A corporation is allowed to be a sole proprietor or a partner of a firm, in which case, when such corporation makes changes through “Corporate Online” services, it is required to submit a paper filing to BC Registries to apply the changes to its firm ownership information. The changes this applies to may include any or all of the following:

• Change of corporate name
• Change of incorporation or registration number
• Change of address (future release)
• Others.

The following are brief descripton of the processes associated with updating a firm’s information following a change filing of a corporate owner of such firm:

When a public user makes changes to the corporation’s name or incorporation/registration number, “Corporate Online” will automatically update this information to the firms they own (this includes situations such as a Dissolution, change of sole proprietor or change of a partnership).

When a staff user makes this changes on behalf of a corporation, “Corporate Online” will not update the firm information owned by this corporation. “Corporate Online” will send a notification letter to the corporate client whose ifnormation has changed to remind it to submit a paper filing for the firms they own.

Please contact ESC Corporate Services for more details.

Toll free number: 1.800.668.8208
Office telephone number : 416.595.7177
Fax: 416.595.1268
Email: searchandreg@eservicecorp.ca

Non-for-profit companies, like any other form of corporation, can be governed by either  federal or provincial legislation and thus are incorporated in accordance with the requirements posed by such legislation.

In order for a non-for-profit corporation to benefit from tax-exempt status and to be able to issue to its donors tax receipts, it must apply for a “charitable status”.

In this post, we will cover the steps that need to be taken in order to incorporate a non-for-profit company.

STEPS TO INCORPORATE A NON-FOR-PROFIT ORGANIZATION

STEP 1 – Decide in which jurisdiction to incorporate

As noted above, non-for-profit companies may be governed by either federal or provincial law. The choice of jurisdiction would be affected by several factors. One factor to consider is the location of the organization. Will your organization be locally based and carry on its activities in one jurisdiction? Or will its activities span simultaneously across several provinces? Or perhaps the nature of the organization’s activities will require it to move its office freely from one province to another? What is the incorporation budget of the new organization-to-be? Fees vary from as low as $35 to as high as $200. Keep in mind, that if incorporated federally, provincial registrations may be required. **

STEP 2 – Reserve a corporate name

All non-for-profit corporations must have a legal name. Corporate name must be unique and not used by any other corporation. It must have a legal ending, which, depending on the jurisdiction, can be “Inc.”, “Incorporated”, ”Incorporée”, “Corp.” or “Corporation”. The first step to take while choosing a name is to do a preliminary name search for the name you have in mind to check if this name is available. The next step is to reserve your proposed name by ordering a NUANS name search in the chosen jurisdiction. This will have your name officially reserved solely for your new organization for 90 days.

Contact ESC Corporate Services Ltd. to have your proposed name reserved for you in minutes.

STEP 3 – File Articles of Incorporation and/or Register Extra-Provincially

Prepare and file with the appropriate government your new organization’s Articles of Incorporation. Government agencies often have standard Article templates that you can easily apply to your own organization.

Keep in mind that if your organization intends to apply for a charitable status, the Articles need to contain special clauses which will ensure that your organization qualifies. Inquire with your government agency for special clauses to ensure that your new organization benefits from charitable status.

If the organization was incorporated federally, you might be required to register it extra-provincially in the province where it intends to carry its activities. Below is the list of fees, per province, to carry out extra-provincial registration for a non-for-profit corporation.

Below is the table of fees for incorporation and/or EP registration per province, together with standard and expedited delivery times. Keep in mind, that expedited delivery may incur additional fees.

Contact ESC Corporate Services Ltd. to have your Articles filed.

STEP 4 – Apply for Charitable Status

Charitable status is issued by Canada Customs and Revenue Agency (“CCRA”).

There are benefits associated with obtaining a charitable status, one of which is the ability to issue tax receipts to donors which would allow such donors to deduct the donations from their taxable income. This generally viewed at positively by potential donors and thus aids the charitable organization with fund raising activities. Another benefit of obtaining a charitable status is ability to be exempt from certain taxes. Refer to this website for information for charitable organizations.

To apply for a charitable status, an application must be filed with CCRA. CCRA forms for all non-for-profit filings are located here.

As part of decision making in granting the charitable status, CCRA looks at a number of factors, such as your organization’s objects and the activities and programs that your organization carries in order to achieve its objects. A charitable organization’s objects need to fall within the meaning of “charity” as they have been recognized by the courts. Unfortunately, not every worthwhile object is considered “charitable”. So, what exactly is “charitable object”?

“Charitable” objects are, generally, objects that benefit the community in the way that courts have generally accepted as being charitable. These objects may include things like advancements in education or religion, the relief of poverty, food banks, charitable care giving facilities, victim relief funds, preservation of environment, protecting the welfare of children, providing counselling services to troubled teenagers, etc.

We recommend that you contact CCRA to get a verbal clearance on your organization’s proposed charitable object(s) before filing the actual application. This will ensure that your application is not rejected due to an insufficient “charitable” status of your object and the overall process of establishing your new non-for-profit organization is not delayed.

The process routinely takes 6 months to 18 months and requires applicants to fulfill a number of requirements. Refer to this website for information for charitable organizations.

STEP 5 – Comply with Administrative Requirements

There are a number of requirements that, as administrators of your non-for-profit organization, you need to comply with. These include various annual filings, as well as any routine filings and record keepings. Over time, the number of documents that you are required to safekeep will grow tremendously. We recommend that you keep your organizational documentation in an organized fashion. Minute books are great for these purposes and can be purchased online at our online store.

ESC Corporate Services Ltd.

Toll free number: 1.800.668.8208
Office telephone number : 416.595.7177
Fax: 416.595.1268
Email: searchandreg@eservicecorp.ca

A bulk sale happens when a business sells all or substantially all of its goods, inventory, chattels and fixtures to a single buyer, unless such a transaction is common in the ordinary course of the business. It is often the case that there are creditors attached to certain items that fall into the bulk of such a sale (the business, for example, might have leased a tractor and is still paying regular lease payments to the leasing company). The purchaser in such a transaction would become the lawful owner of the goods sold to him in bulk, and thus would legally be required to pay any debts to the creditors. In order to protect the purchaser from claims made by creditors of the seller, the seller is required to prepare a Bulk Sales Affidavit, where he should outline all of its secured and unsecured creditors. The Bulk Sales Affidavit is then filed with a court. This document legitimizes the bulk sale in the eyes of the government and of the creditors. In cases where no Bulk Sales Affidavit was filed with the court, the seller’s creditors may declare that the sale was not valid, and the creditors may take possession of the goods from the purchaser, or obtain a judgment for any proceeds that the purchaser may receive from subsequent sale of the goods that he bought in this bulk purchase.

Before Bulk Sales Act was enacted, farmers and store owners who were under creditors’ attacks would often sell the entire inventory of a farm or of a store in order to avoid any creditors’ claims and their attempts to seize the goods to satisfy the seller’s debt to them. Even though such a sale was not void against creditors unless it was made in bad faith for an obviously insufficient consideration, the seller would generally be allowed to keep the sale proceeds and leave the creditors unpaid. To prevent situations like this and to protect the bulk purchaser from the seller’s creditors and the creditors from the seller’s possibly unlawful practices, the government enacted Bulk Sales Act in 1917, after which the Act was immediately recognized for the benefits it provided to both creditors and the purchaser.

Contact ESC Corporate Services to have your Bulk Sales Affidavit filed with the appropriate court.

Toll free number: 1.800.668.8208
Office telephone number: 416.595.7177
Fax: 416.595.1268
Email: searchandreg@eservicecorp.ca

Below, we listed some iPad application which, as we learned from our research, can make a life of a lawyer that much simpler… from note-taking, to document storage, to trip planning.

• Westlaw Next app is a free application that works in conjunction with your regular WestlawNext account. Claimed as the “world’s most advanced legal research system” this app will be your number 1 thing to turn to if you need to do a lot of online legal research. Its automatic synchronization with WestlawNext website ensures that research data is always up to date.
• Dropbox is a free application which offers 2 GB of cloud storage services for your documents online and easy access to them through your iPad. Additional storage may be purchased for a small fee.
• Sugarsync  is another free cloud storage service, but it offers 5GB of storage space for free.
• TripIt is a free application which will allow you to keep your travel itineraries in order. Simply email your trip confirmation emails to plans@tripit.com, and the app will neatly organize your trip for you and add any additional information to your itinerary, such as maps.
• Note Taker HD costs $4.99, but the benefits it provides are of a great value to any legal professional. If you ever find yourself in situations where you have to take notes efficiently, store them into a secure location, and perhaps even email them to your assistant on a time-sensitive basis, this app will prove to be priceless.
• Time Master is a great app that will keep track of your billable/non-billable times for each client and matter and create neat timesheets which can be emailed to your assistant in a matter of a push on a button. Docketing made easy. All this for only $9.99.

http://eservicecorp.ca – full legal support for any of your legal search and registration needs.

One thing you might consider revisiting is your Policy Charter. Given the nature of competitive markets, your business goals might have changed, as well as there may have emerged new risks. Revisiting your Policy Charter and updating it for the year ahead is a great way to set your vision and strategy straight in order to drive your business in the right direction.

Reviewing your Business Plan is another thing that can greatly help in strengthening your strategy for growth. Any new changes in the market, in the legal system, in the regulatory compliance requirements need to be reflected in your Business Plan.

Enhancing your Marketing Plan is a great way to set the right tone to how your services are made known to the public. Research new technologies and trends that drive marketing initiatives in today’s world and ensure to include them into your Marketing Plan. Set achievable goals! Iterative approach is best with any new tools and technologies in order to minimize any financial risks that may be associated with incorrect approach.

Your business’ Succession Plan is truly one of the most important things you can do for your business as it can help you achieve financial security of your business, ensure the continuity of services that it provides to its customers and smoother transitions when drastic changes happen within your business.

Investigate your Knowledge Management Strategy. Great indicators that something needs to be done with this regard are things like lack of central document repository, absence of knowledge management system, lack of sufficient support among staff in order to transfer knowledge, culture of “keep it to myself” attitudes. Investigate to determine the steps that as a business owner you need to ensure are taken in order to develop and implement an effective Knowledge Management Strategy and costs associated with it.

Assess your business’ accessibility. Can people with disabilities enjoy the benefits of your services? Are your staff welcoming to your customers with disabilities? If there is no way to make your business physically accessible, consider taking your services on-line.

Contact ESC Corporate Services Ltd. to find out how to register your new business or file any corporate documents.

Toll free number: 1.800.668.8208
Office telephone number : 416.595.7177
Fax: 416.595.1268
Email: searchandreg@eservicecorp.ca

Bill 119 which had been tabled recently has passed the Ontario Legislature and received Royal Assent, which makes it a law.

Changes that were legislated included expansion to the previously used definition of “deemed worker” and “deemed employer” as follows, amongst others:

Deemed workers 

12.2  (1)  The following persons are deemed to be workers to whom the insurance plan applies: 

     1.  Every independent operator carrying on business in construction. 

     2.  Every sole proprietor carrying on business in construction. 

     3.  Except as otherwise provided by the regulations, every partner in a partnership carrying on business in construction. 

     4.  Except as otherwise provided by the regulations, every executive officer of a corporation carrying on business in construction. 

 Deemed employer 

(2)  When a person is deemed to be a worker under subsection (1), the independent operator, sole proprietor, partnership or corporation, as the case may be, is deemed to be the employer for the purposes of the insurance plan. 

These changes affect the WSIB in the way that they make any of sole proprietors, partners and executive officers’ wages subject to WSIB premiums, and gives the right to WSIB to collect these premiums in advance. A few exceptions apply, which should be discussed with your accountant.

From what it looks like, these new provisions apply to construction workers as of January 1, 2012.

For more information and to determine how this new legislation applies to your business, we encourage our readers to consult their accountants.

Register your business with ESC Corporate Services Ltd.

Toll free number: 1.800.668.8208
Office telephone number : 416.595.7177
Fax: 416.595.1268
Email: searchandreg@eservicecorp.ca

What advantages such an arrangement offered to the firm’s client? First and foremost, ability to get an incorporated company at any time of the day, regardless of the Ministry hours and processing times. Further, the Shelf Corporation would have a status of a long-standing company, which would have the banks consider it more seriously when handing out a business loan than it would a just-incorporated company. For the firm it meant looking efficient in the eyes of the client: having a pre-registered Shelf Corporation waiting to be adopted at any time meant that a lawyer could quickly amend the necessary information in its corporate documents to change its addresses and directors.

However, despite of all these benefits, there has been a dramatic decline in the popularity of Shelf Corporations. Factors such as the ease of electronic registrations, to the concept of directors’ liability, among others, have all contributed to the imminent death of Shelf Corporations.

Read this article for more information.

Contact us to find out how to incorporate a new company in minutes.

Toll free number: 1.800.668.8208
Office telephone number : 416.595.7177
Fax: 416.595.1268
Email: searchandreg@eservicecorp.ca

or visit our website for more information: ESC Corporate Services Ltd.

The Province handed down Administrative Penalties to the Municipalities, and that is fine when dealing with license issues, but the store owner  who has been given absolutely no appeal process believes that her Charter Rights have violated.

Click to read full story.

ESC Corporate Services Ltd.
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The forms were also updated as follows:

-        New Forms for each Partnership and Proprietorship

• Statement of Registration Sole Proprietorship;
• Statement of Registration General Partnership;
• Dissolution or Change of Proprietorship Registration; and
• Dissolution or Change of Partnership Registration.

-        Added a contact section for collection of email, phone, and fax number

The new forms and information packages are available from the BC Registry website:

http://www.bcregistryservices.gov.bc.ca/bcreg/corppg/forms/partprop.page?

http://www.bcregistryservices.gov.bc.ca/bcreg/corppg/crinfopkg.page?#firms

As of December 1, 2011, Form 2 and Form 3 of the Partnership Regulation have been amended.  The amendment struck the words “residential or registered address” and defined the address for a proprietor or a partner to be a residential address only if the partner or proprietor is an individual.

In addition to the revisions above, BC Registry Services also took this opportunity to change the Form 2 and Form 3 into two separate forms each for partnerships and proprietorships; as well as adding a Contact section to collect an email address, phone number or fax number.

The new forms are called:

• Statement of Registration Sole Proprietorship;
• Statement of Registration General Partnership;
• Dissolution or Change of Proprietorship Registration; and
• Dissolution or Change of Partnership Registration.

As a result of the changes to the Statement of Registration form, the registration information package was also revised to form two new packages – one for registration of a partnership and the other for registration of a proprietorship.

Note that any previous copies of the REG721, Dissolution or Change of Partnership or Proprietorship Registration; REG707, Statement of Registration of General Partnership or Sole Proprietorship; and Information on Registration of a Partnership/Proprietorship, are to be thrown out.

The new forms and information packages are available from the following links:

http://www.bcregistryservices.gov.bc.ca/bcreg/corppg/forms/partprop.page

http://www.bcregistryservices.gov.bc.ca/bcreg/corppg/crinfopkg.page?#firms

No printed copies were produced due to the fact that 98% of the registrations of a partnership or proprietorship being completed online.  Forms may be downloaded from the above links.

ESC Coprorate Services.