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A corporation is granted a legal sanctity when the certificate of incorporation is issued against its name from the appropriate authority. It is the time when a corporation comes into existence. It allows the company to act independently from its members and can extend loans and take debt. It can enter into contracts under its own. This article provides the procedure of obtaining a certificate of incorporation in Canada.
Whenever a promoter wishes to establish a business in Canada, it receives a certificate of Incorporation as part of the incorporation process. It is a symbol that the business has been finally registered with the Corporations Canada and that the authority has given its recognition and approval for such registration. The moment a business receives its certificate of incorporation in Canada, it is evidence that a separate legal entity has come into being which is capable of suing and being sued. It can enter into contracts with the outside world and has received its own identity which is different from the members of such company.
A certificate of incorporation as discussed above grants the business a separate legal entity independent from that of its members. It contains the following details and information about this new legal entity:
The certificate of Incorporation is issued by the Corporations Canada once the company’s registration formalities are concluded. The procedure begins with:
In case the promoters wish to have a customised Articles of Incorporation, then such articles should specify the corporate name, the share structure and the restrictions on shares transfer, number of directors in the corporation, any kind of restrictions the promoter wishes to set for the business or business’s activities or any other provision.
The promoters can choose to have the Articles of Incorporation either in the official languages i.e. English or French or in either of the languages or the Articles of incorporation can be bilingual where both the languages are used.
The promoters also need to decide the people who shall be making the Board of Directors. Only after meeting the eligibility requirements of the directors, the promoters can decide who shall be the Directors of the Corporation. In order to receive the Certificate of Incorporation in Canada, the promoters need to disclose details related to the director’s first name, last name, their address and indicate whether such directors are Canadian residents or not.
It must be noted that, once incorporation has been done, the registered office address and directors’ information will be made public.
Having completed the abovementioned step by step and without any mistakes, the Corporations Canada shall grant the corporation a certificate of Incorporation in Canada. Both the provincial and federal governments have been allowed under law to issue a certificate of registration. It is suggested that the promoters should go for the federal registration as that would provide the flexibility to operate businesses across Canada.
Once, the company’s application is verified and accepted by the appropriate authority, a company is granted a certificate of incorporation in Canada. The Certificate of Incorporation in Canada is an official document which is issued by the Federal Corporation Directorate and includes the details relating to the company’s name, date of incorporation and the company’s registration number.
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