在加拿大设立公司完整指南：要求、费用与时间表

Introduction

Canada is a leading destination for entrepreneurs and international investors because of its stable legal framework, predictable tax regime, access to the U.S. market through USMCA, skilled workforce, and various incentives for research and innovation. Whether you’re establishing a startup, expanding an existing business, or creating a holding company, understanding company formation in Canada—requirements, costs, and timelines—is essential to start correctly and maintain compliance. This guide explains the practical steps, documents, costs, and approximate timelines to form and operate a corporation in Canada, while comparing federal and provincial options and outlining post-incorporation obligations.

Why choose Canada for company formation

Canada offers several advantages for business registration and corporate investors:

• Stable common-law legal framework (and civil law in Québec) and clear corporate governance rules.
• Competitive corporate tax environment: a federal corporate tax rate of 15% for general income, with a federal small business rate (small business deduction) at a lower rate (e.g., 9% federally); combined federal + provincial corporate tax rates vary by province and can affect effective rates.
• Incentives and credits such as the Scientific Research and Experimental Development (SR&ED) tax credit.
• Access to the North American market via USMCA and robust trade networks.
• Skilled immigration pathways for entrepreneurs (including a federal Start-up Visa program).
• Strong financial and professional services infrastructure for banking, legal, and accounting needs.

Note: the combined federal + provincial corporate tax rate varies by province and the type/size of business. Typical combined general corporate rates generally fall in the mid-20s to low-30s percentage range depending on the province and applicable credits/deductions.

Types of business entities and corporate structure

Choosing the appropriate corporate structure is a primary decision during company formation:

• Sole proprietorship: simplest business registration, minimal compliance, owner liable personally.
• Partnership: general or limited partnership—shared ownership and liabilities.
• Corporation (federal or provincial): separate legal entity, limited liability for shareholders, easier capital raising and transfer of ownership.
• Cooperative and not-for-profit corporations: for specific purposes with distinct governance and tax rules.

For most investors requiring limited liability and growth potential, incorporation (federal or provincial) is the preferred corporate structure. Corporations may issue shares, adopt bylaws, and maintain a corporate minute book.

Federal vs provincial incorporation

• Federal incorporation (under the Canada Business Corporations Act, CBCA): provides name protection across Canada and can make doing business in multiple provinces simpler. Federal incorporation requires a NUANS name search (or using a numbered