Article
15 min read
How to Set Up an Entity in Canada (Ontario Corporation)

Author
Dr Kristine Lennie
Last Update
October 25, 2025

Incorporating in Canada—specifically establishing an Ontario-based corporation—offers foreign and domestic investors a clear, stable, and well-regulated legal structure with strong investor protections, easier access to Canadian markets, and credibility with local clients and suppliers. Ontario, being Canada’s most populous and economically vibrant province, is often a preferred choice for companies looking to establish a foothold in Canada.
The process of establishing a corporation in Ontario is moderately straightforward: many steps can now be done online, but there are still administrative, legal, and tax complexities that require careful attention. The main challenges are navigating the dual (federal and provincial) tax regime, meeting documentation and registration requirements, and ensuring ongoing compliance. The benefits include limited liability, flexibility in ownership structure, and the ability to transition seamlessly to hiring local employees.
Disclaimer: This content is for informational purposes only and does not constitute legal, tax, or financial advice. Always consult official sources before acting.
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What does “opening an entity” mean in Canada (Ontario)?
Opening an entity in Ontario means registering a provincially incorporated corporation under the Ontario Business Corporations Act (OBCA) or federally with extra-provincial registration in Ontario. Once registered, the corporation becomes a distinct legal person, capable of entering into contracts, hiring employees, owning property, and operating under Canadian law.
Entity overview in Canada (Ontario)
Below is a quick comparison and overview of key parameters for incorporating in Ontario:
| Category | Description |
|---|---|
| Common entity types | The primary form is the Ontario business corporation under the Ontario Business Corporations Act (OBCA). Alternatives include a federal corporation (via Corporations Canada) or registering an extra-provincial branch of a foreign company. |
| Registration authority | Ontario Business Registry (OBR) under ServiceOntario (provincial) is the main registry for provincial incorporation. If federal incorporation is chosen, register via Corporations Canada. |
| Minimum capital | No statutory minimum share capital required (corporations may issue shares of nominal value). |
| Ownership rules | A foreign individual or company can own 100% of shares. There is no requirement that directors or shareholders be Canadian residents (though for certain sectors or licenses, local residency may matter). |
| Taxes | Corporations in Ontario pay federal and provincial income taxes. The federal rate is 15% (reduced to 9% for small businesses on the first $500,000 CAD). Ontario adds 11.5% provincially (or 3.2% for small businesses), giving a combined rate of about 26.5% or 12.2% for small firms. |
| Setup time | Often, same day to a few business days (if all documents are in order) |
| Setup cost | Provincial incorporation filing fee: $300, with additional costs for legal, name search, and service providers varying. |
| Key benefit | Full ownership flexibility, credible corporate status in Canada, limited liability, and the ability to hire locally and expand. |
| Key challenge | Navigating dual tax systems (federal and provincial), ongoing reporting requirements, and coordinating local employment law and payroll compliance. |
Step-by-step guide: How to open an entity in Canada (Ontario Corporation)
Step 1: Choose the right structure
In Ontario, your main entity choices include:
- Ontario provincial corporation under the OBCA: ideal for businesses focused primarily in Ontario.
- Federal corporation: offers name protection across Canada, but you must register as an extra-provincial corporation in Ontario to legally operate there.
- Branch / extra-provincial (foreign) company: If you already have a foreign entity, you can register it in Ontario (without creating a new Ontario corporation) via the extra-provincial license process.
Each option varies in name protection, regulatory burden, and administrative complexity. For many foreign investors, starting with an Ontario incorporation is straightforward and localized.
Step 2: Verify business name availability
To choose a corporate name, you must check and reserve it via the Ontario Business Registry. The name must end with a legal element (e.g., "Limited, Ltd., Incorporated, Inc., Corporation, Corp." or the French equivalents) and not be identical or deceptively similar to existing names. Alternatively, a numbered name (e.g., “1234567 Ontario Inc.”) may be used immediately, with a trade name used externally.
Step 3: Prepare incorporation documents
You will need key foundational documents, including:
- Articles of Incorporation: Specifying name, share structure, classes of shares, restrictions, etc.
- Form 1, Application for Incorporation of a Company (Corporations Act, Ontario): downloadable from Ontario’s Central Forms Repository
- Initial director consent and statutory declarations: Confirming directors agree to act, their addresses, etc.
- Notice of the registered office address: The corporate address in Ontario.
- Shareholders’ agreement (optional but advisable): An internal agreement among shareholders.
Step 4: Register with the Ontario Business Registry
Submit your application via the OBR portal. If approved, you will receive a Certificate of Incorporation, a corporate number, and confirmation that your entity is legally in existence.
If you choose federal incorporation, the registration is done via Corporations Canada (online), and you then register extra-provincially in Ontario.
Step 5: Register for tax and social security
After incorporation, you must register with the Canada Revenue Agency (CRA) to obtain a Business Number (BN) and open accounts for corporation income tax (T2), GST/HST, payroll deductions, and import/export if needed. Payroll registration includes the Canada Pension Plan (CPP) and Employment Insurance (EI) schemes, and withholding income tax for employees. If your corporation operates across multiple provinces, you may need extra-provincial registrations.
Step 6: Open a corporate bank account
You must open a Canadian corporate bank account to manage revenues, payroll, and expenses. Banks will require know-your-customer (KYC) documents: certificate of incorporation, articles, director and shareholder details, proof of address, and possibly personal identification of beneficial owners. Some banks may require a local Canadian presence or in-person verification. Opening can take days to a few weeks, depending on the bank and your paperwork.
Step 7: Set up payroll and employment compliance
To legally hire employees in Ontario, you must:
- Enroll as an employer with the CRA payroll program and remit CPP, EI, and income tax withholdings
- Ensure employment contracts comply with the Ontario Employment Standards Act, including vacation, notice, statutory holidays, and termination rules
- Contribute to CPP (employer and employee shares) and EI premiums
- If applicable, register and contribute to provincial workers’ compensation via the Workplace Safety and Insurance Board (WSIB)
- Maintain records, file T4 slips for employees annually, and comply with payroll remittance deadlines per CRA rules
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Post-registration obligations
Once your Ontario corporation is operational, you must remain compliant by:
- Tax and financial reporting: File a corporate income tax return (T2) annually with CRA and any provincial components. Also file Goods and Services Tax / Harmonized Sales Tax (GST/HST) as applicable. Use Canada’s federal and provincial tax structure.
- Corporate registers: Maintain and update internal records of directors, shareholders, and beneficial owners, and file changes via the Ontario Business Registry within the required timeframe.
- Compliance tracking: Monitor deadlines for tax remittances, filings, and annual returns via a compliance calendar or third-party service.
- Licenses and renewals: Ensure any business licenses, municipal permits, or sector-specific registrations are renewed annually or as required.
- Recordkeeping: Keep accounting, payroll, HR, and transaction records for at least six years (Canada’s general statute of limitations) unless otherwise required.
- Employment law compliance: Stay current with Ontario labor, benefit, and data protection laws — review contracts, payroll reporting, and benefit contributions regularly.
Taxes and financial considerations
Here is a snapshot of the key tax and financial rules:
- Corporate income tax: A Canadian-controlled private corporation (CCPC) may benefit from the small business deduction, yielding a combined rate of 12.2% (9% federal + 3.2% Ontario) on eligible income (up to CAD 500,000). Beyond that threshold, the general rate is 26.5% (15% federal + 11.5% Ontario) that applies.
- VAT / HST: Ontario levies a 13% HST, combining federal GST and provincial sales tax. Businesses with over $30,000 in taxable sales in any 12-month period must register and collect HST.
- Payroll / social contributions: Employers must withhold income tax from employees and remit Canada Pension Plan (CPP) and Employment Insurance (EI) contributions (employer share).
- Accounting standards: Canadian corporations generally follow Canadian GAAP (Part I of the CPA Canada Handbook) or International Financial Reporting Standards (IFRS) for public/certain private companies.
- Withholding taxes: For non-resident shareholders, Canada imposes withholding taxes on dividends (commonly 25%, reduced by treaty), interest, and royalties, unless reduced by tax treaties.
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FAQs
How long does it take to open an entity in Canada (Ontario)?
Typically, the incorporation in Ontario can be approved on the same day or within a few business days, provided documentation is complete. Find out how long setup takes with our Entity Setup Calculator.
What is the minimum capital required?
There is no statutory minimum share capital requirement in Ontario.
Can foreign companies own 100 % of an entity in Canada?
Yes—foreign individuals or companies may own all shares of an Ontario corporation.
Do I need a local director or representative?
No—Ontario does not impose a mandatory Canadian-resident director requirement for most corporations (unless specific regulated industries impose additional restrictions).
How much does it cost to register an entity?
The Ontario incorporation fee is $300 (CAD). Additional costs may include name search, legal, or service-provider fees. Find out the setup cost with our Entity Setup Calculator.
Can I hire employees before the entity is fully registered?
Typically, no. However, Deel’s Employer of Record (EOR) lets you hire and pay talent immediately while your entity setup is in progress.
Can Deel help me open an entity in Canada?
Yes. Deel Entity Setup manages the end-to-end process — from registration to payroll compliance—in over 100 countries. Deel’s local experts handle documentation, filings, and legal requirements on your behalf.
Does Deel offer ongoing compliance and payroll support?
Yes. Deel offers both managed services and self-service tools to help you stay compliant.
If you’re using Deel Entity Management, Maintenance, EOR, or Payroll, our team handles payroll, benefits, filings, and compliance obligations on your behalf.
For teams managing their own entities, Deel Compliance Hub makes staying compliant simple by providing real-time regulatory updates, risk alerts, and workforce insights across 150+ countries. Proactively manage compliance with our Compliance Monitor, Workforce Insights, and an AI-powered Worker Classifier, staying ahead of changing employment laws.
Can I switch from Deel EOR to my own entity later?
Yes. Deel supports seamless transitions when you’re ready.

Dr Kristine Lennie holds a PhD in Mathematical Biology and loves learning, research and content creation. She had written academic, creative and industry-related content and enjoys exploring new topics and ideas. She is passionate about helping create a truly global workforce, where employers and employees are not limited by borders to achieve success.















