March | — | [12] |
| Collect written director consents | Within 10 days of appointment | Internal | [1] |
| Create the ISC register at the registered office | At incorporation | Internal | [1] |
| Confirm the business number | After the certificate | Free | [11] |
| Buy a certificate of status for the bank | When asked | $20.00 | [8] |
| Government cost to a live corporation | $285.00 plus the NUANS report |
Now the dates that follow from that one filing. The anniversary month is March, so section 187(1) puts the first annual return due on or before 30 April 2027 — the last day of the month following the anniversary month — and on 30 April every year after that. Nothing arrives to say so. Diarise it the week the certificate issues, because the registry sends the return without notice and default in sending a required document is a ground on which the Director may dissolve the corporation. [1] [15]
Three later decisions attach to thresholds rather than to dates, and each has a number attached to it:
- HST. She stays within the small-supplier exclusion at or under $30,000 of taxable supplies across four consecutive calendar quarters. She may still register voluntarily, and at a 15% rate the input tax credits on New Brunswick purchases usually make that worth doing before the first large equipment order rather than after. [20]
- WorkSafeNB. Nothing is owed while she works alone. The obligation begins at three or more workers at any time during the year, counting part-time, casual and non-registered contractors, and registration is then due within fifteen days. A single busy summer with two contract translators and one student is the event that crosses it, not a year-end headcount. [21]
- A trade name. If she trades as something other than the corporate name, that is a separate $112.00 certificate of business name on its own five-year renewal clock, not a variation of the incorporation. [5]
The instructive part is the ratio. The one-off government cost of existing is $285.00; the recurring cost of continuing to exist is $60.00 a year plus whatever the tax and payroll accounts generate. New Brunswick is inexpensive to enter and inexpensive to keep — and the expensive failure is not a fee at all, it is the silent dissolution that follows a missed return at an address that does not forward mail.
Registered office and records
Section 17 requires a registered office within New Brunswick at all times, forbids a post office box, lets the directors change it unless the articles say otherwise, and requires the change filed within fifteen days — for a $2.00 online convenience fee, or nothing on paper. Records are a separate question with a separate address: section 18(1) requires the articles, by-laws and amendments, any unanimous shareholder agreement, shareholder minutes and resolutions, the notices of directors, and a securities register to be kept at the registered office or another place in New Brunswick designated by the directors. Record that choice in a resolution. [1] [4]
This is not a technicality. Section 139(1)(e) makes uncorrected non-compliance with section 17, 18(1) or (4), or 19 a ground on which the Director may dissolve the corporation if not rectified within 60 days of notice — and section 139(2)(a) sends that notice by ordinary mail to the registered office, with publication in The Royal Gazette. A registered office that does not reliably receive and forward mail is a route to being dissolved without knowing. [1]
Keep an address table with one truthful row per role: registered office, records location, CRA mailing address, the CRA physical address where activity actually happens, the books-and-records address, each operating location, the WorkSafeNB account address, and each director's own address. Writing one convenient address into every field is exactly how a corporation ends up misdescribed on a filing.
Directors
A New Brunswick corporation must have one or more directors, with the number or the minimum and maximum set by by-law subject to the articles; a Securities Act reporting issuer must not have fewer than three. On residency the answer needs no hedging: section 63(1) contains no residency condition, so the board may be composed entirely of people living outside Canada. That is a real advantage over the federal Canada Business Corporations Act, which sets a resident-Canadian ratio. It is also narrower than it sounds — it removes a residency requirement for directors and removes nothing else, since sector licensing, professional-body rules, investment review, contracts and tax analysis all continue on their own terms. [1] [9]
Section 63(3) is a trap for remote incorporations: a person elected or appointed is not a director unless they were present and did not refuse, or, if absent, consented in writing before the appointment or within ten days after it, or have acted. Collect those consents. Section 63(2) confirms that, unless the articles say otherwise, a director need not hold shares. Keep four roles distinct in the records — shareholder, director, officer and signing authority — because incorporation does not merge them, and having no directors at all is its own ground for dissolution under section 139(1)(d). [1]
The register of individuals with significant control
New Brunswick has a beneficial-ownership regime whose shape is the opposite of the federal one. Service New Brunswick states that "On June 10, 2022, amendments to the Business Corporations Act came into effect requiring corporations in New Brunswick to create and maintain a register of individuals with significant control", and Part IX.1 carries the detail. [10]
Who is caught. Section 99.11(1) captures an individual who, in a significant number of shares, is the registered holder, is the beneficial owner, or has direct or indirect control or direction over them — or any combination. Section 99.2 defines a significant number as any number carrying 25% or more of the voting rights attached to all outstanding voting shares, or equal to 25% or more of all outstanding voting shares. Section 99.11(2) catches individuals holding jointly, or acting under an agreement to exercise rights jointly or in concert. [1]
What is recorded, and how often. Section 99.3 requires each individual's name, date of birth and last known address; jurisdiction of residence for income tax purposes; the dates they became or ceased to qualify; how they qualify, including their interests and rights in shares; each identification step taken; and any other prescribed information. Reasonable steps are required at least once each financial year, new information must be recorded within 15 days, a shareholder must answer the corporation's request as soon as possible, and a former individual's personal information is disposed of within one year after the sixth anniversary of cessation. The register may be "a logbook, database or spreadsheet", and Service New Brunswick publishes a template. [1] [10]
Where it lives, and who sees it. The register stays with the corporation at its registered office or another prescribed place: it is not filed with the registry and not public. Section 99.4 requires disclosure to the Director on request, and a copy or specified information to a prescribed investigative body on request — which Service New Brunswick describes as providing copies "to law enforcement, tax and other authorities, as prescribed in the legislation, upon request". So the corporation carries a full transparency obligation without a public ownership filing, a materially different privacy posture from a federal corporation. Non-compliance by the corporation, and a shareholder's unjustified failure to respond, are category F offences. One wording trap: Service New Brunswick's page says the register sits at the "Head Office", which is not the statutory term — follow the Act. [1] [10]
What it costs to get wrong. Section 99.3(6) makes the corporation's non-compliance a category F offence, and section 99.3(7) does the same to a shareholder who without reasonable justification fails to answer the corporation's request. Category F is not a nominal class: under the Provincial Offences Procedure Act it carries a fine of not less than $240 and not more than $10,200, rising to a maximum of $15,000 on a repeat conviction of the same offence, with up to ninety days imprisonment available on that repeat. The shareholder limb is the one founders overlook — a passive investor who ignores three emails asking how they hold their shares is exposed personally, not merely inconveniently. [1] [36]
Building one that actually complies. The register is a document, not a filing, so the compliance question is whether it can be produced on demand in a state that satisfies section 99.3. Four habits do most of the work. Record the six statutory fields for every qualifying individual — name, date of birth and last known address; jurisdiction of residence for income tax purposes; the dates of becoming and ceasing to qualify; how they qualify, including their interests and rights in shares; each identification step taken; and anything else prescribed. Write down the steps, not just the conclusion: section 99.3(2) requires reasonable steps at least once each financial year, and a register that records only an outcome cannot evidence the steps. Diarise the 15-day recording deadline in section 99.3(3) against the events that trigger it — a share transfer, a new shareholders' agreement, a change in a foreign parent's ownership. And schedule the disposal obligation: personal information about an individual who has ceased to qualify is disposed of within one year after the sixth anniversary of the cessation, which is a deletion duty, not a retention right. Service New Brunswick publishes a sample template and accepts "a logbook, database or spreadsheet", so the format is not the constraint; the discipline is. [1] [10]
How this differs from the federal regime, and why it may matter to you. A federal corporation's individuals with significant control are filed with Corporations Canada, and a defined subset of that information is published. A New Brunswick corporation files nothing and publishes nothing: the same analysis is performed, the same fields are recorded, and the result stays inside the company subject to production on request under section 99.4. For a founder that is a genuine privacy difference rather than a lighter obligation — the work is identical and the penalty class is real, but ownership does not appear in a searchable public database. Anyone choosing a jurisdiction partly on ownership disclosure should weigh that difference explicitly, and should not mistake "not public" for "not required". [1] [10]
Business number and program accounts
New Brunswick and the CRA "have agreed to implement the CRA Business Number (BN) as a common business identifier for businesses dealing with New Brunswick departments and agencies", so the federal number is also the provincial one. Service New Brunswick describes the New Brunswick account BN as a 15-digit number assigned in conjunction with the CRA — the nine-digit BN plus a two-letter program identifier and a four-digit reference number — and notes it does not obtain business numbers for condominium corporations. [11]
The CRA describes the BN as "a unique 9-digit business number (BN) that identifies your business", and says that when you register for a program such as GST/HST or payroll, "a program identifier and reference number are added to your existing BN". The discipline is that a corporation has one BN with accounts added to it. Open only the accounts the activities require: adding accounts speculatively creates filing obligations with penalties attached to nothing. [19]
You will usually not have to ask for the number at all. The CRA lists New Brunswick — alongside Alberta, British Columbia, Manitoba, Nova Scotia, Ontario, Prince Edward Island and Saskatchewan — among the provinces where a corporation "will automatically receive a business number and corporation income tax program account" on incorporation. Two consequences follow. The number arrives whether or not the corporation is ready to use it, so the first task is to locate the BN rather than to apply for one, and applying separately risks a duplicate. And the corporation income tax account exists from the outset, which means a filing obligation exists from the outset: a dormant New Brunswick corporation still owes a T2 within six months of each tax year end even in a year with no activity and no tax. [44] [42]
HST at 15%
New Brunswick is a participating province with a single harmonized tax. GNB Finance and Treasury Board states that the HST "is composed of the federal GST (5%) and a provincial component of 10%", is "applied to the same base of goods and services as the federal GST base", and that "The HST rate is 15%". Harmonization took effect 1 April 1997 under the Comprehensive Integrated Tax Coordination Agreement signed on 18 October 1996, so there has been no separate provincial sales tax to register for since. The CRA administers the HST for all participating provinces, so registrants "collect one sales tax and remit and report to one government agency" — the practical simplification of operating here rather than in a GST-plus-PST province. Compare the regimes on the sales-tax comparison. [18]
When you must register. The test is federal and does not vary by province: you are within the small-supplier exclusion at or under $30,000 of taxable supplies over four consecutive calendar quarters, must register once you exceed $30,000, and if you exceed it in a single calendar quarter must charge tax on the supply that took you over. Voluntary registration below the threshold is available and often right, because it lets a pre-revenue corporation recover input tax credits on New Brunswick purchases at 15% instead of absorbing them. [20]
New Brunswick also runs targeted relief on the provincial 10% component: a point-of-sale rebate on printed books, audio recordings and scriptures, effectively taxing them at 5%; a refund on property and services used directly in university research and development, claimed on form HST-R-02; and a refund on motor vehicles specially equipped with a wheelchair or scooter lift or auxiliary driving controls. [18]
Corporate income tax
New Brunswick runs no corporate tax administration of its own. GNB states that "New Brunswick's corporate income tax is administered and collected by the federal government through the Canada Revenue Agency" and that its rates apply to "federally defined New Brunswick taxable income". There is one T2 filed with the CRA, not a separate provincial corporate return. [17]
| Rate | New Brunswick | Notes |
|---|---|---|
| General | 14% | 12% in 2014–2015; 14% from 1 April 2016 through every year in the published table |
| Small business | 2.5% | Stepped down 4.5% → 4% → 3.5% → 3% → 2.5% between 2014 and 1 April 2018, held since |
| Small business limit | $500,000 | Unchanged across every year published |
GNB explains that the small business rate "applies to active business income of Canadian controlled private corporations (CCPCs)", that the benefit "is reduced for CCPCs with taxable capital of more than $10 million and is not applicable to CCPCs with more than $50 million in taxable capital", and that for tax years starting after 6 April 2022 the federal reduction range moved to $10–50 million of taxable capital. [17]
GNB's own published table ends at 2025, which left the current year unconfirmed from provincial sources alone. The CRA's corporation tax rate table resolves it independently and agrees on all three figures: New Brunswick's lower rate 2.5%, higher rate 14%, business limit $500,000, with no footnoted change pending — unlike Nova Scotia and Prince Edward Island, both of which carry 2025 change footnotes on the same table. Two cautions remain. Rates are set annually and both publishers can lag, so check the CRA table in the month you are relying on it. And the 2.5% rate depends on CCPC status, which turns on control, including control by non-residents: a New Brunswick certificate and registered office do not make a corporation a CCPC, and a company controlled from abroad may pay the 14% rate on income it had modelled at 2.5%. [49] [17]
Filing deadlines on the three CRA accounts
Because New Brunswick administers neither its corporate income tax nor its sales tax, the deadlines that govern a New Brunswick company's year are federal ones attached to the program accounts on its business number. They run on three different clocks, and the commonest planning error is assuming they share one.
The T2. File the corporation income tax return within six months of the end of each tax year. That is the filing deadline; it is not the payment deadline, which runs on its own earlier schedule and is the reason a corporation can be current on filings and still accruing interest. [42]
GST/HST. The CRA assigns a default reporting period based on revenue. Monthly and quarterly filers must file one month after the end of the reporting period; most annual filers have three months after the fiscal year end. A sole proprietor with a 31 December fiscal year end and business income sits on a split deadline that catches people every spring — the return is due 15 June but the payment is due 30 April. A corporation does not use that split, but a founder who ran unincorporated first often carries the wrong date forward. [41]
Payroll. The remittance schedule is set by the average monthly withholding amount (AMWA), and it tightens sharply as payroll grows. A new small employer withholding under $1,000 a month, and a small employer with an AMWA from $0 to $2,999.99, may remit quarterly on 15 April, 15 July, 15 October and 15 January. A regular remitter, AMWA $0 to $24,999.99, remits by the 15th day of the next month. An accelerated remitter, threshold 1, AMWA $25,000.00 to $99,999.99, remits twice a month — the 25th of the same month and the 10th of the next. An accelerated remitter, threshold 2, AMWA $100,000.00 or more, remits four times a month, on the third working day after the 7th, 14th, 21st and last day of the month. [43]
The point for a growing New Brunswick employer is that the payroll deadline changes underneath you. Crossing an AMWA threshold moves the company from monthly to semi-monthly remittance without any decision being taken, and the first missed remittance under the new schedule is usually discovered from a penalty rather than from a calendar. Re-check the remitter type whenever payroll steps up, and note that none of these federal dates has any relationship to the New Brunswick annual return, which falls on its own anniversary-plus-one-month rule and is filed with Service New Brunswick, not the CRA. [1] [19]
WorkSafeNB and payroll
Workers' compensation is a no-fault system under the Workers' Compensation Act, administered by WorkSafeNB: a covered worker gives up the right to sue the employer in exchange for compensation and rehabilitation services.
When coverage is mandatory. "all employers with three or more workers at any time during the year must register for mandatory coverage", and those workers "may be full-time, part-time, casual workers or non-registered contractors, subcontractors or brokers" — so the threshold is counted across the whole year and across contractor arrangements, not on a single payroll date. Registration is required "within 15 days of the start of the business", with an estimate of assessable earnings. Fishing-industry employers register at 25 or more workers. Below three workers, voluntary coverage may be requested where the employer has two or more work contracts, but not where those workers work exclusively for one principal, who is responsible for them instead. Personal coverage may be requested for a non-salaried officer of an incorporated company, for proprietors, partners and their spouses, and for the self-employed with two or more contracts, and "may not be less than $12,000 or greater than the maximum annual assessable earnings". Founders often miss that last point: an incorporated owner-manager taking dividends rather than salary is not automatically covered. [21]
What it costs. Premiums are charged per $100 of assessable earnings. The 2026 average assessment rate is $1.10 per $100 of payroll, announced on 2 October 2025 as unchanged and "maintaining the lowest rate in New Brunswick's history", down from $1.18 in 2024 and "expected to remain the second lowest in the country", alongside $53.2 million in performance refunds. The 2026 maximum assessable earnings figure is $85,800, up from $84,200 in 2025. Employers whose premiums fall below $150 pay the minimum assessment of $150. [24] [23] [21]
How your rate is set. WorkSafeNB classifies employers by industry rather than by each worker's occupation, using NAICS-based codes, sorts them into 76 industry groups by five-year accident costs and risk, then assigns a rate group. Experience rating is automatic at an average annual premium of $2,000 or more and can move the rate down by up to 40% or up by as much as 80%, under Policy 23-600 and Policy 23-605. One honest caveat: WorkSafeNB's two pages disagree on the number of classification codes — the coverage page says 789, the rate page 804 — so take your classification from your assessment notice, since the code drives the rate. [22]
An employer with staff also needs a CRA payroll account added to the corporation's BN for income tax, CPP and EI source deductions. [19]
Employment standards if you hire
WorkSafeNB insurance and a CRA payroll account are two of the three employer obligations. The third is the Employment Standards Act, which sets the floor beneath every employment contract in the province and which no contract can go below.
| Standard | New Brunswick rule |
|---|---|
| General minimum wage | $15.90 per hour as of 1 April 2026 [38] |
| Overtime | One and a half times the minimum wage for work beyond 44 hours in a work week — $23.85 per hour as of 1 April 2026 [38] |
| Minimum reporting pay | The greater of three hours at the minimum or minimum overtime rate, or the hours actually worked at the employee's regular rate [38] |
| Public holidays | Eight: New Year's Day, Family Day, Good Friday, Canada Day, New Brunswick Day, Labour Day, Remembrance Day and Christmas Day [37] |
| Vacation, under 8 years' service | Two weeks, or one day per calendar month worked, whichever is less, given within four months of the vacation pay year end [37] |
| Vacation, 8 or more years' service | Three weeks, or one and a quarter days per calendar month worked, whichever is less [37] |
| Vacation pay | 4% of wages under eight years; 6% at eight or more [37] |
| Vacation pay year | 1 July to 30 June — not the calendar year and not the fiscal year [37] |
| Notice of termination, 6 months to under 5 years | Two weeks in writing [37] |
| Notice of termination, 5 years or more | Four weeks in writing [37] |
Four of those rows are New Brunswick-specific enough to break an imported payroll template. New Brunswick Day is a provincial public holiday that does not exist in most provinces' lists, and a national employer running one holiday calendar will underpay for it. The overtime threshold is 44 hours, not 40. The vacation pay year runs 1 July to 30 June, so accruals tracked on a calendar or fiscal year will not line up with the statutory entitlement or the four-month deadline for granting the vacation. And overtime here is a multiple of the minimum wage, not of the employee's own wage — a distinction that matters in both directions for staff paid well above the floor, and one to confirm against the current guidance before configuring payroll. [38] [37]
Section 22 allows a collective agreement or contract of employment to displace the statutory vacation and public-holiday entitlements only where the benefits it provides together equal or exceed the combined statutory ones — a package test, not a line-by-line one, so trading holiday pay away against a richer vacation allowance is permitted while trading either below the combined floor is not. Section 30(2) separately requires a dismissal for cause to be in writing, setting out the reasons, which is a formality an employer who believes it has cause routinely skips and later needs. [37]
Licences, provincial and municipal
New Brunswick has no general provincial business licence, and its three largest cities publish no general municipal one either. What exists is a layer of activity-specific permits, and the province's answer to finding yours is BizPaL.
Fredericton lists building permits, business permits and licences, liquor licences, plumbing permits, sidewalk café permits, sign permits and a taxi driver's licence, directs founders to BizPaL to "obtain a list of permits and licences specific to your business activities", and allocates the risk plainly: "it is the responsibility of the business person to make certain that all required permits and licences are obtained." [31]
Moncton organises its permits around festivals and events, roadwork and utilities, licences and construction, describing the trigger as infrastructure and event impact: "Licences and permits are required for all road closures or detours and for construction work that impacts city streets, sidewalks, water and sewers." [32] Saint John routes permits by topic — animals and pets, demolition, street and sidewalk permits, and planning, building, infrastructure and heritage conservation. [33]
Laid side by side, the three cities publish three different taxonomies for the same underlying idea — permission is attached to an activity or an impact, never to the mere fact of being a business.
| City | Categories the city publishes | What the organising principle appears to be |
|---|---|---|
| Fredericton | Building permits; business permits and licences; liquor licences; plumbing permits; sidewalk café permits; sign permits; taxi driver's licence [31] | The most conventional list of the three, closest to a classic municipal licensing schedule, and the only one of the three whose page is framed around business development |
| Moncton | Festival and event permits; roadwork and utilities permits; licences; construction permits [32] | Impact on public infrastructure and public space: "Licences and permits are required for all road closures or detours and for construction work that impacts city streets, sidewalks, water and sewers" |
| Saint John | Animals and pets; demolition; street and sidewalk related permits; planning, building, infrastructure and heritage conservation [33] | Land use and the built environment, with heritage conservation given its own standing — relevant in a city with a large protected building stock |
Two practical consequences follow. If your business changes the premises — fitting out a unit, demolishing anything, altering a heritage building, putting up a sign, placing tables on a sidewalk — the municipal layer is engaged in all three cities and should be settled before a lease is signed, not after. If your business changes public space or traffic — an event, a road closure, utility work — Moncton in particular treats that as the trigger. And if your business does neither, none of the three publishes a licence you must nonetheless hold, which is a real finding and a real saving, but it is a finding about these three cities' published pages rather than a rule of provincial law: New Brunswick has many municipalities, and the one you operate in may publish something different.
Read that pattern correctly. It does not mean a New Brunswick business faces no municipal obligations: zoning and change-of-use approval, building and occupancy permits, signage, sidewalk seating, food premises, liquor and taxi licensing are all real, and are triggered by what you do and where. It means no single licence discharges the municipal layer. So settle the premises and the activity, run BizPaL for that activity and municipality, then call the city before signing a lease. [16]
Extra-provincial registration
New Brunswick has one of the most concretely drafted "carrying on business" tests in Canada, which makes the question unusually easy to answer honestly. Section 194(1) catches an extra-provincial corporation if: its name appears in any advertisement giving a New Brunswick address; it has a resident agent or representative, or a warehouse, office or place of business in the province; it solicits business there; it owns an estate or interest in New Brunswick land; it is licensed or registered, or required to be, under a New Brunswick Act entitling it to do business; it holds a certificate under the Motor Vehicle Act or a licence under the Motor Carrier Act; or it otherwise carries on business there. Section 194(2) adds that a New Brunswick telephone-directory listing "shall be deemed, in the absence of evidence to the contrary" to be carrying on business. Sections 194(2.1) and (2.2) exclude merely being a partner in a limited partnership or a member of an LLP, and section 195 takes insurers, Foreign Resident Corporations Act corporations, licensed extra-provincial loan and trust companies, and banks outside Part XVII entirely. [1]
The deadline and the consequence. Section 196(1) requires registration "not later than thirty days after it commences to carry on business in New Brunswick". Failure is a category E offence, and section 196(1.2) extends it personally: "whether or not the extra-provincial corporation has been prosecuted or convicted, any director or officer… who knowingly authorizes, permits or acquiesces in such violation" commits the same offence. Directors drifting into New Brunswick activity carry personal exposure for the omission. Section 196(3) permits voluntary registration. [1]
The agent for service. Section 193 defines it as the individual resident in New Brunswick, or a corporation incorporated or continued under the Act, that consents and is appointed — a person or entity, not merely an address. Confusingly the fee schedule charges $50.00 for an "appointment or change of attorney for service"; that is the same filing under a different label, not a second requirement. [1] [4]
What it costs. The statement of registration is $212.00 regular or $312.00 expedited, reinstatement $112.00, electing an anniversary month $25.00. The item to notice is recurring: the extra-provincial annual return is $200.00 e-filed against $60.00 for a New Brunswick corporation — more than three times as much, every year. That arithmetic belongs in the federal versus provincial comparison. [4]
Going the other way. A New Brunswick corporation operating in a neighbouring province registers there on that jurisdiction's rules. New Brunswick is not a party to the New West Partnership Trade Agreement, a western arrangement, and no official source reviewed here establishes an Atlantic mutual-recognition shortcut either. Plan on a separate registration wherever you actually carry on business, and read the guides for Nova Scotia, Prince Edward Island, Newfoundland and Labrador and Quebec.
What non-compliance actually costs
New Brunswick's corporate statutes rarely state a dollar penalty. They classify an offence by letter, and the amounts sit in a separate statute — the Provincial Offences Procedure Act — which is why a founder reading the Business Corporations Act alone sees "category E offence" and learns nothing about the exposure. Section 56 sets the fine a judge shall impose for each category, and these are the two that the corporate rules above actually invoke.
| Category | Fine on a first conviction | Maximum on a repeat conviction | Imprisonment available on a repeat | Corporate rules carrying it |
|---|---|---|---|---|
| Category E | Not less than $240 and not more than $5,200 | $10,200 | Up to 30 days | Failing to register extra-provincially within thirty days (BCA s. 196(1.1)), and the same offence personally for a director or officer who knowingly authorizes, permits or acquiesces (s. 196(1.2)); an extra-provincial limited partnership carrying on business without filing (LPA s. 29(1.1)) |
| Category F | Not less than $240 and not more than $10,200 | $15,000 | Up to 90 days | Failing to keep or maintain the register of individuals with significant control, and a shareholder's unjustified failure to answer the corporation's request (BCA ss. 99.3(6), 99.3(7)) |
Three features of that table are worth reading carefully. The minimum is mandatory: section 56 says a judge "shall impose" a fine of not less than $240, so a category E or F conviction has a floor, not merely a ceiling. The repeat-conviction escalation in section 57 raises the maximum above the first-conviction ceiling — $10,200 for category E, $15,000 for category F — which turns a habit of ignoring the register into a compounding problem rather than a fixed cost. And sections 63(1) and 63(2) make imprisonment available on a second conviction for the same offence where the judge is satisfied no other sentence will deter repetition: thirty days for category E, ninety for category F. Section 60 supplies the default for anything the legislature categorised loosely — where an Act creates an offence, does not categorise it and does not state the sentence, it is a category C offence, carrying $140 to $1,100. [36] [1] [35]
Set that against the fees. Registering extra-provincially costs $212.00 and an annual $200.00; not registering risks $240 to $5,200, personally as well as corporately. Maintaining an ISC register costs an hour of attention a year; not maintaining one risks $240 to $10,200 and, on a repeat, ninety days. Neither of these is a rule whose cheapest response is to ignore it — which is exactly the calculation a founder makes wrongly when the statute says only "category F".
The other consequence is not a fine at all, and it is the one that ends companies. Dissolution under section 139 costs nothing and is imposed administratively; reviving the corporation afterwards costs $262.00, the same as incorporating from scratch, and does not restore the time during which the corporation did not exist. [4] [1]
If you are outside Canada
On corporate law alone, New Brunswick is among the most accessible jurisdictions in Canada for a founder living abroad. That accessibility is real, and narrower than it looks. The full non-resident decision tree is on the founder-outside-Canada track.
Director residency: no obstacle. Section 63(1) contains no residency condition, so a New Brunswick board may be composed entirely of individuals resident outside Canada. You need no Canadian nominee director and no structuring around a resident-Canadian ratio of the kind the federal Act imposes. Two conditions still bite: directors must be at least nineteen, and under section 63(3) an absent appointee is not actually a director until they consent in writing before the appointment or within ten days after it, or have acted. A remote incorporation that skips those consents has a board that does not legally exist. [1]
Registered office: a genuine obstacle, and the one to solve first. Section 17(1) requires a registered office within New Brunswick at all times and section 17(1.1) forbids a post office box. That is not satisfied by an address in Montreal, Toronto or anywhere outside the province, and not by a mailbox number. You need a physical New Brunswick address authorised for use as the registered office that reliably receives and forwards legal mail. Two provisions explain why reliability is the operative word: section 139(1)(e) makes uncorrected non-compliance with section 17 a ground for dissolution if not rectified within 60 days of notice, and section 139(2)(a) sends that notice by ordinary mail to the registered office. A non-resident founder whose New Brunswick address does not forward mail can be dissolved without ever seeing the warning. Section 18(1) separately requires the corporate records at that office or another place in New Brunswick designated by the directors, so the records question needs a New Brunswick answer too. [1]
What you can file remotely. Most of it. Incorporation is filed electronically at $262.00 with a published two-business-day turnaround, and annual returns are filed online at $60.00. Nothing in the incorporation sequence requires attendance in New Brunswick. [9] [14] [12]
What you cannot assume. Three things. First, tax residency and CCPC status are separate from incorporation: the 2.5% small business rate applies to Canadian-controlled private corporations, and control by non-residents is exactly what that test examines, while central management and control exercised abroad raises corporate-residency questions a registry filing cannot answer. Get advice before modelling the low rate. [17]
Second, the transparency register applies to you in full. Part IX.1 requires the register regardless of where owners live and requires each individual's jurisdiction of residence for income tax purposes. Because it is not a public filing, foreign ownership stays out of a public database — but section 99.4 requires the corporation to hand it to the Director or a prescribed investigative body on request, and a shareholder who does not answer the corporation commits an offence. Ownership through a foreign holding company does not stop the analysis; it continues through the layers to the relevant individuals. [1]
Third, a bank account is not part of incorporation and is the step most likely to require you in person. No official source reviewed here promises a New Brunswick corporation a remote account opening. FINTRAC's guidance explains why the questions get hard: opening an account creates a regulated business relationship whose purpose and intended nature the institution must record and keep, which is why a two-week-old corporation is asked about expected activity, countries, transaction patterns and source of funds. Ask your institution for its current product-specific checklist and its position on non-resident signers before booking travel or mailing originals. The open-from-abroad scenario and the non-resident guidance set out how to prepare the file, and bank pages such as RBC record what each institution publishes. A $20.00 certificate of fact or status from the registry is often the document a reviewer actually wants. [30] [8]
Immigration is a fourth, wholly separate question. Incorporating gives you no status, no work authorisation and no right of entry. If you intend to move and run the business yourself, the route is the Business Immigration stream below, which begins with a work permit and ends — if the business performs — with a nomination. The province assesses the entrepreneur, not the company registration.
Immigration streams tied to New Brunswick
New Brunswick runs its nominee program through Immigration New Brunswick alongside the federal-provincial Atlantic Immigration Program. The province selects and nominates; IRCC makes the final decision on permanent residence. The NBPNP's streams are the Skilled Worker stream, the Express Entry stream, the Strategic Initiative and the Business Immigration stream, plus the Critical Worker and Private Career College Graduate pilots. Every stream starts with a free expression of interest through an INB account, and the province is explicit that "Submitting an expression of interest does not guarantee you will receive an invitation, even if you meet the criteria." [25] [26]
The New Brunswick Business Immigration stream
This is the entrepreneur route, and as at this page's verification date it is open, with no notice restricting or pausing it on Immigration New Brunswick's important-notices page. It is for "entrepreneurs who want to start or buy a business in New Brunswick", where "The entrepreneur must run the business and take part in its daily management."
| Requirement | Threshold |
|---|---|
| Age | 19 to 59 |
| Language | Canadian Language Benchmarks level 4 in all four skills |
| Education | At least a Canadian high school diploma or foreign equivalent |
| Personal net worth | At least $500,000, or $300,000 investing in agriculture |
| Experience | Two years in the last five: owning a private company (51% or more) or senior manager in a for-profit business, managing daily operations and supervising at least two employees |
| Business plan | At least $150,000 in eligible investments, creating at least one full-time job |
| Points | 65 out of 100 on the selection factor grid |
| Fee | Expression of interest free; nomination application $2,000, non-refundable |
The sequence matters, because the work permit comes early and the nomination last: expression of interest, invitation, complete application, then a work permit. On arrival, report within one month (NBBIS-004), optionally request a business-plan update within three months subject to approval (NBBIS-007), and report the business opening within nine months (NBBIS-005). After six months of business operations under the Business Performance Agreement you may request a nomination (NBBIS-006), then apply for permanent residence. Plan around one reality: Immigration New Brunswick "is unable to provide processing times for individual applications and cannot guarantee that an application will be evaluated or approved before a work permit expires", and maintaining your work authorisation throughout is your responsibility. [27] [28]
The stream is document-heavy, and the numbered forms are worth knowing before you start because they tell you what the province is actually assessing. Four are filed with the application itself and four report on the business after arrival.
| Form | Stage | What it establishes |
|---|---|---|
| NBBIS-001 Document Checklist | Application | The complete list the province expects; work from it rather than from a summary |
| NBBIS-BP Business Plan | Application | The vehicle for the $150,000 investment and one-full-time-job commitments |
| NBBIS-002 Personal Net Worth Statement | Application | The $500,000 (or $300,000 agricultural) net-worth test |
| NBBIS-003 Narrative Statement of Accumulated Fund | Application | How the net worth was accumulated — a source-of-funds narrative, not a balance |
| NBBIS-004 | Within one month of arrival | Report of arrival |
| NBBIS-007 | Within three months, optional and subject to approval | Business-plan update |
| NBBIS-005 | Within nine months | Report that the business has opened |
| NBBIS-006 | After six months of business operations | Request for nomination under the Business Performance Agreement |
Two features of that structure are easy to misread. NBBIS-003 asks how the money was accumulated rather than merely how much there is, so a net-worth statement supported by no narrative of origin is an incomplete file rather than a strong one. And the Business Performance Agreement is the instrument the nomination hangs on: the province nominates after six months of operations measured against what was agreed, not six months after landing, so a work permit spent setting up rather than operating does not advance the clock. Because Immigration New Brunswick publishes no processing times and will not guarantee a decision before a work permit expires, the permit's own expiry — not the province's queue — is the constraint to manage. [27] [28]
If you are hiring rather than founding
The Atlantic Immigration Program is employer-driven: New Brunswick employers "must be designated by Immigration New Brunswick to participate", after which they can hire candidates for roles they could not fill locally and apply for an endorsement of each job offer and candidate, which supports a permanent-residence application. Designation comes first, so start early. [29]
The worker streams are currently constrained. Effective 4 May 2026, invitations under the New Brunswick Experience pathway of the Skilled Worker stream are limited to health care, education and construction "due to limited remaining allocation". Effective 3 February 2026, no expressions of interest are considered under the Skilled Worker and Express Entry streams for candidates in accommodation and food services (NAICS 72), plus excluded NOC codes regardless of sector — though those candidates may still apply if employed by a business outside that sector. [28]
Incentives, and what is not published
Three verified items function as incentives for a small New Brunswick company: the 2.5% small business rate on the first $500,000 of active business income, among the lowest published provincial rates [17]; the Harmonized Sales Tax Act refunds and rebates of the 10% provincial component for printed books, audio recordings and scriptures, university research and development on form HST-R-02, and specially equipped vehicles [18]; and the $53.2 million in WorkSafeNB performance refunds issued alongside the 2026 rate announcement, a real cash-flow item for an employer with a good claims record [24].
The Small Business Investor Tax Credit
The province's main equity-side incentive is not a grant to the company but a credit to whoever invests in it, which changes how a New Brunswick founder should pitch a local raise. GNB Finance and Treasury Board publishes the rates:
| Investor | Non-strategic sectors | Strategic sectors |
|---|---|---|
| Individual | 50% non-refundable personal income tax credit (for investments made after 1 April 2015), up to $125,000 per year | Maximum non-refundable personal credit of $500,000 per year, on investments up to $1,000,000 |
| Corporation or trust | 25% non-refundable corporate income tax credit (for investments made after 17 March 2026), up to $125,000 per year, on investments up to $500,000 | Maximum non-refundable corporate credit of $250,000 per year, on investments up to $1,000,000 |
Unused credit "can be carried forward seven years or back three years". Eligible investments are in eligible New Brunswick small businesses and in community economic development corporations or associations. Note the two dates in that table: the individual rate has stood since 2015, while the corporate rate figure is expressed as applying to investments made after 17 March 2026 — recent enough that anyone modelling a raise should confirm the current wording rather than relying on a summary, including this one. [39]
The community-economic-development route has its own registration step, administered by the securities regulator rather than the registry. The Financial and Consumer Services Commission describes a CEDC as "a small business in New Brunswick that raises funds by selling shares (or other eligible securities) to individuals, corporations or trusts within a defined community to create a pool of money", and states that to qualify a CEDC "must be registered under section 14 of the Small Business Investor Tax Credit Act". So the credit and the registration live in two different places: the rate is a Finance question, the eligibility to raise as a CEDC is an FCNB one, and the securities exemptions discussed above still govern how the shares are actually sold. [40] [9]
Beyond those, be careful. Other provincial and Opportunities NB programmes exist, but no consolidated, current New Brunswick business-incentive catalogue was verified for this guide beyond the tax-credit and rebate mechanisms named here, so no other programme, amount or credit is listed. Check directly with the administering body rather than relying on an aggregator, and never model an incentive you have not confirmed this year — the 17 March 2026 date on the corporate rate above is a live demonstration of how quickly these figures move.
How New Brunswick compares
Against a federal corporation
The federal Canada Business Corporations Act is the alternative most founders actually weigh, and the two regimes diverge on exactly the points this page has spent the most time on. The fuller treatment is on the federal versus provincial comparison.
| Question | New Brunswick | Federal (CBCA) |
|---|---|---|
| Director residency | None. s. 63(1) lists no residency condition [1] | "at least twenty-five per cent of the directors… must be resident Canadians", and "if a corporation has less than four directors, at least one director must be a resident Canadian" (s. 105(3)); a majority in prescribed business sectors (s. 105(3.1)) [46] |
| Registered office | Must be within New Brunswick; no PO box [1] | In the province specified in the articles; the address is public corporate information |
| ISC register | Kept internally at the registered office; not filed, not public [1] | Filed with Corporations Canada, with a defined subset published |
| ISC penalty on the corporation | Category F: $240 to $10,200, rising to $15,000 on a repeat [36] | "a fine not exceeding $100,000" under s. 21.1(6) [45] |
| Annual return default | Dissolution ground under s. 139(1)(c); 60 days to rectify a s. 17/18 default after notice by ordinary mail [1] | Dissolution available after default, on 120 days' notice under s. 212 |
| Where it may operate | New Brunswick; registers extra-provincially elsewhere | Every province, but still registers extra-provincially in each |
Read that table as a trade rather than a ranking. New Brunswick gives a founder without a Canadian-resident director a corporation they can actually own and control, and keeps ownership out of a public database — the two things the federal regime does not offer. It charges for that with a registered office that must be physically in the province, a records location that must also be in the province, and a resident agent for service if the company is incorporated elsewhere. The federal route reverses both: it will take a registered office in any province the articles name, and it publishes ownership while backing the same register with a penalty an order of magnitude larger. Which trade is right depends on where the founder can genuinely maintain an address and how they feel about public ownership data, not on which fee schedule is lower.
One drafting caution, because the cluster is not unanimous. This page states that the current consolidated section 63(1) contains no residency condition and that nothing stands repealed in its place — which is what reading the full consolidation shows. It deliberately does not assert why that is so. Some accounts describe New Brunswick as having repealed a residency requirement and others as never having enacted one; the amendment history recorded for section 63 in this page's research file (1983, c.15, s.11; 2023, c.2, s.46; 2023, c.2, s.155) does not settle the question, and no source fetched for this guide does. The operative fact — there is no residency test today — is verified either way. [1]
Against the neighbours
New Brunswick is usually compared against the province next door rather than against Ottawa. The figures below for the other four provinces are taken from the official sources their own guides on this site verified, and are reproduced here to make the comparison rather than to restate those pages; where a sibling guide records a figure as unpublished or unreconciled, this table says so instead of supplying a number. Read the Nova Scotia, Prince Edward Island, Newfoundland and Labrador and Quebec guides for each province's own detail, and the sales-tax comparison for the tax side.
| New Brunswick | Nova Scotia | Prince Edward Island | Newfoundland and Labrador | Quebec | |
|---|---|---|---|---|---|
| Incorporation fee | $262 e-filed | $200 [50] | $200 by regulation, $215 in the portal — the PEI guide reports the gap unreconciled [52] | $300 paper, $270 electronic [53] | $397, or $595.50 priority [55] |
| Recurring filing fee | $60 e-filed | $118.35 [51] | $30 [52] | $100 paper, $90 electronic [54] | $106 annual registration fee [55] |
| When it is due | Last day of the month following the anniversary month | In the anniversary month [51] | Within 60 days after the anniversary date [52] | Before the end of the anniversary month [54] | Split: the fee within 2 months of fiscal year end, the updating declaration within 6 [56] |
| Extra-provincial annual | $200 e-filed | $274.10 federal or foreign; nil for another province's corporation [51] | $275 [52] | $200 paper, $180 electronic [53] | $106 [55] |
| Director residency | None | None | None, but where no director is a PEI resident a certificate from a PEI-resident practising lawyer is required | None — the 25% rule in s. 174 was repealed, in force 1 April 2022 | None |
| Transparency register | Internal, not public, in force 10 June 2022 | Internal, not public | Internal, not public, in force 1 September 2020 | Internal, not public, in force 1 April 2022 | Public and name-searchable, in force 31 March 2023 |
| Sales tax | HST 15% | HST 14% since 1 April 2025 [48] | HST 15% | HST 15% | GST 5% + QST 9.975% |
| Small business rate / limit | 2.5% / $500,000 | 1.5% / $700,000, both from 1 April 2025 [49] | 1% / $600,000, the limit from 1 July 2025 [49] | 2% / $500,000 by statute from 1 January 2026 (CRA still publishes 2.5%) [57] [58] [49] | Mid-transition from 3.2% to 2.2% / $500,000 |
| General rate | 14% | 14% [49] | 15%, reduced from 16% on 1 July 2025 [49] | 15% [49] | 11.5% |
| Workers' compensation trigger | 3 or more workers at any time in the year | 3 or more workers at the same time, in a mandatory industry | 1 or more workers | All employers — no worker-count threshold | 1 or more workers |
| Published incorporation turnaround | 2 business days online | 3 days | None published | None published | 2 business days, 1 under priority |
Six readings a founder can actually use come out of that table.
New Brunswick has the cheapest recurring corporate filing in the Atlantic group at $60, against $118.35 in Nova Scotia and $100 in Newfoundland and Labrador, though Prince Edward Island's $30 is cheaper still. Over a decade the spread is small in absolute terms; it should not drive the decision.
Three of the four Atlantic provinces run different anniversary rules, and all of them are easy to confuse. New Brunswick uses the month after the anniversary month, Newfoundland and Labrador the anniversary month itself, Nova Scotia the anniversary month, and Prince Edward Island 60 days after the anniversary date. A group with subsidiaries in two of them cannot run one rule, and the New Brunswick rule is the outlier that reads like a grace period and is not one.
Nova Scotia is no longer a 15% HST province. Its provincial component fell to 9% on 1 April 2025, giving a 14% rate, while New Brunswick, Prince Edward Island and Newfoundland and Labrador remain at 15%. Any pricing model or invoice template that assumes a uniform Atlantic 15% is now wrong for Nova Scotia. [48]
New Brunswick's small-business rate is no longer the region's most generous. At 2.5% on $500,000 it now sits above Nova Scotia's 1.5% on $700,000 and Prince Edward Island's 1% on $600,000, both of which moved in 2025, and above Newfoundland and Labrador's 2% on $500,000, which the statute sets from 1 January 2026 even though CRA's table still publishes 2.5% for that province [57] [58]. On the statutory rates New Brunswick now has the highest small-business rate in Atlantic Canada, not merely no longer the lowest. New Brunswick's rate is low in national terms and has been stable since 2018, but "lowest in Atlantic Canada" is no longer accurate and should not be repeated from older material. [49]
Quebec is the only jurisdiction here with a public beneficial-ownership register. New Brunswick, Nova Scotia, Prince Edward Island and Newfoundland and Labrador all keep the register inside the company; Quebec publishes it and makes it searchable by an individual's name. For a founder to whom ownership privacy matters, that is the sharpest line on the table, and it runs between Quebec and everyone else rather than between the Atlantic provinces.
The workers' compensation trigger is where New Brunswick is genuinely lighter. Coverage becomes mandatory at three or more workers here and in Nova Scotia, but at a single worker in Prince Edward Island and Quebec, and Newfoundland and Labrador requires every employer to register regardless of headcount. A two-person New Brunswick company has no mandatory assessment; the same company in St. John's does. That is a real operating-cost difference at the smallest scale, and it reverses as soon as the third worker is hired.
One caution on the tax rows. The average workers' compensation assessment rate is published by New Brunswick ($1.10 per $100 for 2026) and by Quebec, but the Nova Scotia, Prince Edward Island and Newfoundland and Labrador guides each record that their board publishes no average rate, so no figure is shown for them here rather than an estimate. Several other cells in those provinces' own guides are likewise marked unverified — Prince Edward Island's incorporation fee is unreconciled between its regulation and its portal, and neither Prince Edward Island nor Newfoundland and Labrador publishes an incorporation turnaround at all. Treat this table as a map of where to look, and take any figure you will act on from the province's own current page.
Two structural points hold across the Atlantic group regardless of the individual fees. First, there is no Atlantic equivalent of the New West Partnership Trade Agreement. NWPTA is a British Columbia, Alberta, Saskatchewan and Manitoba arrangement, and its members give each other registration relief that has no counterpart here. A New Brunswick corporation expanding into Nova Scotia or Prince Edward Island registers there on that province's ordinary terms and pays that province's ordinary fees, and the same is true in reverse. No official source reviewed for this guide establishes otherwise, so this page claims no shortcut. Second, the CRA is explicit that "Provinces and territories legislate their corporation income tax provisions, but the CRA administers them, except for Quebec and Alberta". So a New Brunswick company expanding within Atlantic Canada keeps filing one T2 with one administration, while the same company expanding into Quebec picks up a separate provincial regime — which is why the Quebec comparison is a genuinely different exercise from the Atlantic one, not a harder version of it. [47] [1] [17]
Failure modes
- Missing the annual return because nothing arrived. Section 187(1) requires it "without notice", and default in sending any required fee, notice or document is a dissolution ground. The deadline is the last day of the month following the anniversary month, routinely misremembered as the anniversary itself. Registry reminders and online filing at $60.00 remove the risk cheaply. [1] [15]
- A registered office that does not forward mail. Dissolution notices go by ordinary mail to it, so the failure is silent by construction. [1]
- Letting a business name lapse. Business names and partnership certificates renew every five years, on a clock separate from the annual return. [2]
- Treating a New Brunswick address as marketing. An advertisement giving a New Brunswick address is itself a branch of the carrying-on-business test, and a telephone listing deems it. Putting that address on a website moves the registration question, not answers it. [1]
- Crossing the three-worker line without noticing. The threshold counts three or more workers "at any time during the year", including casual workers and non-registered contractors. A seasonal spike creates an obligation a year-end headcount hides. [21]
- An ISC register that exists but is never refreshed. The duty is reasonable steps each financial year, changes recorded within 15 days, and production on request — so a register created at incorporation and never touched fails it. [1]
- A board that was never validly appointed. Section 63(3) invalidates an absent director who neither consented in writing within ten days nor acted — surfacing when a bank or purchaser reviews the minute book. [1]
- Assuming the 2.5% rate. It depends on CCPC status, which depends on control. [17]
- Reading "category E" or "category F" as a formality. The Business Corporations Act names the class and stops. The amounts are in the Provincial Offences Procedure Act: a mandatory minimum of $240 with maxima of $5,200 and $10,200, rising to $10,200 and $15,000 on a repeat conviction, with thirty and ninety days' imprisonment available on a repeat. A founder who never opens the second statute never learns the size of the exposure. [36]
- A limited partner who manages. Section 17(1) of the Limited Partnership Act makes a limited partner liable as a general partner if they take part in the control of the business, which dissolves the only reason the structure was chosen. The exposure is unlimited, and it is created by conduct rather than by a filing. [35]
- A limited-partnership declaration left to expire. Section 3(3) expires every declaration five years after filing unless it is replaced or cancelled first. The partnership is not dissolved by the expiry, but section 3(4) attracts an additional prescribed fee, and the public record stops reflecting the firm. [35]
- Payroll remittances on a schedule that has changed. The remitter type is set by the average monthly withholding amount, so crossing $25,000 moves the company from remitting by the 15th of the next month to remitting twice monthly, with no decision taken and no notice sought. The first sign is usually a penalty. [43]
- A payroll calendar built for another province. New Brunswick has eight public holidays including New Brunswick Day, an overtime threshold of 44 hours rather than 40, and a vacation pay year running 1 July to 30 June. Each of the three silently underpays if a template from Ontario or Quebec is reused. [37] [38]
- Incorporating without the share-transfer restriction. The private-issuer exemption depends on a transfer restriction in the constating documents. Adding it later is a certificate of amendment at $212.00, and it cannot retroactively validate a distribution already made without an exemption. [9] [4]
- Budgeting only the incorporation fee. Revival after dissolution is $262.00 — the price of incorporating a second time — and an amendment is $212.00. The cheap year is the first one. [4]
Annual maintenance calendar
| When | What | Cost |
|---|---|---|
| Last day of the month after the anniversary month | File the annual return, signed by a director or officer. No reminder is sent | $60.00 e-filed, $80.00 paper [1] |
| At least once each financial year | Confirm the ISC register is accurate, complete and up to date, and record the steps taken | Internal [1] |
| Within 15 days of awareness | Record any ISC change | Internal [1] |
| Within 15 days of a change | File notice of change of registered office or of directors | $2.00 online, nil on paper [4] |
| Annually, per the CRA schedule | File the T2; New Brunswick tax is assessed on it | CRA [17] |
| As assigned | File and remit HST at 15% | CRA [18] |
| Each pay period, plus annual returns | Remit payroll source deductions on the BN payroll account | CRA [19] |
| Annually | Report assessable payroll to WorkSafeNB and pay the assessment; 2026 maximum assessable earnings $85,800, minimum assessment $150 | Rate-dependent [23] |
| Every five years | Renew any registered business name or partnership certificate | $62.00 [5] |
| Annually, if registered extra-provincially | File that jurisdiction's return; New Brunswick's own is $200.00 e-filed | Varies [4] |
| As activities change | Re-run BizPaL and re-check municipal permits for the new activity or premises | Varies [16] |
The first year, in order
The annual calendar above is the steady state. The first year is different, because several obligations begin on the date of an event rather than on a date in the year, and two of them start before the certificate exists.
| Timing | What happens | Authority |
|---|---|---|
| Before filing | Choose the form; search the name at $3.00; obtain a NUANS report if the name is not a designating number | [13] [9] |
| Filing day | Forms 1, 2 and 4 online, $262.00 | [4] |
| About 2 business days later | Certificate of incorporation issues | [12] |
| Within 10 days of each appointment | Written director consents collected for any director not present and not refusing | [1] |
| At incorporation | ISC register created at the registered office with all required fields; records location designated by resolution | [1] |
| Within 15 days of any change | Notice of change of registered office or directors; and separately, any ISC change recorded | [1] |
| Within 15 days of starting the business, if three or more workers | Register with WorkSafeNB with an estimate of assessable earnings | [21] |
| Within two months of commencing, if trading under a business name | Certificate of business name, $112.00 | [2] |
| Within 30 days of carrying on business in another province | Extra-provincial registration there, on that province's rules | [1] |
| On exceeding $30,000 in a single quarter | Charge HST on the supply that crossed the threshold, and register | [20] |
| From the first pay period | Payroll remittances on the schedule set by the AMWA | [43] |
| Within 6 months of the first tax year end | First T2 | [42] |
| Last day of the month following the anniversary month, in the year after incorporation | First annual return, $60.00, with no reminder | [1] |
| Once each financial year | First reasonable-steps review of the ISC register | [1] |
The one to put in a calendar on day one is the last-but-one row. Every other deadline here is triggered by something the founder does and therefore notices. The annual return is triggered by the passage of time, is announced by nothing, and is enforced by dissolution.
What it costs to keep a New Brunswick company for five years
Government fees only. Professional fees, the NUANS report, WorkSafeNB assessments and taxes are excluded because none of them is a published flat figure, and the WorkSafeNB assessment depends on payroll and classification.
| Year | New Brunswick corporation | Corporation registered extra-provincially in New Brunswick |
|---|---|---|
| Year 1 | $262.00 incorporation + $3.00 search = $265.00 | $212.00 statement of registration (+$25.00 if electing an anniversary month) = $212.00–$237.00 |
| Year 2 | $60.00 annual return | $200.00 annual return |
| Year 3 | $60.00 | $200.00 |
| Year 4 | $60.00 | $200.00 |
| Year 5 | $60.00 | $200.00 |
| Five-year total | $505.00 | $1,012.00–$1,037.00 |
Two readings follow. First, the recurring gap is the one that matters: the extra-provincial annual return is $200.00 against $60.00, so the difference compounds at $140.00 a year for as long as the registration exists, and over five years the extra-provincial route costs roughly twice the domestic one despite a cheaper entry fee. A Montreal or Toronto company that has crossed one branch of the section 194 test is paying that gap whether or not it thinks of itself as a New Brunswick business. Second, both columns are small enough that cost should not decide the jurisdiction. What should decide it is where the registered office can genuinely be maintained, where the corporation actually carries on business, and whether a resident agent for service is available — because the expensive outcomes here are revival at $262.00 after a dissolution, or a category E fine of $240 to $5,200 for a registration nobody filed, not the annual fee. [4] [36]
Readiness checklist
- The legal form is chosen deliberately, and you know which statute governs it. [16]
- The name is checked on the registry at $3.00, a 90-day NUANS report is in hand for a named corporation, and the legal element is present — or you chose a designating number. [13]
- A physical New Brunswick registered office is arranged, is not a PO box, is authorised in writing and forwards legal mail; the records location is designated by resolution. [1]
- Every director is at least nineteen, not disqualified under section 63(1), and has consented in writing within the ten-day window if absent. [1]
- The share structure states classes, maximums and par value or its absence, and any transfer restriction needed for a securities exemption is in the articles. [9]
- Forms 1, 2 and 4 are filed online at $262.00. [12]
- The ISC analysis runs through every ownership layer, the register exists at the registered office with all six fields, and an annual review is diarised. [10]
- The BN is located, and only the program accounts actually needed are open. [11]
- The HST position is decided against the $30,000 threshold, including whether voluntary registration is worthwhile at 15%. [20]
- The WorkSafeNB position is settled — mandatory, voluntary or personal coverage — within 15 days of starting. [21]
- BizPaL has been run for the actual activity and municipality, and the city called before the lease is signed. [32]
- Every province where the corporation will carry on business is analysed, with the thirty-day rule understood both ways, and the annual-return date is in a calendar rather than a memory. [1]
Glossary of New Brunswick terms
New Brunswick's statutes are enacted as bilingual consolidations in which the English and French texts are equally authoritative, so the French column below is not a translation supplied here — it is the statutory term itself, taken from the same official consolidation. That matters in practice: a Moncton bank, a Fredericton law office and Service New Brunswick may each use either column, and a founder who knows only one will misread a form.
| Term | French term in the statute | What it means in New Brunswick |
|---|---|---|
| Business corporation | société par actions | A corporation under the Business Corporations Act, c. B-9.1 — the ordinary for-profit company [1] |
| Articles of incorporation | statuts constitutifs | Form 1, the constating document; contrast the letters patent used for non-profits |
| Certificate of incorporation | certificat de constitution en corporation | What the Director issues; the corporation exists from its date |
| Registered office | bureau enregistré | The mandatory New Brunswick address under s. 17(1); never a post office box |
| Anniversary month | mois anniversaire | The month of incorporation; the annual return is due the last day of the month after it |
| Annual return | rapport annuel | The s. 187(1) filing, $60.00 e-filed, sent without notice — not a financial statement and not a tax return |
| Individual with significant control | particulier ayant un contrôle important | A person meeting the 25% test in s. 99.2; recorded in an internal register, not filed |
| Extra-provincial corporation | société extraprovinciale | A corporation incorporated elsewhere that carries on business in New Brunswick under Part XVII |
| Agent for service | représentant pour fin de signification | The New Brunswick–resident individual or NB corporation appointed under s. 193; the fee schedule calls the same filing an attorney for service |
| Business name | appellation commerciale | A trading name registered under c. P-5, renewable every five years |
| Firm | firme | A partnership registered under c. P-5 |
| Limited partnership | société en commandite | Formed by filing a declaration under c. L-9.1 [35] |
| General partner / limited partner | commandité / commanditaire | The distinction s. 17(1) of the Limited Partnership Act collapses if a limited partner takes part in control |
| Letters patent | lettres patentes | How a non-profit company is created under the Companies Act, c. C-13 [34] |
| Supplementary letters patent | lettres patentes supplémentaires | How those letters patent are amended — the non-profit equivalent of a certificate of amendment |
| Category E / category F offence | infraction de la classe E / de la classe F | Penalty classes fixed by the Provincial Offences Procedure Act, c. P-22.1, s. 56 [36] |
| Public holiday | jour férié | One of the eight days listed in the Employment Standards Act, including New Brunswick Day [37] |
| Vacation pay year | année de référence | 1 July to 30 June, the reference year for vacation entitlement |
| The Royal Gazette | Gazette royale | The official publication; a $12.00 charge is built into the incorporation fee, and dissolution notices appear there |
| Director (of the registry) | Directeur | The statutory official who issues certificates and may dissolve a corporation — not a director of a company |
The last row is the one that causes the most confusion in correspondence. In the Business Corporations Act "the Director" with a capital D is the provincial official administering the Act, while "a director" is a member of a company's board. A notice from the Director about your directors is not a circular error.
What 2727 can and cannot support
2727 Coworking is a workspace and business-address provider in Griffintown, Montreal, in Quebec. Being precise matters more here than on most pages, because the statutory answer on the central point is a clear no.
A Montreal address cannot be the registered office of a New Brunswick corporation. Section 17(1) requires the registered office within New Brunswick and section 17(1.1) forbids a post office box; no agreement or service level changes that. Section 18(1) likewise puts the corporate records at that office or another New Brunswick place designated by the directors. And a Montreal address cannot be the agent for service under section 193, which requires an individual resident in the province or a corporation incorporated under the Act. [1]
A 2727 address is a legitimate registered office only for a federal corporation whose articles state Quebec as the registered-office province, or for a Quebec corporation, and a mailing or correspondence address for anyone. Where it is genuinely relevant to a New Brunswick plan is a different structure: a company based in Montreal that registers extra-provincially in New Brunswick because it has crossed one of the section 194 branches. There the Quebec side is where the address question lives, and the New Brunswick side needs a resident agent for service and a $212.00 statement of registration. The federal corporation scenario and the business-address overview set out the address roles.
The reverse risk deserves naming, because an address decision can create it: section 194(1)(a) treats a corporation as carrying on business in New Brunswick if its name appears in an advertisement giving a New Brunswick address, and section 194(2) deems it from a telephone listing. Address choices are facts with registration consequences; never present an address as presence you do not have, in either province.
Nothing here asserts that Service New Brunswick, the CRA, WorkSafeNB, Immigration New Brunswick, any bank or any municipality accepts a 2727 document for any purpose. Each decides for itself against its own current rules, and a service agreement proves only the service it describes. If you are weighing where to incorporate from abroad, start with the founder-outside-Canada track, the resident track and the hub, not with an address.
Research method and limitations
Date verified: 6 September 2026. Every fact comes from New Brunswick's own statutes on the provincial legislation site, Service New Brunswick's Corporate Registry, GNB Finance and Treasury Board, the CRA, WorkSafeNB, Immigration New Brunswick, FINTRAC, BizPaL and the three cities. No law-firm, accountant, incorporation-service or aggregator page was used at any stage, including discovery.
Method: search tools were unavailable for this session, so discovery was done by link-graph crawling from known official roots. Both statutes were downloaded in full as the official bilingual consolidations and read locally, so every statutory quotation comes from the complete consolidation rather than a summary; the legislation site states it is current to 1 January 2024, and the chapter header carries the amendment reference 2023, c. 2. Registry, tax, WorkSafeNB, immigration and municipal pages were fetched directly and their figures transcribed verbatim. CanLII refused automated requests, so the province's own legislation site supplied the statutory text. Every French URL on the French version was taken from the corresponding English page's language toggle and confirmed to resolve. The full fetch log is in this page's research file.
What was not tested: no incorporation was filed, no NUANS report ordered, no annual return submitted, no WorkSafeNB account opened, no HST or payroll account registered, no expression of interest submitted, no municipal permit applied for, and no bank asked to open an account. Nothing here reports lived processing times; the registry's two-business-day and ten-working-day figures are published service statements, not guarantees.
This page was expanded on 7 September 2026 without changing any figure verified on 6 September. The expansion added four further New Brunswick statutes read in full from the same official consolidations — the Companies Act (c. C-13), the Limited Partnership Act (c. L-9.1), the Provincial Offences Procedure Act (c. P-22.1) and the Employment Standards Act (c. E-7.2) — together with GNB's employment-standards wage page, GNB Finance's Small Business Investor Tax Credit page, the Financial and Consumer Services Commission's CEDC page and three CRA deadline pages, taking the reference list from 33 sources to 43. The Provincial Offences Procedure Act is what converts the corporate statutes' bare "category E" and "category F" labels into the dollar figures now shown, and the GNB funding and tax-credit pages were reached by crawling gnb.ca's current topic tree, which is how the incentive gap left open on 6 September was partly closed.
Known limits in the sources: GNB's corporate income tax table still ends at 2025, but the CRA's own rate table was fetched in this pass and independently confirms New Brunswick's 2.5% lower rate, 14% higher rate and $500,000 business limit, so the currency caveat recorded on 6 September is now resolved rather than merely disclosed; both publishers can lag, so re-check in the month you rely on it. WorkSafeNB's pages disagree on the number of classification codes and on the employer count, so take your classification from your assessment notice. Service New Brunswick states the 90-day NUANS requirement in the context of a name change rather than a first incorporation, and describes the ISC register as kept at the "head office" where the Act says the registered office or another prescribed place. The business-name duty is framed around business "for trading, manufacturing or mining purposes", and no official source resolves how that dated wording applies to a modern service business; the page sets out both readings and recommends registering rather than resolving the ambiguity it cannot resolve. Provincial incentives are now verified only to the extent of the Small Business Investor Tax Credit, the CEDC registration route, the Harmonized Sales Tax Act rebates and the WorkSafeNB performance refund — no consolidated catalogue of Opportunities NB or regional-development programmes was verified, so none is listed. The corporate rate of the investor tax credit is stated by GNB as applying to investments made after 17 March 2026, a date recent enough that it should be re-confirmed before it is modelled. The Employment Standards Act does not itself fix the minimum wage, which is set by regulation; the $15.90 and $23.85 figures come from GNB's own employment-standards page and carry its effective date of 1 April 2026. No official source establishes an Atlantic mutual-recognition shortcut for extra-provincial registration, and New Brunswick is not a New West Partnership Trade Agreement party, so none is claimed.
This is educational planning material, not legal, tax, accounting, immigration or banking advice. Fees, rates, thresholds, deadlines and portals change, sometimes annually, so verify every figure against the linked official source in its current version before acting. Where a decision turns on director duties, share structure, securities exemptions, CCPC status, corporate residency or immigration eligibility, get advice from a New Brunswick lawyer, a Canadian tax adviser or a regulated immigration consultant.
Frequently asked questions
Does a New Brunswick corporation need a Canadian director?
No. Section 63(1) lists every disqualification — under nineteen, incapacity found by a court or tribunal, not being an individual, bankruptcy, and certain criminal convictions — and residency is not among them. A New Brunswick board may be entirely non-resident. [1]
What does it cost to incorporate in New Brunswick?
$262.00 filed electronically, $312.00 on paper, or $362.00 on paper expedited, each including a mandatory $12.00 Royal Gazette fee. A NUANS report is bought separately from a private search house at a price no government page publishes. [4]
How long does it take?
Service New Brunswick publishes two business days online, and ten business days on paper or two on receipt of the expedited fee. Those are published service levels, not guarantees for a specific file. [12]
Can the registered office be a mailbox or an out-of-province address?
No, on both counts. Section 17(1) requires a registered office within New Brunswick at all times, and section 17(1.1) states that no corporation shall designate a post office box as a registered office. [1]
When is the annual return due, and will I be reminded?
On or before the last day of the month following the anniversary month, and the statute says it is sent without notice. It costs $60.00 online. Default in sending a required fee, notice or document is a ground on which the Director may dissolve the corporation. [1]
Is New Brunswick's beneficial-ownership register public?
No. Required since 10 June 2022, it is kept by the corporation at its registered office and not filed with the registry. It must be disclosed to the Director, and provided to a prescribed investigative body, on request. [10]
What sales tax applies in New Brunswick?
A single harmonized sales tax of 15% — the 5% federal GST plus a 10% provincial component — on the same base as the federal GST, administered by the CRA. There is no separate provincial sales tax. [18]
Do I have to register for HST immediately?
Not necessarily. The small-supplier threshold is $30,000 over four consecutive calendar quarters; registration becomes mandatory once you exceed it, and exceeding it in a single quarter means charging tax on the supply that took you over. Voluntary registration is available and often worthwhile at 15%. [20]
Does my one-person corporation need WorkSafeNB coverage?
Mandatory coverage begins at three or more workers at any time in the year, so a one-person corporation is usually below it. But a non-salaried officer of an incorporated company is not automatically covered and can request personal coverage, at not less than $12,000. [21]
Do I need a business licence from Moncton, Fredericton or Saint John?
None of the three publishes a general licence every business must hold — only activity-specific permits for building, signage, sidewalk cafés, liquor, taxis, demolition, roads and events, with founders directed to BizPaL. That is not the same as no municipal obligations, so run BizPaL and call the city before signing a lease. [31] [33]
When must an out-of-province company register in New Brunswick?
Within thirty days of commencing to carry on business there, on a test that includes advertising a New Brunswick address, having a resident agent or place of business, soliciting business, or owning land. Failure is a category E offence, and a director or officer who knowingly authorizes, permits or acquiesces in it commits the same offence. [1]
Does incorporating in New Brunswick help me immigrate?
No. A certificate gives no status, no work authorisation and no right of entry. The Business Immigration stream assesses the entrepreneur, issues a work permit before any nomination, and nominates only after about six months of actual operations under a Business Performance Agreement — and IRCC, not the province, decides permanent residence. [26] [27]
Official references
- Government of New Brunswick: Business Corporations Act, RSNB c. B-9.1
- Government of New Brunswick: Partnerships and Business Names Registration Act, RSNB c. P-5
- Service New Brunswick: Corporate Registry
- Service New Brunswick: fee schedule, provincial and extra-provincial corporations
- Service New Brunswick: fee schedule, business names
- Service New Brunswick: fee schedule, partnership names
- Service New Brunswick: fee schedule, non-profit companies
- Service New Brunswick: fee schedule, copies and certificates
- Service New Brunswick: incorporating a business corporation
- Service New Brunswick: beneficial ownership register
- Service New Brunswick: CRA business number
- Service New Brunswick: Corporate Registry processing times
- Service New Brunswick: Corporate Registry search
- Service New Brunswick: online Business Registration System
- Service New Brunswick: file an annual return online
- BizPaL: New Brunswick Business Structures Wizard
- Government of New Brunswick, Finance and Treasury Board: Corporate Income Tax
- Government of New Brunswick, Finance and Treasury Board: Harmonized Sales Tax
- CRA: business number and CRA program accounts
- CRA: when to register for and start charging the GST/HST
- WorkSafeNB: accounts and coverage
- WorkSafeNB: understanding your rate
- WorkSafeNB: maximum assessable earnings
- WorkSafeNB: 2026 assessment rate and performance refund, 2 October 2025
- Government of New Brunswick: Immigration
- Government of New Brunswick: New Brunswick Provincial Nominee Program
- Government of New Brunswick: New Brunswick Business Immigration stream
- Government of New Brunswick: immigration important notices
- Government of New Brunswick: Atlantic Immigration Program
- FINTRAC: business relationship requirements
- City of Fredericton: business permits and licences
- City of Moncton: licences and permits
- City of Saint John: permits, licenses and service requests
- Government of New Brunswick: Companies Act, RSNB c. C-13
- Government of New Brunswick: Limited Partnership Act, RSNB c. L-9.1
- Government of New Brunswick: Provincial Offences Procedure Act, RSNB c. P-22.1
- Government of New Brunswick: Employment Standards Act, RSNB c. E-7.2
- Government of New Brunswick: minimum wage, overtime and minimum pay for reporting for work
- Government of New Brunswick, Finance and Treasury Board: Small Business Investor Tax Credit
- Financial and Consumer Services Commission of New Brunswick: CEDC program
- CRA: GST/HST reporting requirements and deadlines
- CRA: when to file your corporation income tax return
- CRA: when to remit (pay) payroll deductions
- Government of Canada: incorporating in a specific province or territory
- Department of Justice Canada: Canada Business Corporations Act, s. 21.1 (register of individuals with significant control)
- Department of Justice Canada: Canada Business Corporations Act, s. 105 (directors and residency)
- CRA: provincial and territorial corporation tax
- CRA: charge and collect the GST/HST — which rate to use
- CRA: corporation tax rates, federal and provincial
- Government of Nova Scotia: incorporate a limited company
- Government of Nova Scotia: renew a business or non-profit registration
- Government of Prince Edward Island: Business Corporations Act Regulations, fee schedule
- Government of Newfoundland and Labrador: Registry of Companies fee schedule
- Government of Newfoundland and Labrador: annual returns
- Registraire des entreprises du Québec: fee schedule (RE-101)
- Gouvernement du Québec: annual updating declaration
- Newfoundland and Labrador House of Assembly: Income Tax Act, 2000
- Newfoundland and Labrador House of Assembly: An Act to Amend the Income Tax Act, 2000, SNL 2026 c. 14
