Start a business in Ontario

Direct answer

Incorporating in Ontario means filing articles of incorporation in the Ontario Business Registry for $300, supported by an Ontario-biased Nuans name search no more than 90 days old unless you take a number name. Ontario has had no Canadian-residency requirement for directors since 5 July 2021, when section 118(3) of the Business Corporations Act was repealed, so a board may be entirely non-resident. Two constraints do not bend: the registered office must be a physical location in Ontario and a post office box alone is not accepted, and the corporation must keep an internal register of individuals with significant control. After incorporation the clock starts on three separate deadlines — the initial return within 60 days, the annual return within six months of each taxation year end, and any notice of change within 15 days. Ontario is an HST province at 13 per cent, and payroll adds Employer Health Tax and WSIB registration within 10 days of the first hire.

Two caveats sit on top of that. Ontario's small-business corporate tax rate changed on 1 July 2026, and CRA's own comparison table had not caught up on the date this page was verified. And Ontario currently has no open entrepreneur immigration stream — a fact that reverses most of what is written about starting a business here from abroad.

The Ontario matrix at a glance

Weighing Ontario against incorporating federally? See federal vs provincial incorporation. Comparing provinces as a non-resident? See Ontario vs British Columbia vs Alberta vs Quebec.

A worked example: one corporation, from name search to first annual return

The rules above are easier to hold together when they run against a calendar. This example is constructed, not a client file, and every fee, deadline and rate in it is the one cited in the section it comes from. Nothing here is a promise about how any particular filing will go.

The facts. Two founders, both resident in Toronto, are starting a software consultancy. They want a named corporation rather than a numbered one, they expect roughly $240,000 of revenue in the first year, they intend to hire one employee in month seven, and they will invoice Ontario clients. They choose a 31 December year end. Call the corporation Griffin Analytics Inc.

The pre-incorporation week

They begin with a free search of the Ontario Business Registry, which costs nothing and rules out the obviously colliding names. [9] Then they order an Ontario-biased Nuans report from a private search house, because a named Ontario corporation requires one and a Canada-biased report is rejected. [9] [10] The ministry does not sell that report and no official page publishes its price, so this example carries no figure for it — that is the one line of the budget you must get from the vendor. [10]

Say the report is dated 9 March. That date starts a 90-day clock running to the day the articles are filed, not the day drafting starts: the report "cannot be dated more than 90 days prior to the filing of the articles", so the articles must be in by 7 June. [10] They also read the report rather than filing on it blindly, because the report is a search and not a clearance, and the responsibility for a name that is confusingly similar to someone else's stays with them. [1] [10]

Two more things happen before anyone touches the filing screen. They secure a physical Ontario address that can be the registered office, since a post office box alone is not accepted and the records must sit in Ontario too. [10] [1] And they create the official corporate email address on a domain the corporation controls, not a founder's personal mailbox, because that address is where the ministry sends the company key. [10] [6]

Incorporation day

They file articles of incorporation online for $300, against a published service standard of immediate. [8] Because they want a clean fiscal start they could date the articles up to 30 days ahead, but the Nuans report would still have to be valid on the day the articles are endorsed, so postdating past 7 June is not available to them. [10] They file on 2 April.

Back by email come the certificate, the endorsed articles, the receipt and the company key. [10] The key goes into the password manager the same afternoon, tagged for the accountant, because it is the credential that authorises every later filing and an intermediary can only act once it is shared with them. [6]

The first sixty days

The initial return is the deadline founders miss most often, because nothing invoices for it: it is due within 60 days of incorporation and it costs nothing. [2] [8] From then on, any change to filed information — a director resigns, the office moves, an officer changes — is a notice of change within 15 days. [2]

The ISC register is opened in the same first weeks rather than at year end, because the statute requires the corporation to take reasonable steps at least once each financial year and to record new information within 15 days of learning it — obligations that are impossible to satisfy retroactively against a register that does not exist. [1]

The HST decision, month by month

Griffin Analytics expects $240,000 of revenue, so it will pass the $30,000 small-supplier threshold. The only question is when, and the answer is mechanical. Exceed $30,000 in a single calendar quarter and you charge HST on the very supply that took you over; exceed it cumulatively across four or fewer consecutive quarters and small-supplier status ends at the end of the month following that quarter. Either way registration must follow within 29 days of the effective date. [20]

At roughly $20,000 a month they will cross $30,000 inside the first quarter of trading, which is why they register voluntarily at the outset instead: voluntary registration below the threshold is permitted, and it lets them claim input tax credits on the laptops, software and professional fees of the start-up months. The rate is 13%, applied by place of supply, so an Ontario client is charged 13% whether the work is done at the client's office or from a desk elsewhere. [21] The HST collected is not revenue: it is held in trust until remitted. [21]

Month seven: the first hire

Hiring one employee on 1 November triggers three separate obligations on three different clocks.

A payroll program account is added to the business number before the first payday. [22] WSIB registration is due within 10 calendar days of the hire — by 11 November — with registration completed by the last day of the month following the month the worker started, which is 31 December. [23] [25] And Employer Health Tax enters the picture — though at a single salary this corporation sits far below the $1 million exemption, so EHT is a registration and reporting question rather than a cash one, provided the exemption is actually available to it. [16]

That proviso is the trap. The exemption is lost for every employer in an associated group if the allocation form is not filed, so two founders who also control a second corporation must deal with the allocation rather than assume the exemption. [16] Employment standards bind from the first employee, and the general minimum wage is $17.60 an hour to 30 September 2026 and $17.95 from 1 October 2026. [26] [27]

Year one closes, and two different governments want two different things

The year end is 31 December. Two deadlines now fall on the same date and are constantly confused:

Both are six months after the year end, and that is a coincidence of timing, not a single filing. The annual return left the T2 in 2021 when CRA stopped accepting it on the ministry's behalf, so for most corporations the accountant no longer submits it automatically and whoever holds the company key must. [14] [11]

The money moves earlier than the paperwork. A Canadian-controlled private corporation's balance is generally due three months after the year end — 31 March — while the return itself is not due until 30 June. [14] So the corporation that treats 30 June as "tax day" has already been late with the payment for three months.

What year one actually cost in government fees

Two honest caveats on that total. It is the ministry's fees only — intermediaries, lawyers, accountants and search houses set their own, and the province neither publishes nor controls them. [8] And it says nothing about how long the whole sequence takes end to end, because no government source publishes a timeline that spans the Nuans report, CRA accounts, a bank account and any municipal step. The registry publishes a standard for its own filing and nothing more.

Stage 1: the registry, the fees and the timeline

The Ontario Business Registry replaced the province's older systems on 19 October 2021, carries more than 90 transaction types, and absorbed every entity registered before that date. Access is not granted by possession of a corporate name: every entity has a nine-digit company key, and that key establishes authority to file. [6] For a new corporation it arrives in the same email as the certificate. [10] Losing it is the most common reason a founder cannot file their own annual return a year later.

Who may actually file: accounts, the company key and intermediaries

Owning the corporation does not by itself give you the ability to file for it. Ontario gates the registry three ways, and each of them has stranded a founder.

The accounts. To manage an entity you need "an existing registered entity, a company key, an Ontario.ca Login, an Ontario Business Account". [6] The transaction index says the same thing from the other direction: "if you don't already have an Ontario.ca Login or an Ontario Business Account, you will be prompted to create these". [7] Note a live inconsistency: the ministry's own filing notices, effective 1 February 2025, still tell you to use "a valid and up-to-date ServiceOntario online account". [10] The account branding changed between the PDF and the web page, so a reader following the PDF will hunt for something that no longer carries that name. Follow the registry page.

The company key. A nine-digit code unique to each business, issued free, and the thing that actually establishes authority to transact. [6] Its delivery rules describe two different moments, and reading them together explains the commonest lockout in Ontario practice:

• On incorporation, the key travels with the certificate, the endorsed articles and the receipt — and it "is sent only to the official corporation email address". [10] One field on one form decides who receives the credential to your company.
• On a later request, the registry sends it by email "sent right away if you have an email on file", or by mail — and "if there is no email on file, it will be sent to the registered or head office address or principal place of business". Where the business address on file has changed, the registry offers verification questions to get it emailed within several business days. [6]

So a corporation whose official email address has died cannot receive the key by email, and the key goes instead to the registered office — which, for a founder who used a service address and then let the relationship lapse, is a building they no longer control. Treat the company key as a signing credential and the official email address as infrastructure. Set it to a mailbox the corporation owns, not a founder's personal address and not a departing consultant's.

Intermediaries. The ministry sets out exactly two online routes, and the second is "Through an intermediary acting on your behalf. Intermediaries charge an additional fee." [10] An intermediary is "a business or individual that you can give authority to complete transactions in the OBR on your behalf" — legal professionals, accountants, filing and search businesses, and service delivery partners. The ministry licenses a named list of service provider organizations, currently including A&P Intertrust Corporation, Appara AI, Dye and Durham Corporation, ESC Corporate Services Ltd., InfoTrack Services Limited, MinuteBox Inc., Ontario Business Central Inc. and Trulioo Information Services Inc., while stating that it "is not affiliated with nor endorses any specific service provider" and that businesses should perform their own due diligence. [6]

The mechanism matters: every entity must use a company key to transact whether filing directly or through an intermediary, and an intermediary must claim delegated authority in the registry using the key its client gives it. [6] Sharing the key is therefore the act of delegation, and it should be a recorded decision rather than a line in an email thread. The registry's own terms warn that "unauthorized use of the company key or delegated authority may result in suspension of access". [7]

Intermediary pricing is invisible to this or any other guide: the government tables "only display the government fees", and the ministry directs you to the providers for theirs. [8] Any figure you see for "incorporating in Ontario" above $300 is somebody's service charge.

Payment, and mail as the documented fallback. Online you pay "by Debit, Visa or Mastercard"; by mail "you can only pay with a cheque or personal cheque made out to the Minister of Finance", pre-printed with a name and address by the bank, with an extra $35 charged if the cheque is returned for insufficient funds. [8] The mail route costs the same $300 and trades speed for access — 15 business days instead of "immediate" — and the completed documents still come back by email. [10] Payment by email exists only for co-operative corporations, and only by credit card collected over the phone after the ministry contacts you. [8]

The complete fee table

These are the ministry's fees only. [8] Note that dissolutions, revivals and authorisations to continue elsewhere need consent from the Ministry of Finance, which the registry says is provided electronically within 30 business days of receipt — a step outside the service standard below.

Business Corporations Act

Corporations Information Act — every filing is free

Other statutes

Search products

Two structural points hide in those tables. Co-operative corporations have no online lane at all — every filing is mail or email on a 35-business-day standard, and although co-ops have profiles in the registry they "cannot transact in the registry". [7] And a corrected certificate costs $500 and takes two to three weeks, which is the real price of a filing error you notice afterwards — more than the incorporation itself.

What "immediate" does and does not mean

The registry's service standard for an online incorporation is immediate [8], and the certificate, endorsed articles, receipt and company key arrive by email. That is the filing, not the business: no government source publishes an end-to-end timeline covering the Nuans report, CRA program accounts, a municipal licence, WSIB and a bank account, so anyone quoting a total is estimating.

You can date the articles up to 30 days ahead for a clean fiscal start. The rule is precise: the certificate date "will be the date the articles, other required documents (if any) and the required fee are received by the Ministry", and "you may request a date up to 30 days later than this date". [10] The Nuans report must still be valid on the day the articles are endorsed, so postdating cannot be used to stretch a 90-day report.

One more mechanic worth knowing before you start typing. Drafts can be saved in the registry, but "it is your responsibility to ensure that time sensitive documents such as Nuans reports are filed before they expire", and ServiceOntario has no access to your drafts until the application is filed. [10] And a filing rejected for form is not free of consequence: a handwritten application, one missing payment or an email address, or one on the wrong form, is returned by regular mail unprocessed, and a resubmission is treated as a new application with a new effective date. [10] Forms must be on 8.5 by 11 inch paper.

Stage 2: choosing the legal form

Ontario's eight business statutes each create a different animal; the registry's service list is the honest inventory. [7]

Two points founders routinely get wrong.

Registering a business name is not incorporating. A sole proprietorship registration gives you a nine-digit Business Identification Number (BIN) from ServiceOntario, and the province states plainly that a BIN "is different than a Business Number (BN) that is provided by the CRA." [9] Confusing the two stalls bank applications.

A corporation may also need a business name registration. No corporation may carry on business or identify itself to the public under a name other than its corporate name unless that name is registered, and the same rule binds individuals trading under anything but their own name, and partnerships; both the registered name and the person's own name must appear on contracts, invoices, negotiable instruments and orders. [4] A numbered Ontario corporation operating as "Griffin Analytics" needs both filings.

These registrations are effective for five years from the date the Registrar accepts them [4], renewable from six months before expiry to 60 days after. [4] Past 60 days you cannot renew: you register the same name again and receive a new BIN and a new company key, so every downstream record keyed to the old BIN needs updating. [7]

Three further Business Names Act rules are worth having, because they carry teeth the fee table does not hint at.

• A change to registered information must be filed within 15 days by way of an amended registration, and the Registrar may serve notice requiring information believed to be incorrect or out of date to be corrected. [4]
• Failing to register, or failing to file that amendment, disables you from suing. A person carrying on business in contravention of the registration duty, or of the 15-day amendment duty, "is not capable of maintaining a proceeding in a court in Ontario in connection with that business except with leave of the court". Leave must be granted where the failure was inadvertent, nobody was deceived, and the contravention has been cured; and contracts are not void merely because the registrant was in default. [4] That is the same shape of sanction as the Corporations Information Act's, from a completely separate statute, and it catches the corporation trading under an unregistered trade name.
• Registering a name that collides with someone else's is compensable. A person may recover damages caused by the registration of a name the same as or deceptively similar to a name they registered or to their own name, limited to the greater of $500 and the actual damages, and the court must order the Registrar to cancel the offending registration. [4] Contravening the Act carries a fine of up to $2,000, or $25,000 for a corporation. [4]

Stage 3: the name and the Nuans window

Unless you accept a number name, the articles must be supported by an Ontario-biased or weighted Nuans name search report. A Canada (federal) biased Nuans report is explicitly not acceptable — this is the most common rejected filing among founders who incorporated federally first and reused their report. [9] [10]

Three details decide whether your filing goes through:

• The 90-day window. "The Nuans report cannot be dated more than 90 days prior to the filing of the articles." The ministry's own example: articles received on 28 November may rest on a report dated as early as 30 August, but no earlier. If it expires before the articles are endorsed, you buy a new one. [10]
• You do not file the report. You file the name searched, the Nuans reference number and the report date; the ministry retrieves it. You keep the report at the registered office. [10]
• The report is not clearance. The OBCA prohibits a name that contains a prohibited word or expression, that is the same as or similar to the name of a known body corporate, trust, association, partnership, sole proprietorship or individual — whether in existence or not — where use would be likely to deceive, or that does not meet the prescribed requirements. [1] A corporation may take such a name only on complying with conditions prescribed by the regulations. [1] Reading the report and obtaining any consent is the applicant's responsibility. [10]

Four mechanical name rules complete the picture, and each one has bounced a filing. Every corporation's name must include "Limited", "Limitée", "Incorporated", "Incorporée" or "Corporation", or one of the abbreviations Ltd., Ltée, Inc. or Corp. The name may not exceed 120 characters, including punctuation and spaces. An English and a French form of a name must be separated by a forward slash. And a version of the name in another language will not be entered in the registry, so it will not appear on a certificate of status. [10]

The ministry does not sell Nuans reports — they come from private search houses, and no official page publishes a price. [10] Taking a name identical to one already registered is possible but requires a lawyer's legal opinion retained at the registered office, with the lawyer's contact details and a confirmation given at filing time. [10] Search the registry free first. [9]

Stage 4: the articles, field by field

The articles of incorporation are a short form that decides several things permanently. The ministry's notice lists what it collects, in order, and it is worth walking because three of the fields are the ones founders fill in carelessly. [10]

Field 2 is the one that decides your future access. The official corporate email address is where the company key goes and where the ministry sends official documents and notices, and it does not appear on the public record. [10] The NAICS code is also administrative and off the public record for a corporation — though the same code does appear on the public record when it is collected under the Business Names Act or the Limited Partnerships Act. [10]

Field 9 has a default most small corporations should not accept blindly. The registry offers predefined text — an unlimited number of common shares, and a transfer restriction requiring approval by a majority of directors or of shareholders — which is fine for a single-founder company and rarely right for a company that intends to raise money or issue different economic rights to different people. If the articles provide for more than one class of shares, the rights, privileges, restrictions and conditions of each class must be set out. [10] Amending this later costs $150 and a filing. [8]

Signatures and consents. The articles must be signed by each incorporator; where an incorporator is a corporation, its name plus the name and position of the signing individual. Manual and electronic signatures are both permitted, and the corporation must keep a properly executed version — including records relating to an electronic signature — at the registered office, producing it if the Director gives notice. [10] A Consent to Act as First Director (Form 5260) is required only for first directors who are not incorporators, and it is retained at the registered office rather than filed. [10] A sole founder who is both incorporator and first director needs none.

One number is assigned and never changes: on incorporation the ministry assigns an Ontario Corporation Number (OCN), unique to that corporation, non-transferable, and unchangeable — except that an amalgamated corporation gets a new one. [10] You will need it for the annual return. [14]

Professional corporations are a distinct route: available where the governing profession's Act permits, or under Schedule 1 of the Regulated Health Professions Act, 1991, or under the Chartered Professional Accountants of Ontario Act, the Law Society Act, the Social Work and Social Service Work Act or the Veterinarians Act. The name must include "Professional Corporation" or "société professionnelle". [10]

Stage 5: directors, and the residency rule Ontario repealed

This is where Ontario diverges from the federal regime, and where stale advice does the most damage. Ontario imposes no Canadian-residency requirement on directors. Section 118(3) of the Business Corporations Act, which had required that at least 25 per cent of directors be resident Canadians, reads in the current consolidation: "(3) Repealed: 2020, c. 34, Sched. 1, s. 5", with the amendment table recording that repeal as in force on 5 July 2021. [1] The ministry says the same thing in its own words: the requirement for at least 25 per cent of directors to be resident Canadian "has been eliminated". [10]

Compare a federal CBCA corporation, where "at least twenty-five per cent of the directors of a corporation must be resident Canadians" and, "if a corporation has less than four directors, at least one director must be a resident Canadian" — with a majority-resident rule for prescribed business sectors and Canadian-ownership-restricted corporations. [41] For a founding team with no Canadian resident willing to sit on the board, that single provision decides the jurisdiction — see federal vs provincial incorporation.

What the OBCA still requires:

• A non-offering corporation needs at least one director; an offering corporation not fewer than three. At least one-third of the directors of an offering corporation must not be officers or employees of the corporation or its affiliates. [1]
• Four disqualifications: anyone under 18; anyone found incapable of managing property under the Substitute Decisions Act, 1992 or the Mental Health Act or by a court in Canada or elsewhere; anyone who is not an individual; anyone with the status of bankrupt. [1] A holding company cannot sit on the board.
• Unless the articles say otherwise, a director need not hold shares. [1]
• An election or appointment is not effective without the person's written consent, given before or within 10 days after it — though a consent given later still validates the appointment, and the rule does not apply to a director re-elected without a break in their term. The Director may require a copy of that consent on notice. [1]
• First directors named in the articles hold office until the first meeting of shareholders, have all the powers, duties and liabilities of directors, and — until that first meeting — cannot resign effectively unless a successor has been elected or appointed. [1]

The trap nobody warns you about: you can become a director by accident. Where all the directors have resigned or been removed without replacement, "any person who manages or supervises the management of the business and affairs of the corporation shall be deemed to be a director". The carve-outs are narrow — an officer managing under the direction of a shareholder, a professional advising in that capacity only, and an insolvency practitioner enforcing security. [1] A founder who resigns as director but keeps running the company has changed a form, not a liability.

That liability is concrete. Directors are jointly and severally liable to employees for debts "not exceeding six months' wages and up to 12 months' vacation pay". [10]

Two residual oddities are worth recording, because they are exactly what makes stale advice sound plausible.

First, the repeal is only half done on paper. The operative disqualification is gone, but the now-orphaned definition of "resident Canadian" survives in section 1(1) with a note that it "is repealed" on a day to be named by proclamation — a repeal enacted in 2020 and still not in force. [1] A definition with nothing left to define is not a requirement.

Second, the forms still ask. The articles collect "an indication if the director is resident Canadian" [10], and the Corporations Information Act form collects each director's "resident Canadian status, if applicable". [13] A field on a form is not a qualification requirement; the OBCA is the authority, and it no longer imposes one.

Residency is not the same question as tax. A Canadian-controlled private corporation is defined to exclude a corporation "controlled, directly or indirectly in any manner whatever, by one or more non-resident persons", and a second limb aggregates non-resident and public-corporation shareholdings into a hypothetical single person to test control. [56] So a non-resident-controlled Ontario corporation pays the general rate rather than the small-business rate. A non-resident board is a corporate-law freedom with a tax consequence.

After the certificate: the organizational steps nobody files

Incorporation creates the company; it does not organise it. None of what follows is filed with the registry, and all of it is expected to exist.

By-laws, the first directors' resolutions, the issue of shares, the appointment of officers and a banking resolution are the ordinary first-week steps. Two statutory choices sit inside them.

The audit. A corporation is exempt from the Part XII requirements on the appointment and duties of an auditor for a financial year if it is not an offering corporation and all of the shareholders consent in writing to the exemption for that year. [1] Read that carefully: the consent is annual, it must be unanimous, and it must be in writing. A single-founder company that signs it once and never again has an exemption for one year only. And the exemption is from the auditor requirements, not from the obligation to prepare financial statements at all.

Financial statements. The directors must place before each annual meeting financial statements for the period ending not more than six months before the meeting, the auditor's report if there is one, and any further information the articles, by-laws or a unanimous shareholder agreement require. [1] A non-offering corporation must send those documents to shareholders not less than 10 days before the annual meeting or before a written resolution in lieu of it, other than to shareholders who have said in writing that they do not want them. [1] The statements must be prepared as prescribed and in accordance with generally accepted accounting principles [1], approved by the board and signed at the foot of the balance sheet by an authorised director. [1]

Choosing the year end is a tax decision made once and awkward to change. A corporation's tax year is its fiscal period, a fiscal period cannot be longer than 53 weeks (371 days), and a new corporation may choose any year end so long as its first tax year is not more than 53 weeks from incorporation. [47] Every Ontario deadline downstream — the annual return, the T2, the balance due — is measured from that date.

Stage 6: registered office, records and address roles

The OBCA requires a registered office in Ontario at all times, at the location specified in the articles, in a directors' resolution under section 14(3) or in a special resolution under section 14(4) [1], and the ministry adds the operational rule: it "must be a physical location in Ontario. A P.O. Box alone is not acceptable." [10] The address must be given in full — street name, street or rural road number, municipality, province, country and postal code — and where there is no street and number, the lot and concession or lot and plan. [13] Moving it within a municipality or geographic township is a directors' resolution; moving it to another place in Ontario needs a special resolution of shareholders. [1] Either way the change is a notice of change within 15 days. [2]

What the corporation must actually keep

Section 140 is more specific than most founders realise. At the registered office or another place in Ontario designated by the directors, the corporation must prepare and maintain:

Source: [1].

Beyond that list, the corporation must also maintain adequate accounting records and minutes of meetings and resolutions of the directors and any committee — and the accounting records need only be kept for six years from the end of the last fiscal period they relate to, provided the retention requirements of any taxing authority of Ontario, Canada or another jurisdiction the corporation is subject to have been satisfied. [1] That proviso does the work: CRA's retention rules, not the OBCA's six years, usually govern in practice.

Form and integrity. A record required by the Act "may be kept in any form", but the corporation must take precautions appropriate to the means used against the risk of falsifying the recorded information, and must provide means to make it available in an accurate and intelligible form, within a reasonable time, to anyone lawfully entitled to examine it. [1] Information in a record is admissible as proof of the facts stated in it, before and after dissolution — with the land register expressly excepted. [1] And it is an offence to remove, withhold or destroy required information, or to record or make available information known to be untrue. [1] "Any form" is a licence for cloud storage, not for informality.

The land register has its own rules. A corporation must keep, at its registered office specifically — not at a designated alternative — a register of its ownership interests in land in Ontario, identifying each property and showing the dates of acquisition and disposal, with copies of the deeds or transfers showing the municipal address if any, the registry or land titles division and property identifier number, the legal description, and the assessment roll number if any. [1] It is also the one record that may not be kept off-site under the general off-site permission. [1]

The securities register records, for each class or series, the alphabetically arranged names of persons who are or have been within six years registered shareholders, holders of debt obligations or holders of warrants, their addresses and e-mail addresses if provided, and the number and class held — plus the date and particulars of each issue. A register of transfers must also be kept. [1]

Who may look at the records

This is where Ontario's transparency design becomes visible, and it is a two-tier system.

Directors may examine the records in sections 140 and 141 during normal business hours, and since 2023 the corporation may — but is not required to — permit a director to examine them remotely by any technology. [1] The records must be kept at the registered office except as the Act allows, and a corporation may keep records off-site if they are available for inspection during regular office hours at the registered office by means of any technology — the ISC register and the land register aside. [1]

Shareholders, beneficial owners and creditors, with their agents and legal representatives, may examine the section 140(1) records during usual business hours and take extracts free of charge — and, if the corporation is an offering corporation, so may anyone on payment of a reasonable fee. But the register of individuals with significant control is expressly carved out of that right, by an amendment that came into force on the same day the ISC register did. [1] Where remote examination is offered, it must be free. [1] A shareholder or beneficial owner is entitled on request and without charge to one copy of the articles, the by-laws and any unanimous shareholder agreement. [1]

A separate right lets shareholders, beneficial owners and creditors — and anyone, for an offering corporation — obtain a list of shareholders on payment of a reasonable fee and a statutory declaration, furnished within ten days and made up to a date not more than ten days before it is given. The list may be used only in connection with an effort to influence shareholder voting, an offer to acquire shares, or another matter relating to the corporation's affairs. [1] Trafficking in such a list is prohibited outright. [1]

One more record lives outside the OBCA entirely: the Corporations Information Act requires the corporation to maintain an up-to-date paper or electronic record of the prescribed information in the returns and notices it has filed, and to make it available for examination by any shareholder, member, director, officer or creditor during normal business hours at the registered office or principal place of business in Ontario. [2] In practice that means keeping copies of what you filed, which almost nobody does deliberately.

Address roles, kept separate

Address roles are distinct and should never be collapsed onto one line.

• The registered office must be a physical Ontario location. [10]
• The records location must be in Ontario, and only qualifies if the records genuinely sit there. [1]
• A director's address for service, given in the articles, works only where documents can actually be accepted. [10]
• The internal register of directors takes their residence address — where that person lives. [1]
• A CRA mailing address is set with CRA, separately from the registry.

There is one place where an address does carry a tax consequence, and it is narrower than it is usually described. The Income Tax Regulations provide that "if, but for this paragraph, a corporation would not have a permanent establishment, the corporation is deemed to have a permanent establishment at the place designated in its incorporating documents or bylaws as its head office or registered office". [55] That rule sits in a Part whose stated purpose is applying the definition of "taxable income earned in the year in a province" — it allocates income among provinces, and does not decide anything about international treaty permanent establishments. [55]

Most filed information — registered office and other addresses — goes on the public record; administrative information, including the filing contact and official email address, does not. [6] That email is how the ministry reaches you, company key included, so a dead mailbox is a real failure mode. [6]

No registry can tell you which field a bank is asking about, and institutions accept different documents. Work from institution-specific research rather than assumption — RBC, TD, BMO, Scotiabank, CIBC, Desjardins — alongside business address roles, opening from abroad and, if you incorporated federally instead, the federal corporation scenario.

Stage 7: transparency and the ISC register

Since 1 January 2023, Ontario corporations must maintain a register of individuals with significant control at the registered office or another place in Ontario designated by the directors. [1] The government restates the duty plainly: keep beneficial ownership information on file, provide it on request to law enforcement and regulatory and tax authorities, take reasonable steps to determine your beneficial owners, and review the document at least once a year. [14] [7]

For each such individual the register records name, date of birth and latest known address; jurisdiction of residence for tax purposes; the days they became and ceased to qualify; a description of how they qualify, including their interests and rights in respect of the corporation's shares; any other prescribed information; and a description of every step taken to keep the register accurate. [1]

Four mechanics matter operationally:

• At least once during each financial year the corporation must take reasonable steps to ensure it has identified all individuals with significant control and that the register is accurate, complete and up to date. [1]
• New information must be recorded within 15 days of the corporation becoming aware of it, whether it came from those annual steps or by any other means. [1]
• A shareholder asked for this information must reply "promptly and to the best of their knowledge, reply accurately and completely". [1]
• If the corporation cannot identify any individual with significant control, it must still take reasonable steps in accordance with the regulations — an unresolvable ownership chain is not an excuse for an empty file. [1]

Ontario's register is not public and is not filed with the registry. Disclosure runs on request from a defined list: members of a police service, First Nation Officers and the RCMP investigating an offence under a law of Ontario or Canada, or passing information to a law-enforcement agency elsewhere under an authorised arrangement; officials administering or enforcing a law imposing or collecting a tax, royalty or duty; and named regulators — the Ontario Securities Commission, the Financial Services Regulatory Authority of Ontario, FINTRAC, and any prescribed public officer, corporation, agency or entity. The corporation must respond within the time the request specifies, by providing a copy of the register or the information in it that the request specifies. [1] Behind that sits an enforcement power: the Minister may authorise a person to make any inquiries considered necessary to enforce sections 140.2 and 140.3, and a person "shall promptly respond" to them. [1]

Offering corporations, corporations offering securities to the public and subject to provincial securities regulation, those whose shares are listed on a designated stock exchange within the meaning of the Income Tax Act, their wholly-owned subsidiaries and prescribed classes are outside the duty — almost no start-up qualifies. [1] One obligation has a long fuse: within a year after the sixth anniversary of someone ceasing to be an individual with significant control, their personal information must be disposed of unless an Act of Parliament, the Legislature or a court order provides a longer retention period. [1]

Note where this sits in the wider system. Your bank is asking the same question under different rules: FINTRAC defines beneficial owners as the individuals who "directly or indirectly own or control at least 25% of a corporation", and states that they "cannot be other corporations, trusts or other entities" — so an ownership chain must be traced to natural persons. Where a reporting entity cannot obtain or confirm that information, it must instead verify the identity of the entity's chief executive officer "or of the person performing that function" and apply enhanced measures for high-risk clients. [57] An ISC register that is accurate and current is, in practice, the document that makes bank onboarding straightforward.

The filing Ontario has enacted but not started

Plan for an Ontario ISC filing, not only a binder. The Corporations Information Act now contains a section 6.1, "Return re individuals with significant control", which would require a corporation subject to OBCA section 140.2 to file with the Minister a return of prescribed information about its individuals with significant control, if the regulations require it — and would let the Minister provide that information to the same police, tax and regulatory recipients named in OBCA section 140.3. It was added by 2025, c. 15, Sched. 4, s. 1, and e-Laws records the amendment as not in force, awaiting an order of the Lieutenant Governor in Council. [2]

That is a precise and useful fact. The machinery exists in the statute book and Ontario has published no commencement date. What it means practically is that a founder choosing Ontario today for the privacy of an internal register should treat that privacy as current law, not a permanent feature. Federally, the equivalent information is already filed with the annual return, and several fields are published: full legal name, the dates the individual became and ceased to be an ISC, a description of the significant control, an address for service if given, and the residential address if no address for service is provided. [38] The direction of travel is toward filing; Ontario has written the provision and not yet turned it on. Build the register accurately now, because a filing regime, if proclaimed, will draw on the register you already keep.

Stage 8: annual filings, and the return that left the T2

If you retain one operational fact from this page, retain this one. Ontario's annual return is filed under the Corporations Information Act, in the Ontario Business Registry, and it is not part of your T2. Until 2021 it travelled with the tax return; the Canada Revenue Agency then stopped accepting it on the ministry's behalf and it moved to the registry. [14] [7] For most corporations the accountant no longer files it automatically — it is a separate step, taken by whoever holds the company key, and because it is free no invoice ever reminds anyone that it exists.

A small artefact: the registry dates that change to 5 May 2021 and the Ministry of Finance to 15 May 2021, adding that corporations with an annual return due after 18 October 2021 must file it in the registry. [7] [14] Nothing turns on it, but official pages drift.

The three deadlines

The initial return is required of every corporation other than an extra-provincial one or an exempt class, and runs from incorporation, amalgamation or continuation. [2] [13] There is a lesser-known variant: where the corporation was not incorporated under one of the four named Ontario statutes and must register a name under the Business Names Act, the initial return must be filed before the name is registered. [2]

The notice of change covers directors, officers, the registered or head office address and administrative information such as the official email address and the NAICS code. [13] Two exceptions save pointless filings: no notice is needed for a director's retirement and immediate re-election for the next term, and an Ontario corporation that changes only its name does not file one. [2] A change of agent for service, by contrast, must be filed forthwith rather than within 15 days. [2]

The annual return binds corporations under the Business Corporations Act, the Corporations Act and the Not-for-Profit Corporations Act, 2010, plus foreign corporations licensed under the Extra-Provincial Corporations Act, and must be verified by an officer, a director, or an individual authorised by the directors who has knowledge of the corporation's affairs. [11] [2] An Ontario co-operative corporation is not required to file a CIA annual return at all. [13] The temporary filing exemption under the former Regulation 182 has ended, so a corporation that stopped filing during that window and never resumed is in default now. [11]

What the form actually asks for

The initial return, notice of change and annual return share one form, and knowing its ten fields turns a dreaded filing into a ten-minute one. [13]

1. Corporation name, Ontario Corporation Number and the official email address currently on record
2. The company key — "the 9-digit number provided by the ministry that establishes authority over the corporation"
3. Administrative contact name, telephone and email — not shown on the public record
4. The year, if this is an annual return
5. A new official email address, if it is changing
6. The NAICS primary activity code
7. The registered or head office address — "This must be in Ontario. A post office box alone is not acceptable"
8. Directors: names, address for service, resident-Canadian status if applicable, date elected, and date ceased where applicable
9. The five most senior officers: names, position, address for service, date appointed, and date ceased
10. The person certifying the filing

On an initial return everything except item 4 is required; on a notice of change or annual return, items 5 to 9 are completed only where something has changed. [13]

Three details cause returned filings. Only the five most senior officers may be reported — the ministry names the chair of the board, president, vice-president, secretary, treasurer and general manager as examples of officer positions. To edit or cease a director or officer you must first reproduce their full name and date elected or appointed exactly as they appear on the public record, and a mismatch means the application comes back as deficient — which is why the instructions recommend ordering an $8 profile report before filing changes. And the form cannot be used to change anything that lives in the articles: the corporate name, the fixed or minimum/maximum number of directors, or the share structure all require articles of amendment at $150. [13] [8]

What default costs

• A late filing fee is prescribed for any return or notice filed after the time set by the Act or regulations. [2]
• Contravening the Act, or failing to comply with an order or requirement under it, is an offence carrying a fine of up to $2,000, or $25,000 for a corporation. Where a corporation commits the offence, every director or officer — and, for an extra-provincial corporation, every person acting as its representative in Ontario — who authorised, permitted or acquiesced in it is also guilty and liable to up to $2,000. [2] A false or misleading statement on a material fact carries up to $2,000 or a year's imprisonment, or both, and $25,000 for a corporation — with a defence for a person who did not know and could not with reasonable diligence have known. [2]
• The one that ends arguments: a corporation in default of a filing requirement, or with unpaid fees or penalties, is not capable of maintaining a proceeding in an Ontario court in respect of its business except with leave. [2] The ministry repeats the warning in the annual-return notice. [11] You discover it the week you need to sue a customer who has not paid.

Two things soften that last sanction, and both are worth knowing before panicking. Leave must be granted — the statute says "shall" — where the court is satisfied that the failure was inadvertent, there is no evidence the public has been deceived or misled, and by the time of the application the corporation has filed everything and owes nothing. [2] And no contract is void or voidable merely because the corporation was in contravention when it was made. [2] The cure is to file everything, pay everything, then apply — which costs time you will not have in the middle of a dispute.

There is a quieter consequence too. The Minister may issue a certificate stating that a corporation has made its required filings, has paid all required fees under seven named statutes, is not in default of a prescribed Act, or exists as of a given date — and may refuse to issue that certificate where the Minister knows the corporation is in default. [2] That is the $26 certificate of status a bank, landlord or acquirer will ask for. A missed annual return does not announce itself; it surfaces the day a counterparty requests proof of good standing. [8]

Finally, note what the ministry does not do: it "may accept the information contained in any return or notice filed under this Act without making any inquiry as to its completeness or accuracy". [2] Acceptance of a filing is not a finding that it was correct.

Stage 9: business number, corporate tax and HST

Ontario corporate income tax is administered by the CRA through the T2; there is no separate Ontario corporate return. It is owed by incorporated businesses with a permanent establishment in Ontario — a fixed place of business such as an office, farm, factory, branch or warehouse — while unincorporated businesses pay personal income tax instead. [14] For tax years ending on or after 1 January 2009 there is one harmonized T2 return, including corporate income tax, refundable tax credits, corporate minimum tax and the special additional tax on life insurance corporations. [14]

The rates, and a live discrepancy. Ontario's general rate is 11.5%. The lower rate on the first $500,000 of active business income of a Canadian-controlled private corporation was 3.2% from 1 January 2020 and was reduced to 2.2% effective 1 July 2026. [15] On the verification date, CRA's provincial table still showed 3.2%. [19] Where a federal summary and the province that legislates the rate disagree, take the province's page. Federally the net rate is 15% and the CCPC rate 9%. [19]

Two Ontario wrinkles in the small-business deduction: Ontario parallels the federal grind where a CCPC's taxable capital, with associated corporations, is between $10 million and $50 million, removing the lower rate at $50 million, but does not parallel the federal phase-out for corporations earning $50,000 to $150,000 of passive investment income — so a corporation can lose the federal small-business rate on passive income and keep Ontario's. Manufacturing, processing, fishing, farming, mining and logging corporations may qualify for a credit reducing the Ontario rate to 10%. [15]

Filing, payment and the window that stays open. The T2 is due no later than six months after the tax year end. [14] [47] The balance is generally due three months after year end for a CCPC and two for a non-CCPC. [14]

CRA states the three-month extension more tightly than the provincial summary does, and the conditions are worth checking before relying on it. The balance is due two months after year end for every corporation except where all of these hold: the corporation was a CCPC throughout the tax year; it claimed the small business deduction for the current or previous year; and either its taxable income for the previous year did not exceed its business limit, or — if it is associated — the associated group's total taxable incomes for their last tax years ending in the previous calendar year did not exceed their total business limits. [48] A corporation that lost CCPC status mid-year has a two-month balance-due day, not three, and will not be told so by a calendar.

Note the coincidence without relying on it: the T2 and the Ontario annual return share a six-month deadline but are different filings to different governments. The normal reassessment period afterwards is three years from the mailing date of the original notice of assessment for a CCPC, and four years for a non-CCPC. [14] An objection to a (re)assessment must be filed within 90 days of the day CRA sent it. [14]

Two numbers, two governments. The Ontario Corporation Number is issued by the ministry and is what you need to file the Corporations Information Act annual return; the federal business number is issued by CRA and is what you need to file the T2. In most cases the Ontario corporations tax account number is generated automatically from the information the ministry passes on. [14]

Getting the business number. CRA offers two routes: residents with a Social Insurance Number, and non-residents doing business in Canada. [22] Business Registration Online is the resident route, and it has documented limits: it cannot be used to reactivate a closed program account, to register a business owned by another business such as a corporate partner, to register where the owner or director is deceased, or to "register a Canadian business with only non-resident owners". [54] Individuals with a temporary SIN beginning with 9 must now use BRO for a business number and most program accounts — though for a GST/HST account specifically, directors, partners and trustees with such a SIN cannot use BRO and must register by mailing a form. [54]

Open only the program accounts your activity actually requires — typically RT for GST/HST, RP for payroll, RC for corporate income tax, and RZ for information returns. [22]

HST. Ontario is a participating province at 13%, applied by place of supply — CRA's own example has a Vancouver store charging 13% because the mattress is delivered to a customer in Toronto. [21] One tax, one registration, one return, rather than the separate provincial filing a GST+PST or GST+QST province requires — see HST vs GST+PST vs QST.

Registration follows the end of small-supplier status at the $30,000 threshold, and the mechanics have two distinct shapes. Exceed $30,000 in a single calendar quarter and small-supplier status ends immediately: the effective date of registration is no later than the day of the supply that took you over. Exceed it across four consecutive calendar quarters without exceeding it in any one of them, and the effective date is no later than the day of your first supply after you stopped being a small supplier. Either way, register within 29 days of the effective date. [20] Voluntary registration below the threshold is permitted and usually right where input tax credits are substantial, and collected HST is held in trust until remitted. [21]

One rule applies only to non-residents and is dealt with under If you are outside Canada below: a security deposit, generally required where the registrant has no permanent establishment in Canada. [20]

Stage 10: payroll, EHT and WSIB

Hiring in Ontario turns on three separate registrations, only one of which is federal.

Payroll deductions run through a CRA payroll program account on your business number. [22] The remittance calendar is set by your average monthly withholding amount: a regular remitter — the band most new employers fall into — remits by the 15th day of the next month; quarterly remitting is available to new small employers and small employers meeting compliance and threshold conditions, on 15 April, 15 July, 15 October and 15 January; and accelerated remitters at higher withholding levels remit twice or four times a month. [49] T4 slips and the summary are due by the last day of February following the calendar year. [50]

Employer Health Tax is Ontario's payroll tax on remuneration paid to employees who physically report for work at a permanent establishment of yours in Ontario, are attached to one, or "are paid from or through" one. [16]

Registration is threshold-triggered, not date-triggered, which is why it slips. It is your responsibility to register for an EHT account if you are an employer who is either not eligible for the exemption, or eligible but with payroll exceeding your allowable exemption. Registration is available online, by calling 1-866-ONT-TAXS, or at a ServiceOntario self-help workstation, and you will need the legal and trade names, business and mailing addresses, contact details, payroll start date and frequency, the federal business number and your employer type. There is a separate obligation to register as an associated employer where, among other triggers, you control or are controlled by another employer, you reported an association on your corporation's income tax returns, or the associated group's total Ontario remuneration exceeds the available exemption. [16]

Source: [16].

The exemption is $1 million, increased from $490,000 in 2020, made permanent in 2021 and scheduled for inflation adjustment on 1 January 2029. It is available only to an eligible employer that pays income taxes, whose Ontario payroll including associated employers is under $5 million or which is a registered charity, and which is not under the control of any level of government. There is no exemption at all above $5 million of annual payroll for the employer or its associated group. [16]

Four mechanics catch people out.

• The rate is set on Ontario payroll before the exemption is deducted. The ministry's own example: an employer at $1,300,000 uses 1.95%, deducts the $1 million exemption, and pays 1.95% on $300,000 — $5,850. [16]
• The associated-employer allocation form is load-bearing. One employer in the group completes the Associated Employers Exemption Allocation Form on behalf of the whole group and submits it with its annual return. "If any associated employer is missing from this form or if the form is not submitted, all of the employers in the associated group will be denied the tax exemption." [16]
• Instalments start at $1.2 million. Since the 2021 tax year, employers with Ontario payroll over $1,200,000 must pay monthly instalments; the threshold was $600,000 before 2021. Below $1.2 million there are no instalments — you file the annual return and pay by 15 March of the following calendar year, which is also the annual return deadline for instalment-payers. [16]
• New employers estimate. In your first or second year of operation you estimate annual payroll and use that estimate to decide whether instalments are required, which begin as soon as payroll exceeds the threshold for the year. [16]

An out-of-province employer establishing an Ontario permanent establishment for less than 24 months is told to contact the ministry rather than to follow the standard registration path. [16] And EHT default has a corporate-law tail: on continued default an order dissolving the corporation will issue unless the default is remedied within 90 days. [16]

WSIB is the third registration and has the shortest fuse. Most Ontario businesses with employees — including family members and sub-contractors — must register, and "you have 10 calendar days to register with us from the day you hire your first employee". [23] The operational policy adds a second date: registration completed by the last day of the month following the month that worker began. [25]

Registration is free, and failing to register when you should "may result in penalties, investigation and provincial offences charges or having to repay retroactive premiums." [24] Coverage is not universal. Mandatory: construction; restaurants or bars; sales and services, agriculture or manufacturing; trucking or transportation; and a homeowner hiring a domestic employee such as a babysitter, nanny, cook, gardener, housekeeper or handy person. Optional: banks, trusts and insurance companies; trade unions; private day cares; travel agencies; photography businesses; barber shops and many hair salons; funeral or embalming establishments. Business owners outside construction — sole proprietors, partners and executive officers — are not automatically covered and may request optional insurance. [23]

Before you start, gather what the WSIB asks for: legal and trade names, the CRA business number, mailing, email and website addresses, any prior WSIB account number, banking and payroll-contact details, a description of the business activity and any additional activities, the names and account numbers of associated businesses, the names, addresses, birthdates and titles of directors or owners, the date the first employee was hired, the number of employees, and an estimate of insurable earnings for the year drawn from T4 figures — noting that insurable earnings are subject to an annual maximum per employee. [46]

Geography is no exemption: WSIB reaches employers with a "substantial connection" to Ontario, including businesses based elsewhere that hire people to work here. [24] [25] No premium rate, classification or dollar figure appears on the WSIB registration pages fetched for this guide, so none is quoted here; the rate that applies to your business follows from the activity you declare at registration.

Employment standards bind from the first employee — hours, overtime, public holidays, vacation, leaves and termination — and the province's guide is explicit that it is not a legal document and that a contract, collective agreement or the common law may give greater rights. [26] The general minimum wage is $17.60 per hour to 30 September 2026 and $17.95 from 1 October 2026, indexed to the Ontario Consumer Price Index. [27]

Stage 11: municipal licensing, with the fees the cities publish

There is no province-wide business licence in Ontario. Licensing is municipal, it varies by city, and it is the layer most often discovered late. It is also the layer where the two largest Ontario cities are structured so differently that experience of one misleads you about the other.

Toronto

Toronto requires the proper licences, permits and inspections before opening, and layers zoning review, sign permits, building permits, food-premises requirements and, wherever music is performed publicly, a SOCAN licence. [33]

Since 1 November 2018 a Criminal Record and Judicial Matters Check is mandatory for applications and renewals, and the conditions are strict: a plain "Criminal Record Check" is not accepted; it must be obtained directly through a Canadian police service rather than a third-party agency; an RCMP check is not accepted unless you live outside Ontario; a check issued more than one year before the search date is not accepted; and it must be updated every four years. [33]

Toronto also publishes what needs no municipal operating licence, and the list covers most professional service businesses: accounting offices, law offices, consulting businesses or firms, medical and dental offices, medical supplies stores, registered massage therapists, import/export businesses, tutoring, wholesale businesses, clothing stores, flower shops, dance studios, daycares, seniors' and retirement homes, gyms and personal trainers that do not sell food, and retail stores selling new non-food items. [33] A software or consulting company in Toronto typically needs zoning compliance and a sign permit, not an operating licence.

Where a licence is required, Toronto's fee architecture is distinctive: a non-refundable application fee plus a licence fee on first issue, then a materially lower renewal fee.

Sources: the City's own licence pages [64] and its licence-type index [63].

Two structural points. Toronto's licence expires on the anniversary of the date it was first issued, so every licensee has a different renewal date and there is no city-wide deadline to diarise. [64] And roughly 95 licence categories are mapped to their by-law sections in the City's licence-type index — most under Municipal Code Chapter 545, with vehicle-for-hire under Chapter 546, short-term rental companies under Chapter 547, vending under Chapter 740 and signs under Chapter 693. [63]

Ottawa

Ottawa licenses a different list, and where you apply depends on the category. At a Client Service Centre or the Business Licensing Centre: amusement places, auctioneers, exhibitions, flea markets, food premises, pet shops, public garages, rickshaws, salvage yards, second-hand goods shops, snow plow contractors, temporary sign lessors, and tobacco and vapour product retailers. At the Business Licensing Centre only: adult entertainment parlours and stores, all-night dance events, body rub parlours, clothing donation boxes, driving schools, exotic animal entertainment and rescue establishments, fireworks pyrotechnic events, hardscaping contractors, itinerant sellers, kennels, limousines, lotteries, mural programs, payday loan establishments, private parking enforcement agencies, private transportation companies, refreshment carts and vehicles, rooming houses, short-term rentals, taxis and vacant properties. [34]

Ottawa quotes a single all-in annual "approximate cost" per category — the city's own hedge word — rather than splitting application from licence.

Sources: [66] and the City's per-category licence pages.

Ottawa also publishes fees that apply to every licence regardless of category: a $65 late fee, $54 to transfer ownership, $107 to transfer location and $20 for a duplicate licence. [65]

And Ottawa's renewal rule is harder than Toronto's. Every licence runs one year and expires on the date set for its category. [67] A lapsed licensee may renew up to and including the 15th day after expiry by paying the licence fee plus the late fee; after the 15th day the person ceases to be a licensee and must apply for an original licence from scratch. Processing and late fees are non-refundable. [67]

What generalises

Two cities in one province license different activities, on different fee structures, with different expiry logic. A Toronto restaurateur pays two fees to open and diarises an anniversary; an Ottawa taxi broker pays one banded fee and diarises 30 April with a 15-day cliff behind it. Check the city you will actually operate in, before you sign a lease, because zoning is assessed against the specific address. [33]

One research caveat worth passing on. Neither city publishes a single consolidated, fetchable business-licence fee schedule. Toronto's fees live on each licence-type page, and the link to "Toronto Licensing By-Law No. 545" published on the City's own business-regulations page returned HTTP 404 when tested for this guide. Ottawa's by-law states that "the fees shall be as set out in Schedule 'A' to this by-law" [67], and Schedule "A" itself is not reachable as a page on ottawa.ca. Fees above are the per-category figures each city publishes today; confirm yours on the category page before budgeting.

Stage 12: operating across provincial lines

The Extra-Provincial Corporations Act sorts outside corporations into three classes: Class 1, incorporated or continued under a provincial statute; Class 2, incorporated or continued under an Act of Parliament or of a territorial legislature; Class 3, incorporated or continued under the laws of a jurisdiction outside Canada. Corporations incorporated under the laws of the Northwest Territories or Nunavut but governed by a province's corporation laws are Class 1. [3]

The rule most guides get backwards: a Class 1 or Class 2 corporation "may carry on any of its business in Ontario without obtaining a licence under this Act." Only Class 3 corporations need one, and no person acting as representative or agent may carry on the business of an unlicensed Class 3 corporation. [3] A CBCA federal corporation or a BC corporation buys no Ontario licence.

"Carrying on business in Ontario" is defined positively — a resident agent, representative, warehouse, office or place where it carries on business in Ontario; an interest, otherwise than by way of security, in real property in Ontario; or otherwise carrying on business here — and negatively: a corporation does not carry on business here by reason only that it takes orders for or buys or sells goods, wares and merchandise, or offers or sells services of any type, "by use of travellers or through advertising or correspondence." [3] That negative limb genuinely helps a company selling into Ontario remotely, and it is narrower than it looks: put a person, an office or a warehouse here and it stops applying.

What a corporation from another province or from Ottawa actually files

Because this is the most misunderstood point in Ontario extra-provincial practice, it is worth stating as a sequence rather than a rule. A federal (Class 2) or other-province (Class 1) corporation beginning to carry on business in Ontario:

1. Buys no extra-provincial licence. [3]
2. Files a Corporations Information Act initial return within 60 days of beginning to carry on business in Ontario. [2] [44]
3. Pays $0 for it — the ministry's notice says in terms "There is no statutory fee." [44] [8]
4. Files a notice of change within 15 days of any later change to that information. [2] [44]
5. Registers any Ontario business name it trades under, if that name is not its corporate name. [4]

The extra-provincial initial return collects a different field set from the domestic one: the corporate name and OCN if already assigned; administrative contact and official email; the date of incorporation or most recent amalgamation; the jurisdiction of incorporation, continuance or amalgamation; the head or registered office address; whether the corporation has share capital; the date activities commenced in Ontario and, where applicable, ceased; the name and address for service of the chief officer or manager in Ontario if any; and the address of the principal place of business in Ontario if any. [44] Note that the CIA filing duty reaches "all corporations with or without share capital wherever or however incorporated", subject only to the exemptions in the General Regulation — banks under the Bank Act and municipalities among them. [44]

Corporations Canada states the underlying obligation plainly from its own side: "Provincial and territorial legislation requires you to register your federal corporation in each province and territory in which it will conduct business", and its examples of conducting business include "offering services or products in a province or territory" and "having an address, a post office box or a phone number in a province or territory". [40] Read that list against Ontario's own statutory definition, which is narrower — a phone number alone is not in EPCA's positive list, and orders taken by advertising or correspondence are expressly excluded. [3] When a federal page and the province's own statute describe the trigger differently, the statute governs what Ontario can require of you, and the safer operational answer is to file the free return rather than to litigate the question.

Class 3: the extra rules a corporation from outside Canada carries

A Class 3 corporation — incorporated outside Canada — is a different regime, carrying obligations no Ontario or federal corporation has.

Getting the licence. The application costs $330 on a five-business-day online standard, ten by mail. [8] The ministry's notice sets out what it requires: an Ontario-biased or weighted Nuans report dated no more than 90 days before the application, with a federal-biased report again unacceptable; an Appointment of Agent for Service in the approved form, duly executed; a Certificate of Status signed by an authorised official of the governing jurisdiction, stating the corporation's name, its date of incorporation or amalgamation, the jurisdiction to which it is subject, and that it is a valid and subsisting corporation; the original date of incorporation and the governing jurisdiction; the registered or head office address, which "is the corporation's physical location. A P.O. box is not acceptable"; the date the corporation authorised the application by resolution; the principal office or place of business in Ontario if applicable, again a physical location with no PO box; and the chief officer or manager in Ontario if applicable. [45]

Where the home jurisdiction issues no Certificate of Status — or the Director is otherwise not satisfied from the filed material — the corporation must provide a legal opinion from a lawyer authorised to practise in that jurisdiction that it is valid and subsisting. [45]

The applicant must also confirm a set of required statements: that its corporate existence "is not limited in any way by statute or otherwise" and it is valid and subsisting; that it has the capacity to carry on business in Ontario; that it has the capacity to hold land "without conditions or limitations"; and that on the licence being issued it will be subject to the Extra-Provincial Corporations Act, the Corporations Information Act, the Corporations Tax Act and such further legislative provisions as the Legislature may deem expedient. [45]

The name rule is harder than the domestic one. No licence is issued to a foreign corporation with a name identical to a corporate name already in use in Ontario; where the identical name is no longer in use, a licence issues only if at least ten years have elapsed since that body corporate was dissolved or changed its name. [45] A foreign corporation may, however, use and identify itself in Ontario by a name other than its corporate name, subject to its incorporating instrument and other Acts. [3]

The agent for service is a standing obligation, not a form. A Class 3 corporation carrying on business in Ontario must ensure "the continuing appointment, at all times", of an individual 18 or older resident in Ontario, or a corporation with its head or registered office in Ontario, as its agent for service on whom process, notices or other proceedings may be served — and service on the agent is deemed service on the corporation. Where any particular of the appointment changes, or the agent is substituted, the corporation must forthwith file a revised appointment. [3] Failing section 19 is express "sufficient cause" to cancel the licence, alongside failure to pay a required fee, failure to comply with a CIA filing requirement, and certain convictions. [3]

And here is the sanction that decides real disputes. A Class 3 corporation that is not in compliance with section 19, or that has not obtained a licence when required, "is not capable of maintaining any action or any other proceeding in any court or tribunal in Ontario in respect of any contract made by it". [3] A foreign company can therefore sign an Ontario contract, perform it, invoice it — and find that it cannot sue on it.

Ontario in fact runs three separate "you cannot sue" regimes, and the differences matter:

Sources: [2] [4] [3]. All three preserve contract validity; only the EPCA self-cures.

Two further points close the picture. The power to acquire, hold and convey land in Ontario necessary for a corporation's actual use and occupation or for carrying on its undertaking belongs to Class 1 and Class 2 corporations, to licensed Class 3 corporations and to exempt corporations — so an unlicensed foreign company's real-property plans are not merely a tax question. [3] And a Class 3 corporation that has not carried on business in Ontario for two consecutive years must apply to terminate its licence, or the Director may cancel it after an opportunity to be heard. [3] Contravening the EPCA carries fines of up to $2,000, or $25,000 for a corporation, reaching directors, officers and every person acting as the corporation's representative in Ontario who authorised, permitted or acquiesced. [3]

Going the other way

An Ontario corporation "has the capacity to carry on its business, conduct its affairs and exercise its powers in any jurisdiction outside Ontario to the extent that the laws of such jurisdiction permit" [1] — but capacity is not registration. Each province applies its own extra-provincial rules.

One asymmetry is worth knowing before you assume the West is open to you. The New West Partnership Trade Agreement is "an accord between the Governments of British Columbia, Alberta, Saskatchewan and Manitoba that creates Canada's largest, barrier-free, interprovincial market", in effect since 1 July 2010 and fully implemented since 1 July 2013. [58] Ontario is not a party. An Ontario corporation expanding west therefore registers on ordinary terms in each of those provinces and gets no benefit from an arrangement often described as though it covered the country. In British Columbia, for instance, an Ontario corporation registers as an extraprovincial company and pays the full $350 plus $30 name approval, because BC's name-reservation exemption is available to federal corporations rather than to provincial ones. [62] Into Quebec, it files a declaration of registration at $397 and thereafter owes the $106 annual updating declaration and registration duty. [60]

Your general baseline is the Canadian Free Trade Agreement, in force since 1 July 2017, covering almost all economic activity with identified exceptions. [35] It reduces friction; it registers your corporation nowhere. Read the target province's guide — Quebec, British Columbia, Alberta — before assuming a filing is unnecessary.

Underneath all of this sits a rule that founders repeatedly misread as a loophole. Provincial corporate income tax follows permanent establishments, not the statute you incorporated under: CRA administers provincial and territorial corporate income tax for every province and territory except Quebec and Alberta, which administer their own, and income is allocated among provinces where the corporation has permanent establishments. [52] A permanent establishment "is usually a fixed place of business of the corporation, which includes an office, branch, oil well, farm, timberland, factory, workshop, warehouse, or mine" — and a corporation that would not otherwise have one anywhere "is deemed to have a permanent establishment at the place designated in its incorporation documents or bylaws as its head office or registered office". [51] Choosing a jurisdiction of incorporation to change a tax outcome, without moving where the work happens, is the most common expensive mistake in this area.

Ontario against the alternatives: federal, Quebec and British Columbia

Choosing Ontario is a choice against something. These are the three comparisons founders actually weigh, each on facts read from the jurisdiction's own sources rather than from a summary.

Ontario or federal?

The instinct is that federal incorporation is the more expensive, more serious option. For a company whose business is in Ontario, the arithmetic runs the other way.

Federal is cheaper to start and cheaper to keep. Incorporation is $200 online on a one-day service standard, with $100 more for four-hour express, against Ontario's $300 — and the federal name search is part of the application rather than a separate purchase from a private search house at a price nobody publishes. Corporations Canada says so directly: "You don't need to order a Nuans report before incorporating online with a word name. The corporate name search is now part of the federal incorporation process." [36] The federal annual return costs $12, due within 60 days of the anniversary date, against Ontario's $0 at six months after the year end. [37]

A federal corporation operating in Ontario does not escape Ontario, but the escape is cheap: it needs no extra-provincial licence and files only a free Corporations Information Act initial return within 60 days. [3] [44] So over three years, a founder operating only in Ontario pays roughly $236 in government fees federally ($200 plus three $12 returns) against $300 provincially, plus the unpriced Nuans report. Federal is the cheaper path into Ontario, which is the opposite of what most advice implies.

Two things push back the other way. The first is the board. Federal law requires that "at least twenty-five per cent of the directors of a corporation must be resident Canadians" and that "if a corporation has less than four directors, at least one director must be a resident Canadian" — a continuing requirement, not a test applied once at incorporation, and a majority-resident rule applies in prescribed business sectors and to Canadian-ownership-restricted corporations. [41] Ontario repealed its equivalent in 2021. For a founding team with no Canadian resident willing to sit on the board, that single provision decides the jurisdiction, and it decides it for Ontario.

The second is privacy. Since 22 January 2024, CBCA corporations must file ISC information with Corporations Canada, at the same time as the annual return, within 15 days of any change to the register, and on incorporation or within 30 days of a certificate of amalgamation or continuance. [38] Several fields are then made public: full legal name, the dates the individual became and ceased to be an ISC, a description of the significant control, an address for service if one is given — and the residential address if no address for service is provided. Date of birth, citizenship and tax-residence countries are not published, and information about an ISC under 18 is not made public at all. [39] Ontario's equivalent register stays in Ontario, is not filed, and is disclosed only on request to police, tax officials and named regulators. [1] For an owner who does not want their name and control percentage searchable, Ontario is materially more private than the federal regime — today. The unproclaimed section 6.1 discussed above is the machinery that would narrow the gap. [2]

Default is punished differently, and this is the sharpest contrast on the page. The federal Director may dissolve a corporation that "is in default for a period of one year in sending to the Director any fee or any notice, document or other information required by this Act" — also where it has not commenced business within three years of incorporation, or has not carried on business for three consecutive years, or has no directors. Dissolution takes 120 days' notice to the corporation and each director plus public notice, and on the date shown in the certificate of dissolution "the corporation ceases to exist". [43] Ontario's Corporations Information Act does not dissolve you for a missed annual return; it fines you, and it takes away your ability to maintain a proceeding in an Ontario court without leave. [2] One regime deletes the company; the other leaves it alive but unable to sue. Neither is the soft option, and the Ontario version is the one founders discover late, because nothing announces it until you need a courtroom.

A note on how often the federal power is used: Corporations Canada's own annual-return page says only that "filing an annual return avoids the potential dissolution of the corporation" and publishes no number of missed returns that triggers it. [37] The one-year figure above is the statutory threshold, not an administrative practice this page can verify.

Ontario or Quebec?

Quebec charges more to start — $397 regular or $595.50 priority, against $300 — and, unlike Ontario, charges every year: the annual updating declaration, including the annual registration duty, costs $106. [60] Over three years that is roughly $715 in Quebec against $300 in Ontario plus the Nuans report. Late filing there carries a penalty of 50% of the annual registration duty, plus 5% on any unpaid duty and a further 1% per complete month up to 12 months. [60]

Quebec matches Ontario on director residency: "Any natural person may be a director of a corporation, except persons disqualified for the office of director under the Civil Code or persons declared incapable by decision of a court of another jurisdiction" — no residency or citizenship condition anywhere. [59] It diverges on two things that matter more than the fees.

The first is the office: "The head office of a corporation must be permanently located in Québec." [59] The structure is the mirror of Ontario's — directors may live anywhere, the office may not. The second is transparency: Quebec files ultimate-beneficiary information into the enterprise register and makes much of it publicly searchable, including by a natural person's name. An owner choosing between Ontario and Quebec on privacy grounds is choosing between a private binder and a public record.

Quebec is also the province where a 2727 address is a registered-office option rather than a mailing address, because 2727 is in Montreal. That is a different question from this page's, and the Quebec guide is where it is answered.

Ontario or British Columbia?

British Columbia costs $350 to incorporate plus $30 for the name approval — $380 all in — and its annual report costs $43.39. [62] Like Ontario, BC imposes no director-residency requirement: a company must have at least one director and a public company at least three, and the complete disqualification list runs to age, incapacity, a certificate of incapability, undischarged bankruptcy and specified convictions — with no residency condition. [61] Like Ontario, its transparency register is internal.

The structural difference is that BC requires two offices — a registered office and a records office, both in British Columbia, which may share an address but are separately identified. Ontario requires one registered office and permits records to sit at another Ontario place the directors designate. [1] The practical effect is the same: an address outside the province cannot do the job in either.

An Ontario corporation expanding into BC registers as an extraprovincial company and pays the full $380, because BC's name-approval exemption is available to federal corporations rather than to provincial ones — and it gets no help from the New West Partnership Trade Agreement, to which Ontario is not a party. [62] [58]

The rule underneath all three comparisons

Incorporating somewhere is not the same as being taxed somewhere. Provincial corporate income tax follows permanent establishments — where the corporation actually has a fixed place of business — not the statute it was incorporated under, and CRA administers that tax for every province and territory except Quebec and Alberta. [52] A federal corporation whose only office is in Toronto pays Ontario corporate tax; an Ontario corporation with a real branch in Vancouver allocates income to British Columbia. The comparison above is therefore about fees, boards, privacy and default — not about tax rates, which follow your operations rather than your certificate.

If you are outside Canada

Ontario is unusually open at the corporate-law layer and unusually closed at the immigration layer right now. Confusing the two is the expensive mistake.

What Ontario does not require of you. There is no residency requirement for directors, because OBCA section 118(3) was repealed with effect from 5 July 2021, and the remaining disqualifications — under 18, incapable, not an individual, bankrupt — say nothing about citizenship, residence or immigration status. [1] No incorporation material fetched for this page imposes a residency, presence or status condition on an incorporator or shareholder; the articles form even anticipates a director with an international address, telling you to put "Parish", "County" or the local equivalent in the Region field. [10] [12]

What Ontario does require. The registered office must be a physical location in Ontario, a post office box alone is not accepted, and records must be kept there or at another place in Ontario. [1] [10] The register of directors takes residence addresses — for a non-resident director, their real address abroad — and the ISC register records each individual's jurisdiction of residence for tax purposes, exactly the field a tax authority or FINTRAC asks about. [1]

So the practical constraint on a non-resident founder is not a person but an Ontario address that can hold a legal office and records — real premises, or a properly contracted Ontario registered-office service. An address outside Ontario cannot fill the role, however good the mail handling.

Reaching the registry is its own problem. Filing requires an Ontario.ca Login and an Ontario Business Account. [6] Ontario publishes no eligibility rule for either account — no residency test, no accepted-document list, and no statement that a person outside Canada can or cannot complete the step. This guide will therefore not tell you that a non-resident can create those accounts, and will not tell you that they cannot. Test it before buying a name search with a 90-day clock on it. Two documented routes do not depend on you holding the credential: an intermediary filing under delegated authority with your company key, and a mail filing at the same $300 on a 15-business-day standard. [10] [8] Payment is a related and partly unresolved constraint: online takes Debit, Visa or Mastercard, mail takes a cheque payable to the Minister of Finance pre-printed by the bank, and no Ontario page fetched here says whether a foreign-issued card or a foreign-drawn cheque is accepted. [8] The intermediary route removes the problem, because the intermediary pays the ministry and bills you.

If your company already exists abroad. Incorporate a new Ontario subsidiary under the OBCA, or bring the foreign company itself in as a Class 3 extra-provincial corporation with a licence costing $330 — with the Certificate of Status, the Ontario-biased Nuans, the executed appointment of agent for service and the required statements set out under Stage 12 above. [45] [8] The licence route carries a standing obligation the incorporation route does not — an Ontario agent for service at all times — and a sanction the incorporation route does not: an unlicensed or non-compliant Class 3 corporation cannot maintain any action in Ontario on any contract it made. [3]

Tax is where remoteness bites. Your Ontario corporation is a Canadian tax resident from the moment it exists, because a corporation incorporated in Canada after 26 April 1965 is deemed resident in Canada throughout a taxation year. [53] That is not affected by where you live. But you are almost certainly not a CCPC: the status requires, among other things, that the corporation "is not controlled directly or indirectly by one or more non-resident persons", and the Income Tax Act adds a limb treating shares held by non-residents and public corporations as if owned by one hypothetical person to test control. [53] [56] So Ontario's general 11.5% applies rather than the small-business rate, and the three-month balance-due day — which requires CCPC status throughout the year — is unavailable, leaving two months. [15] [48]

Getting a business number without a SIN. Business Registration Online cannot "register a Canadian business with only non-resident owners". [54] A non-resident, a business incorporated or located outside Canada, an applicant whose SIN starts with 0 and an applicant with no SIN all use CRA's separate non-resident route. [22] Holders of a temporary SIN beginning with 9 — most work and study permit holders — must now use Business Registration Online for a business number and most program accounts, with a carve-out: for a GST/HST account, directors, partners and trustees with such a SIN cannot use BRO and must register by mail. [54]

One HST rule applies only to you. A security deposit is generally required where the registrant has no permanent establishment in Canada. For the first year it is "50% of your estimated net tax, whether positive or negative, during the 12-month period after you register", and afterwards 50% of actual net tax for the last 12 months, with a maximum of $1 million and a minimum of $5,000. It is not required where, in CRA's words, "your estimate is $100,000 annually or less and your annual net tax will be between $3,000 remittable and $3,000 refundable." [20]

The address question you most want answered. Regulation 400(2)(e.1) deems a corporation with no other permanent establishment to have one at its registered office — but that Part exists to allocate income among provinces, and no CRA, Justice or Finance source reviewed for this page says whether a registered-office or mail-handling address alone creates a treaty permanent establishment. [55] [51] The honest answer is that the official sources do not answer it, and this page will not manufacture one.

Banking is the step no registry controls, and nothing on any page reviewed here promises a non-resident an account, remote onboarding or a fixed timeline. Expect the beneficial-ownership question: FINTRAC requires reporting entities to identify individuals owning or controlling 25% or more, and beneficial owners "cannot be other corporations, trusts or other entities". [57] Read opening a business account from abroad and the non-residents guide before planning travel, and the from-abroad Ontario guide for the full non-resident sequence.

The immigration position, as at 7 September 2026. This is the part that has changed and that most published advice has not caught up with.

Ontario's own program says: "The OINP is changing. The new Ontario Workforce Priority stream has now launched, and all other streams are now closed." [28] The archived stream directory repeats it. [30] The one open stream is employer-driven — a skilled foreign worker with a qualifying job offer whose employer initiates through the employer portal, or a self-employed physician — with no entrepreneur or investor route. [29]

The entrepreneur category still exists in the regulation, with its two-stage structure of an expression of interest, a letter of confirmation supporting a work permit, then a certificate of nomination. [5] A regulation is not an intake. On the verification date the program was not accepting entrepreneur applications, and Ontario had published no criteria or launch date for a replacement.

Federally, the usual fallback is shut too. IRCC states that applicants need a valid 2025 commitment certificate and had to apply by 30 June 2026, and that "the program is closed to all other applications"; the eligibility page carries the banner "Paused … The Start-Up Visa Program was paused on June 30, 2026." [31] [32] The associated work permit stopped accepting new applicants on 19 December 2025. [31]

Read plainly: owning an Ontario corporation gives you no immigration status, and on this date neither Ontario nor the federal Start-up Visa is accepting new entrepreneur applications. You can incorporate, own and direct an Ontario company from abroad; you cannot currently convert that into permanent residence through either route. Anyone telling you otherwise is quoting a superseded page. Verify the position on the OINP and IRCC pages before committing money, and take advice from a licensed immigration practitioner — this page is research, not immigration advice.

Stage 13: Ontario incentives worth modelling

Ontario runs two research and development credits, both administered by the CRA through the T2 and both requiring an Ontario permanent establishment, SR&ED performed in Ontario, and a federal Form T661.

Ontario Innovation Tax Credit (OITC). Refundable at 8% for taxation years commencing after 31 May 2016, on a $3 million expenditure limit, so a maximum of $240,000. The limit shrinks where prior-year federal taxable income exceeds $500,000 (gone at $800,000) or prior-year taxable capital exceeds $25 million (gone at $50 million), and associated corporations share it. Claimed on Schedule 566. [17]

Ontario Research and Development Tax Credit (ORDTC). Non-refundable at 3.5%, usable only against Ontario corporate income tax payable, carrying back three years and forward 20. Claimed on Schedule 508. [18]

The interaction is easy to model wrongly: the OITC counts as government assistance that reduces the expenditures eligible for the ORDTC, so the rates do not simply add. [18] For a pre-revenue company only the refundable OITC produces cash. Note the shape of both: they reward work performed in Ontario by a corporation with a permanent establishment here, not the registration of an address. And note who can use them at all — both sit downstream of corporate status and, in the OITC's case, of thresholds tied to taxable income and capital, so a non-resident-controlled corporation that is not a CCPC should model them carefully rather than assume them.

Failure modes

The recurring ways an Ontario file goes wrong, each traceable to a rule above and to its statutory consequence.

1. A federal-biased Nuans report — Ontario rejects it, for both incorporation and a foreign corporation's licence. [9] [45]
2. A Nuans report that ages out — 90 days runs to the filing, not to the day you start drafting, and a saved draft does not pause the clock. [10]
3. A PO box as the registered office — rejected; it must be a physical Ontario location, and so must the Ontario principal office on a foreign corporation's licence. [10] [45]
4. Designating a records place where the records are not — section 140 requires them to be kept at the registered office or another Ontario place designated by the directors, and section 144 permits off-site records only if they are available for inspection at the registered office by technology. [1]
5. Assuming the accountant files the annual return with the T2 — it has been a separate registry filing since 2021, it is free, and nothing invoices for it. [14]
6. Losing the company key, or letting the official email die — nobody can then file for the entity, and on a fresh request with no email on file the key is posted to the registered office. [6]
7. Missing the 15-day notice of change after a director resigns or the office moves — and note that a change of agent for service is "forthwith", not 15 days. [2]
8. Discovering the court bar mid-dispute — a corporation in filing default cannot maintain an Ontario proceeding without leave, and leave requires filing everything and paying everything first. [2]
9. Trading under an unregistered business name — the Business Names Act disables you from suing in connection with that business except with leave, on the same three-part test. [4]
10. A Class 3 corporation that lets its agent for service lapse — it cannot maintain any action in Ontario on any contract it made, and the licence is cancellable for the same failure. [3]
11. Never opening the ISC register — required since 1 January 2023, reviewed at least once each financial year, updated within 15 days, and enforceable through the Minister's inquiry power. [1]
12. Treating an unresolvable ownership chain as an excuse — the statute still requires reasonable steps where no individual with significant control can be identified, and a bank facing the same gap must verify your CEO instead and apply high-risk measures. [1] [57]
13. Letting a business name lapse past 60 days — you re-register and get a new BIN and a new company key, so every downstream record needs updating. [7]
14. Signing the audit-exemption consent once — it is a per-financial-year, unanimous, written consent, and it does not remove the duty to prepare and place financial statements. [1]
15. Resigning as a director but continuing to run the company — where all directors have gone without replacement, whoever manages or supervises the management is deemed to be a director. [1]
16. Hiring before registering with WSIB — 10 calendar days from the first hire, with registration completed by the last day of the following month. [23] [25]
17. Missing the EHT associated-employer allocation form — every employer in the group loses the exemption, not just the one that forgot. [16]
18. Assuming a three-month balance-due day — it requires CCPC status throughout the year plus a small-business-deduction claim and a taxable-income test; otherwise the balance is due in two months while the return is not due for six. [48]
19. Buying an extra-provincial licence you do not need — only Class 3 corporations incorporated outside Canada need one; federal and other-province corporations file a free initial return. [3] [44]
20. Filing a change of director without matching the public record — the name and date elected must match exactly or the application is returned deficient, which is why an $8 profile report is cheaper than a rejected filing. [13]
21. Needing articles of amendment and filing the wrong form — the corporate name, the number of directors and the share structure live in the articles and cost $150 to change, not $0. [13] [8]
22. Signing a lease before checking zoning — it is assessed against the specific address. [33]
23. Letting an Ottawa licence lapse past 15 days — you cease to be a licensee and must apply for an original licence rather than renew. [67]
24. Planning around a closed immigration stream — verify OINP and Start-up Visa status on the day you plan. [28] [32]

The Ontario maintenance calendar

Glossary: the Ontario terms that cause the confusion

Most Ontario filing errors are vocabulary errors. These are the terms that get swapped for one another, defined against the source that defines them.

Annual return. A filing under the Corporations Information Act, made in the Ontario Business Registry within six months after the taxation year end, at no statutory fee. It is not a tax return and, since 2021, it does not travel with the T2. [11]

Articles of incorporation. The constating document filed to create an OBCA corporation, for $300. Once endorsed by the ministry they set the corporate name, the registered-office location, the directors and the share structure. [8] [1]

BIN — Business Identification Number. The nine-digit number ServiceOntario issues on a business-name registration. The province says in terms that it "is different than a Business Number (BN) that is provided by the CRA." Quoting one where the other was asked for is a standard cause of a stalled bank or vendor application. [9]

BN — Business Number. The federal identifier CRA issues, to which program accounts attach: HST, payroll, import/export, corporate income tax. [22]

Business name. A name other than the corporation's own corporate name, or an individual's own name, under which business is carried on. It must be registered, it lasts five years, and both it and the registrant's real name must appear on contracts, invoices, negotiable instruments and orders. Registering one is not incorporating. [4]

CCPC — Canadian-controlled private corporation. A tax status, not a corporate-law one. A corporation controlled directly or indirectly by non-residents is not a CCPC, and only a CCPC gets Ontario's small-business rate — which is why a lawful all-non-resident Ontario board has a tax price. [15]

Class 1, Class 2, Class 3. The Extra-Provincial Corporations Act's three categories of outside corporation: Class 1 incorporated under another province's statute, Class 2 federal or territorial, Class 3 incorporated outside Canada. Only Class 3 needs an Ontario licence. [3]

Company key. A nine-digit code unique to each registered entity, issued free by the ministry, that establishes authority to file in the registry. It is a signing credential, not a reference number: sharing it is how an intermediary obtains delegated authority to act. [6]

Certificate of status. A registry product, $26, evidencing that a corporation exists and is not in default of a filing requirement — routinely demanded by banks, landlords and counterparties, and the document that exposes an unfiled annual return to a third party. [8]

EHT — Employer Health Tax. Ontario's payroll tax on remuneration paid to employees who report to, are attached to, or are paid from or through an Ontario permanent establishment. Rates run 0.98% to 1.95% with a $1 million exemption. [16]

Extra-provincial licence. The $330 EPCA licence a Class 3 corporation needs to carry on business in Ontario. Federal and other-province corporations do not buy one; they file a free initial return instead. [3] [8]

HST — Harmonized Sales Tax. One tax at 13% in Ontario, administered federally, applied by place of supply, replacing the separate provincial return a GST-plus-PST province requires. [21]

Initial return. The first Corporations Information Act filing, due within 60 days of incorporation, amalgamation or continuance — and, for a corporation from outside Ontario, within 60 days of beginning to carry on business here. Free, and easy to forget precisely because it is free. [2]

ISC — individual with significant control. A natural person whose control of the corporation must be recorded in an internal register kept in Ontario since 1 January 2023, with their tax-residence jurisdiction. Not filed, not public, disclosed on request to police, tax officials and named regulators. [1]

Notice of change. The filing that keeps registry information true, due within 15 days of the change. [2]

Nuans. The name-search report a named Ontario corporation must rest on, bought from a private search house, biased or weighted to Ontario — a federal-biased report is refused — and dated no more than 90 days before the articles are filed. It is a search, not a clearance. [10]

Number name. A corporate name assigned as a number rather than words. It removes the Nuans step entirely, which is why founders under time pressure use one and register a trade name afterwards. [10]

OBCA — Business Corporations Act. The statute under which Ontario business corporations are created and governed. [1]

OBR — Ontario Business Registry. The province's filing system since 19 October 2021, carrying more than 90 transaction types. [6]

Offering corporation. A corporation whose securities are or have been part of a distribution to the public. It needs at least three directors rather than one, and it sits outside the ISC-register duty. Almost no start-up is one. [1]

Permanent establishment. A fixed place of business — an office, factory, branch or warehouse — and the trigger for Ontario corporate income tax and for EHT. It is a substance test about where work happens, which is why an address alone does not create one. [14] [16]

Registered office. The corporation's legal address in Ontario, specified in the articles, which must be a physical Ontario location — a post office box alone is not accepted. Distinct from a mailing address, from a records location and from a director's residence address. [1] [10]

Records office. Where the corporate records actually sit: the registered office, or another place in Ontario the directors designate. Designating a place where the records are not is not compliance. [1]

Small supplier. A person whose worldwide taxable supplies stay under $30,000, who need not register for HST. Passing the threshold starts a 29-day registration clock. [20]

Special resolution. The higher shareholder threshold required for certain changes — including moving the registered office to a different municipality, which a directors' resolution cannot do. [1]

T2. The federal corporate income tax return, through which Ontario corporate tax is also assessed since there is no separate Ontario corporate return. Due six months after the year end; the balance is due earlier. [14]

WSIB — Workplace Safety and Insurance Board. Ontario's workers' compensation authority. Registration is free and due within 10 calendar days of the first hire for most businesses with employees. [23]

Readiness checklist

• Ontario-biased Nuans report, dated within 90 days of the intended filing, stored at the registered office — or a decision to take a number name and skip the step
• Physical Ontario registered-office address secured, with written authority and a service-of-process protocol
• Records location decided — the registered office, or another Ontario place designated by the directors where the records will genuinely sit
• At least one director aged 18 or over, with written consent to act within 10 days, and residence addresses collected for the internal register
• Ontario.ca Login and Ontario Business Account created, or an intermediary engaged and the delegated-authority arrangement documented
• Articles filed with the $300 fee; certificate, endorsed articles, receipt, OCN and company key saved where your accountant can find them
• Official corporate email address live, company-controlled, and monitored — it is where the company key and every ministry notice go
• Share structure reviewed rather than defaulted, and transfer restrictions matched to who you expect to hold shares
• Initial return diarised for day 60; by-laws, share issuance, officers and banking resolution completed
• Financial year end chosen, within 53 weeks of incorporation, and every downstream deadline measured from it
• Audit-exemption consent signed by all shareholders in writing, and diarised to be renewed each financial year if relied on
• ISC analysis traced to natural persons, register opened with tax-residence jurisdictions, annual review and the 15-day update rule diarised
• Business name registered if trading under anything but the corporate name; five-year renewal diarised
• Business number obtained, and only the program accounts your activity requires
• HST position decided: registered, or monitoring the $30,000 threshold with a written trigger and the 29-day clock understood
• Payroll remittance frequency confirmed, EHT registration and exemption position assessed, and WSIB registered before day 10 of the first hire
• EHT associated-employer position resolved, and the allocation form assigned to someone by name
• Municipal zoning and licensing checked for the exact operating address, before signing a lease
• Extra-provincial position analysed for every province where you will have people, premises or property
• Certificate of status ordered once, to confirm the corporation reads as being in good standing before a bank or landlord asks
• If outside Canada, immigration position confirmed on the OINP and IRCC pages on the day you plan

What 2727 can and cannot support

2727 Coworking is a coworking space in Griffintown, Montreal, Quebec. That geography settles what it can and cannot do for an Ontario company.

A 2727 address cannot be the registered office of an Ontario corporation. The OBCA requires the registered office to be in Ontario, and the ministry requires a physical Ontario location. [1] [10] A Montreal address is out of province, and no service agreement changes that. For the same reason it cannot be the Ontario records location under section 140, nor the Ontario agent for service a Class 3 foreign corporation must maintain under EPCA section 19, which requires an individual resident in Ontario or a corporation with its head or registered office in Ontario. [1] [3]

What it can legitimately be is a mailing and correspondence address, and — for a company that actually works here — a real place of business in Quebec. If your plans include a Quebec presence, a 2727 address is a registered-office option for a federal or Quebec corporation, a different question from this page's: see the business address guide and the Quebec province guide.

We do not claim any registry, bank or government body "accepts" a 2727 address, and nothing here should be read as saying that a mail or address service creates a permanent establishment, tax residence, CCPC status or immigration status. Where we are useful to an Ontario founder: desks and meeting space when you are in Montreal, a mailing address for correspondence you would rather not route to your home, and the research here — the hub, the inside-Canada track and the from-abroad track — written to be checked rather than believed.

Research method and limitations

This page was researched on 6 September 2026 and re-verified and expanded on 7 September 2026. Discovery ran through Exa, and every landed fact was then read from the publisher's own page: four Ontario statutes and O. Reg. 421/17 as consolidated on e-Laws; the Ontario Business Registry, ServiceOntario fee pages, four ministry filing notices and two sets of form instructions; Ministry of Finance pages on corporations tax, corporate income tax, the Employer Health Tax and the two R&D credits; CRA pages on corporation tax rates, GST/HST, business number registration, the balance-due day, permanent establishment, provincial and territorial corporation tax, type of corporation, fiscal periods, payroll remittance and information returns; the Canada Business Corporations Act and Income Tax Act on the Justice Laws site; four Corporations Canada pages; WSIB's registration pages and operational policy manual; the Employment Standards Act guide; FINTRAC's beneficial-ownership guidance; the OINP and IRCC pages; the New West Partnership Trade Agreement; Quebec and British Columbia statutes and fee pages used only for comparison; and the Toronto and Ottawa licensing pages including individual licence-fee pages.

Three access notes for anyone reproducing this. Ontario's e-Laws site is a client-rendered application, so a plain fetch of ontario.ca/laws/statute/90b16 returns only the page shell; the statutes were read through the public JSON endpoint the e-Laws application itself calls, at https://www.ontario.ca/laws/api/v2/legislation/en/doc-search/statute/<code>, which returns the same consolidated text the site displays. CanLII returns HTTP 403 to automated requests. And ottawa.ca and legisquebec.gouv.qc.ca block plain HTTP clients — the Ottawa pages were read in a headless browser, and LégisQuébec serves normally with a browser user agent while returning 403 to a bare fetch. None of these is a dead link; a link checker may report them as failures.

Four discrepancies between official sources are stated rather than smoothed over. The Ministry of Finance puts the small-business rate at 2.2% from 1 July 2026 while CRA's table still showed 3.2% on the verification date. The government's own pages disagree on whether CRA stopped accepting annual returns on 5 or 15 May 2021. The Ontario Business Registry requires an "Ontario.ca Login" and an "Ontario Business Account" while the ministry's 2025 filing notices still say "ServiceOntario online account". And Ontario's own business-regulations page for Toronto links to a Chapter 545 by-law PDF that returned HTTP 404 when tested.

Not verified: no incorporation, licence, tax, WSIB, EHT, municipal or immigration application was filed or tested; no Nuans report was purchased, and no official page publishes its price; no bank was approached and no bank's acceptance of any document is asserted; no end-to-end timeline is claimed, because none is published; Corporations Canada does not publish the number of missed filings that precedes dissolution, so only the statutory one-year default in CBCA section 212 is stated; the EPCA notice contains no dollar figure, so its licence fee is cited to the ServiceOntario fee schedule instead; the WSIB registration pages publish no premium rate or classification, so none is quoted; neither Toronto nor Ottawa publishes a single consolidated fee schedule, so the fees given are the per-category figures each city currently publishes and Ottawa labels its own as "approximate"; Toronto's tow-truck figures are written in the past tense on pages last modified in January 2024 and are deliberately omitted; CRA's provincial page defers the income-allocation formula to Income Tax Folio S4-F3-C2, which was not fetched, so no allocation mechanics are described; and whether a person outside Canada can create an Ontario.ca Login or an Ontario Business Account is not published either way, and is not asserted either way here.

This is educational planning material, not legal, tax, accounting, immigration or banking advice. Fees, rates, thresholds and program status change — several on this page changed within the last twelve months — so confirm anything you are about to act on against the source linked beside it, on the day you act.

Frequently asked questions

Do Ontario corporations need a Canadian-resident director?

No. Section 118(3) of the Business Corporations Act, which imposed the resident-Canadian requirement, was repealed by 2020, c. 34, Sched. 1, s. 5, in force 5 July 2021, and the ministry states the 25 per cent requirement "has been eliminated". A wholly non-resident board is lawful. Federally the rule survives: at least 25 per cent of directors must be resident Canadians, and at least one where there are fewer than four. [1] [41]

How long is a Nuans report valid in Ontario?

It cannot be dated more than 90 days before the articles are filed, and must still be valid when they are endorsed — so postdating the articles up to 30 days does not buy extra time. It must also be Ontario-biased or weighted; a federal-biased report is not accepted, for incorporation or for a foreign corporation's licence. [10] [45]

Can I use a mailbox or PO box as my Ontario registered office?

No. It must be a physical location in Ontario, and the ministry states a P.O. Box alone is not acceptable. Corporate records must also be kept there or at another designated place in Ontario, and a place designated where the records do not actually sit is not compliance. [10] [1]

What is a company key, and what happens if I lose it?

It is a nine-digit code unique to your business that establishes authority to file, and it is also how an intermediary claims delegated authority. On incorporation it is sent only to the official corporation email address. On a later request it comes by email if an email is on file, otherwise by mail to the registered or head office. A dead official email plus a registered office you no longer control is how founders lock themselves out. [6] [10]

Is the Ontario annual return part of my T2 corporate tax return?

Not since 2021. CRA stopped accepting it on the ministry's behalf, and it is now filed directly in the Ontario Business Registry within six months after the taxation year end, with no statutory fee. Because it is free, no invoice reminds anyone it exists, and most accountants no longer file it automatically. [14] [11]

What actually happens if I miss Ontario filings for a few years?

Ontario does not dissolve you for it, as the federal regime can. Instead a late filing fee is prescribed, contravention is an offence carrying up to $2,000 or $25,000 for a corporation, and — the one that bites — the corporation cannot maintain a proceeding in an Ontario court about its business except with leave. Leave must be granted where the default was inadvertent, nobody was deceived and everything has since been filed and paid. Contracts stay valid throughout. [2] [43]

Is Ontario's beneficial ownership register public?

No. The ISC register is kept internally at the registered office or another designated place in Ontario, is not filed with the registry, and is expressly excluded from the records shareholders and creditors may otherwise inspect. It is disclosed on request to police, tax officials and listed regulators including the OSC, FSRA and FINTRAC. Note that a Corporations Information Act section 6.1 requiring an ISC return to be filed with the Minister has been enacted but is not in force. [1] [2]

Should I incorporate in Ontario or federally if my business is in Ontario?

On government fees alone, federal is cheaper: $200 to incorporate with the name search included, plus $12 a year, against Ontario's $300 plus an unpriced Nuans report and a free annual return — and registering a federal corporation into Ontario costs nothing beyond a free initial return within 60 days. The reasons to choose Ontario are the board and the privacy: Ontario has no director-residency rule, and its ISC register stays internal while federal ISC information is filed and partly published. [36] [37] [39]

Does a federal corporation need an Ontario extra-provincial licence?

No. Class 1 (other provinces) and Class 2 (federal and territorial) corporations may carry on business in Ontario without a licence; only Class 3 corporations incorporated outside Canada need one, at $330. A federal corporation does still file a Corporations Information Act initial return within 60 days of beginning to carry on business here, and the ministry's notice confirms there is no statutory fee for it. [3] [44]

When must I register for HST, and at what rate?

Ontario's rate is 13%, applied by place of supply. Exceed $30,000 in a single calendar quarter and small-supplier status ends immediately, with the effective date no later than the day of the supply that took you over. Exceed it across four consecutive quarters without exceeding it in one, and the effective date is your first supply after ceasing to be a small supplier. Register within 29 days of the effective date. [21] [20]

When do I have to register with the WSIB, and when for EHT?

WSIB has a hard deadline: 10 calendar days from hiring your first employee, with registration completed by the last day of the following month. It is free, and not registering risks penalties, provincial offences charges and retroactive premiums. EHT is different in kind — there is no day-count deadline, because the duty to register is triggered by being ineligible for the exemption or having payroll above your allowable exemption. [23] [25] [16]

Can a foreign entrepreneur immigrate to Ontario by starting a business?

Not through either usual route on the verification date. Ontario says all OINP streams other than the employer-driven Ontario Workforce Priority stream are closed, and IRCC states the federal Start-up Visa was paused on 30 June 2026. You may still incorporate, own and direct an Ontario company from abroad; it simply confers no status. Check both pages on the day you plan, and take licensed immigration advice. [28] [29] [32]

Official references

1. Ontario e-Laws: Business Corporations Act, R.S.O. 1990, c. B.16
2. Ontario e-Laws: Corporations Information Act, R.S.O. 1990, c. C.39
3. Ontario e-Laws: Extra-Provincial Corporations Act, R.S.O. 1990, c. E.27
4. Ontario e-Laws: Business Names Act, R.S.O. 1990, c. B.17
5. Ontario e-Laws: O. Reg. 421/17, approvals under the Ontario Immigrant Nominee Program
6. ServiceOntario: Ontario Business Registry
7. ServiceOntario: Ontario Business Registry — all services
8. ServiceOntario: cost and time required to register, change or search for a business name, corporation or not-for-profit
9. Government of Ontario: register your business online
10. Ministry of Public and Business Service Delivery and Procurement: Notice — Business Corporations Act — incorporating a business corporation
11. Ministry of Public and Business Service Delivery and Procurement: Notice — Corporations Information Act — filing an annual return
12. Ministry of Public and Business Service Delivery: instructions for completing the BCA articles of incorporation
13. Ministry of Public and Business Service Delivery: instructions for completing an initial return, notice of change or annual return
14. Ontario Ministry of Finance: corporations tax
15. Ontario Ministry of Finance: corporate income tax rates
16. Ontario Ministry of Finance: Employer Health Tax
17. Ontario Ministry of Finance: Ontario innovation tax credit
18. Ontario Ministry of Finance: Ontario research and development tax credit
19. Canada Revenue Agency: corporation tax rates
20. Canada Revenue Agency: when to register for and start charging the GST/HST
21. Canada Revenue Agency: charge and collect the GST/HST
22. Canada Revenue Agency: how to register for a business number
23. WSIB: how to register your business
24. WSIB: questions and answers — registration
25. WSIB: operational policy manual — registration
26. Government of Ontario: your guide to the Employment Standards Act
27. Government of Ontario: minimum wage
28. Government of Ontario: Ontario Immigrant Nominee Program
29. Government of Ontario: Ontario Workforce Priority stream
30. Government of Ontario: archived Ontario Immigrant Nominee Program streams
31. Immigration, Refugees and Citizenship Canada: Start-up Visa Program
32. Immigration, Refugees and Citizenship Canada: Start-up Visa — who can apply
33. City of Toronto: business regulations, licences and permits
34. City of Ottawa: businesses that require a municipal licence
35. Canadian Free Trade Agreement Secretariat: the Canadian Free Trade Agreement
36. Corporations Canada: services, fees and processing times
37. Corporations Canada: annual return for business corporations
38. Corporations Canada: individuals with significant control
39. Corporations Canada: file your individuals with significant control information
40. Corporations Canada: register your federal corporation in a province or territory
41. Department of Justice Canada: Canada Business Corporations Act, section 105
42. Department of Justice Canada: Canada Business Corporations Act, section 19
43. Department of Justice Canada: Canada Business Corporations Act, section 212
44. Ministry of Public and Business Service Delivery and Procurement: Notice — Corporations Information Act — initial return and notice of change, extra-provincial corporations
45. Ministry of Public and Business Service Delivery and Procurement: Notice — Extra-Provincial Corporations Act — extra-provincial corporations licences and filings
46. WSIB: information you need to register your business
47. Canada Revenue Agency: fiscal period for income tax purposes
48. Canada Revenue Agency: balance-due day
49. Canada Revenue Agency: how and when to remit source deductions
50. Canada Revenue Agency: when to file information returns
51. Canada Revenue Agency: permanent establishment for provincial and territorial corporation tax
52. Canada Revenue Agency: provincial and territorial corporation tax
53. Canada Revenue Agency: type of corporation
54. Canada Revenue Agency: register as a resident with a Canadian business
55. Department of Justice Canada: Income Tax Regulations, section 400
56. Department of Justice Canada: Income Tax Act, section 125
57. FINTRAC: beneficial ownership requirements
58. New West Partnership Trade Agreement: the agreement
59. LégisQuébec: Business Corporations Act, CQLR c. S-31.1
60. Gouvernement du Québec: tarifs du Registraire des entreprises — société par actions
61. BC Laws: Business Corporations Act, S.B.C. 2002, c. 57, Part 5
62. BC Registry Services: forms, fees and information packages for corporate registry
63. City of Toronto: business licence types
64. City of Toronto: eating or drinking establishment licence
65. City of Ottawa: additional business licensing fees
66. City of Ottawa: taxi licensing
67. City of Ottawa: Licensing By-law No. 2002-189