FBC_UltimateGuideCDNIncorpSB_APR2024-FIN-1
FBC_UltimateGuideCDNIncorpSB_APR2024-FIN-1
Your Corporate
Obligations
Many incorporated business owners
feel intimidated by the demands of
tax season and the corporate filing
requirements of the Canada Revenue
Agency (CRA). This is completely natural.
While there are numerous benefits to
incorporation, it also comes with three serious
obligations: filing an annual return, filing your
T2 tax return, and keeping your minute books
up to date. The complexity and administrative
burden of these requirements leave many
businesses struggling to keep up.
We're committed to ensuring your financial success not just today, but for the
long haul. From expert tax advisory and optimization, to affordable
bookkeeping, payroll management, incorporation services, minute book filing,
annual returns; we offer comprehensive support tailored to your unique
needs. Trust us to navigate the complexities of taxation and financial
management, while you focus on growing your business.
Disclaimer: This material is provided for educational and informational purposes only. Always consult a
tax specialist, like FBC, regarding your specific tax situation.
© FBC 2024
ULTIMATE GUIDE TO
INCORPORATED SMALL
BUSINESS IN CANADA
CONTENTS
10
18
22
24
27
30
32
41
42
43
What’s a corporation?
A corporation is a formal business arrangement that brings into existence
a legal entity separate from you and your personal assets. For this reason,
being incorporated can provide small business owners in Canada with the
most tax and liability advantages.
• Sole proprietorship
• Partnership
• Incorporation
it's important to consider that a sole proprietorship has a finite lifespan tied closely to the
owner's life. Unlike other business structures that can potentially outlive their founders, a
sole proprietorship ceases to exist upon the death of the owner. This means that the
business assets, relationships, and ongoing operations are typically dissolved or transferred
to heirs according to personal or legal arrangements. The inherent link between the business
and the owner's life can make succession planning complex and may result in disruption or
closure of the business upon the owner's passing. Therefore, sole proprietors need to
carefully consider and plan for the continuity and succession of their business to ensure its
long-term viability and legacy.
Advantages Drawbacks
There are two types of partnerships: a general partnership and limited partnership. With
a general partnership each partner is responsible for the debts. In a limited partnership,
one of the parties can be a partner but not directly involved in its day-to-day operations.
The most common limited partnerships are formed by a group of professionals, such as
doctors, lawyers and accountants.
As a result, each partner is generally responsible for filing their own income tax return and
claiming the agreed upon share of the partnership’s profits or losses. However, there are
cases where a partnership may have to file a tax return—for example, if the partnership
makes over a certain amount of money or if the partnership is formed by a group of
professional (ie. lawyers, accountants, etc.).
Most people considering a business partnership think it’s a good idea to consult a lawyer
to help draw up the agreement. However, it’s important to understand that lawyers are
generally not experts on taxes. If you’re thinking of drawing up a partnership agreement,
contact tax professionals to understand the tax implications before you commit.
Advantages Drawbacks
It's essential to weigh these benefits against the associated costs and complexities of
running a corporation. Setting up a corporation typically involves higher administrative
costs, including incorporation fees, ongoing compliance requirements, and the need for
assistance to navigate complex tax filing obligations. These additional expenses and
administrative burdens can require a significant investment of both financial resources
and time.
Evaluating your business and personal goals against the costs, both financial and
investment of time, can help you decide if this structure fits your needs.
Advantages Drawbacks
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IS INCORPORATING WORTH IT? CONTINUED
These rates do not include provincial tax rates that apply to personal income.
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IS INCORPORATING WORTH IT? CONTINUED
* Applies to CCPCs and excludes capital gains and dividends received from Canadian corporations.
Note: Canada's Federal Budget was released April 16, 2024. While tax rates remain unchanged, there were some
proposed changes to capital gains taxes for incorporated businesses. Please read our Federal Budget 2024 Highlights
blog for more information.
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IS INCORPORATING WORTH IT? CONTINUED
*Saskatchewan 0% small business tax rate increased to 1% for July 1, 2023 to June 30, 2024.
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What’s the difference between active
and passive income?
If you do not need to withdraw all of the income that your business earns for
your personal use, you can defer personal taxation on that income by leaving
it in the corporation until it is required. The period that the funds are left in
the corporation creates a deferral in tax (i.e. not paying tax today and instead
paying tax in the future when the money is withdrawn).
Transferring your business: Greater flexibility for your exit strategy and
transferring operations to the next generation. For example, you can make your
children shareholders and gradually increase their stake in the business.
Income control: Multiple options for determining the most tax-efficient way to
pay yourself—dividends, salary, bonuses or a combination.
More opportunities to raise capital: The corporation can issue bonds, sell
stocks and borrow from banks and lenders.
Lifetime capital gains exemption (LCGE): This could reduce taxes due on
capital gains arising from the disposition of certain properties (small business
corporation shares and qualified farm and fishing properties.
Extended life: The corporation continues as an independent entity after you pass on.
Shareholder loans: Shareholders may use corporate funds for personal uses
throughout the year, outside of the traditional salary or formal dividend arrangements.
Income splitting: While the introduction of the TOSI rules reduced many
income splitting opportunities, if your business is incorporated, there are
still situations in which dividends can be paid to certain family members
to effectively income split. This strategy offers greater flexibility to an
incorporated business since the dividends paid can vary from year-to-year,
as can the recipients receiving them.
You must first set up your incorporated business to include your spouse and/or
children as shareholders. Note, this doesn’t have to be done at inception of the
corporation, with proper tax planning strategies and the help of a lawyer, you
can amend shareholders throughout the year.
Note: Shareholders do not have to be employees to receive dividends. But employees can be
shareholders and receive both a salary and dividends through the business.
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IS INCORPORATING WORTH IT? CONTINUED
Annual return
An annual return is not your income tax return and is separate from any filing
obligations you may have with the CRA.
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IS INCORPORATING WORTH IT? CONTINUED
Minute Books
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FOUR STEPS TO INCORPORATING
YOUR BUSINESS
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FOUR STEPS TO INCORPORATING YOUR BUSINESS CONTINUED
2 A board of directors:
You also need to decide who will be on your incorporated business’s
board of directors. There are some required eligibility criteria so make
sure they qualify before registering them as such.
Generally, a director must:
• be at least 18 years old
• not have been declared incapable under the laws of a Canadian
province or territory, or by a court in a jurisdiction outside Canada
• be an individual (a corporation cannot be a director)
• not be in bankrupt status
You must also disclose each director’s first name, last name, address,
and indicate whether they are a resident Canadian. Typically, at least
25 per cent of the directors of a corporation must be resident Canadians.
If a corporation has fewer than four directors, however, at least one of
them must be a resident Canadian.
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FOUR STEPS TO INCORPORATING YOUR BUSINESS CONTINUED
Payment Deadlines
If your business has a balance that it needs to pay, you have until 2 months
after the end of your tax year to pay it off (2 months after your fiscal year-
end). There are some exceptions to this rule. Canadian-controlled private
corporations with annual business income less than $500,000 may have up to
3 months rather than 2 if they meet the eligibility criteria.
Generally, corporations have to pay their taxes in instalments, either monthly
or quarterly.
Instalment payments are due on the last day of every complete month of your
tax year, or of every complete quarter if you are an eligible small CCPC.
There are exceptions to the instalment payment rule, speak to a tax specialist
for more information.
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PAYING YOURSELF FROM
YOUR CORPORATION
The method you use to pay yourself personally from your corporation has an
impact on many different things—and not just your personal income tax owing.
While dividends likely create the lowest personal tax liability, they don’t allow you
to create contribution room to RRSP, build up CPP, take advantage of childcare
credits and they may create issues with potential WCB claims. The form of your
personal compensation can affect what you receive from government programs
and credits as well as your ability to qualify for loans from lending institutions.
Let’s look at the differences below, and what each option could mean for you when
deciding how to structure your compensation.
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PAYING YOURSELF FROM YOUR CORPORATION CONTINUED
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SHAREHOLDER LOANS
Have you heard of a shareholder loan and wondered what it is and how it works?
Keep reading and learn more about it here.
As Canadian interest rates continue to soar, the idea of taking out a loan from your
corporation at no or low interest may be increasingly appealing.
But, before you start using a shareholder loan account, it’s important that you
understand the associated tax implications. While shareholder loans may initially
look attractive to many small business owners, they may not be a good fit for your
individual situation.
If you’re considering taking out a shareholder loan, here is what you need to know
before you make that decision.
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SHAREHOLDER LOANS CONTINUED
Due to Shareholder
If you pay for company expenses using personal funds or loan money to the
company, this is considered an owner contribution and is reflected on the balance
sheet as a debt owed (liability) by the company; the company will need to pay the
owner back at some point.
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SHAREHOLDER LOANS CONTINUED
In Canada, capital gains tax applies to the profit earned from the sale or disposition of
certain capital assets, such as real estate, stocks, and business assets.
Corporations are subject to specific rules and rates when it comes to capital gains
taxation, which can have significant implications for their tax planning strategies. Here,
we'll explore the basics of capital gains tax for Canadian corporations, including Lifetime
Capital Gains Exemption (LCGE) and capital gains inclusion rates.
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CAPITAL GAINS TAX CONTINUED
Capital gains tax is an important consideration for corporations engaged in the sale
or disposition of capital assets.
Please consult with a tax specialist to help you understand the rules and
opportunities surrounding capital gains taxation, including the LCGE and capital
gains inclusion rates. An advisor specializing in corporate tax planning can help
you make informed decisions and optimize your tax outcomes.
*Canada's Federal Budget was released April 16, 2024. While tax rates remain unchanged, there were some
proposed changes to capital gains taxes for incorporated businesses. Please read our Federal Budget 2024 Highlights
blog for more information.
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DO YOU KNOW WHICH TAX
DEDUCTIONS AND CREDITS
APPLY TO YOU?
We’ve compiled a list of tax deductions and credits that may help lower your tax bill.
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DO YOU KNOW WHICH TAX DEDUCTIONS AND CREDITS APPLY TO YOU? CONTINUED
Charitable Donations
Charitable donations made by corporations can be eligible for tax credits, which can help
reduce the corporation's tax liability. There are several key points to keep in mind:
• The tax credit is calculated based on the total amount of eligible donations made to
registered charities or qualified donees, with rates varying depending on the
donation amount.
• There are limits on the amount of donations that can be claimed in a tax year,
generally capped at 75% of the corporation's net income.
• Excess donations can be carried forward for up to five years or, in some cases,
carried back to previous tax years.
• Proper documentation of donations, including receipts or acknowledgment letters, is
essential to support claims for tax credits.
• It's important to be aware of any provincial tax credits that may apply, as rates and
rules can differ across jurisdictions.
It's essential to understand the eligibility criteria, limits, and documentation requirements
associated with claiming tax credits for charitable donations to ensure compliance with tax
laws and regulations. Consulting with a tax specialist can provide personalized guidance
based on the corporation's specific circumstances.
Keep track of GST/HST paid on eligible business expenses so that you can claim
them on your GST/HST return. Be sure to keep your receipts should you be
required to back up your claims.
The following expenses are NOT eligible for the input tax credit:
• certain capital property
• taxable supplies of property and services bought or imported to make
exempt supplies of property and services
• membership fees or dues to any club whose main purpose is to provide
recreation, dining, or sporting facilities (including fitness clubs, golf clubs,
and hunting and fishing clubs), unless you acquire the memberships to resell
in the course of your business
• property or services you bought or imported for your personal consumption,
use, or enjoyment
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Additional Corporate Tax Credits and
Special Accounts
Tax deductions are allowable expenses that reduce your taxable income
whereas a tax credit is a percentage of an expense that directly reduces the
amount of tax you must pay to the CRA.
Tax Deductions
Advertising
You can deduct expenses for online advertising, advertising on Canadian radio
and television stations and Canadian newspapers and magazines, as well as
promotional materials like business cards and pamphlets.
Sponsorship of local sports teams, and other branded charitable donations, can
be claimed as advertising if the materials include your branding and logo, which
could potentially increase awareness of your business.
Bad Debts
If you are owed money from a client but are unable to collect it within a year, you
may be able to claim it. You can generally deduct an amount for a bad debt if:
• you had determined that an account receivable is a bad debt in the year
• you had already included the receivable in income
Note: Recovery of bad debts previously written off must be included in income in the year it
was recovered.
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DO YOU KNOW WHICH TAX DEDUCTIONS AND CREDITS APPLY TO YOU? CONTINUED
You may be able to deduct certain fees you incur when you get a loan to buy or
improve your business property. These fees include:
• application, appraisal, processing, and insurance fees
• loan guarantee fees
• loan brokerage and finder’s fees
• legal fees related to financing
Typically, costs associated with financing are deducted over a period of five years,
regardless of the term of your loan. Talk to a tax specialist for more information.
Insurance Premiums
You can deduct insurance premiums you pay for insurance on buildings,
machinery, and equipment you use for your business.
Office Expenses
This includes small items like pens, pencils, paper clips and stationery. You
can’t claim items valued at over $500 such as furniture or computer equipment,
which would qualify as capital items.
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DO YOU KNOW WHICH TAX DEDUCTIONS AND CREDITS APPLY TO YOU? CONTINUED
Rent
You can deduct rent incurred for property used in your business.
Travel Expenses
You can deduct travel expenses, including transportation fares and hotel
accommodation.
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Claiming non-capital losses
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Tax Preparation Checklist for Incorporated Businesses
The following two pages are a summary of the documents you need to file your tax return
along with a list of business deductions you can use to lower your tax bill. Bring the documents
below to your FBC tax specialist so they can create a tax plan customized to your business and
personal situation.
BUSINESS RECORDS
Deposit slips
Bank statements
Income records
Sales invoices
Receipts
Bank deposit slips
Fee statements
Contracts
If you have employees
T4: Summary of Remuneration Paid
T4A: Summary of pension, retirement, annuity and other income
If you make payments to subcontractors
T5018: Statement of Contract Payments
Shareholder transactions and dividends
Receipts on any capital purchases or sales
Worker’s compensation payments or benefits
Instalments made for income tax, GST/HST/PST and payroll
Payroll, source deductions and taxable benefits for employees
Previous tax year slips and receipts
T1 Personal tax return, Notice of Assessment and any other CRA correspondence
T2 Return, Notice of Assessment and any other CRA correspondence
Investment information
T3 slips
T5 slips
Minute Book for updating and filing
Annual Return for updating and filing
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TAX PREPARATION CHECKLIST FOR INCORPORATED BUSINESSES CONTINUED
BUSINESS DEDUCTIONS
Advertising
Bad debts
Business taxes, licenses and memberships
Charitable Donations
Delivery, Freight and Express costs
Fines and Penalties
Fuel Costs
Interest and bank charges
Insurance premiums
Legal and accounting fees
Meals and entertainment
Capital Cost Allowance (Depreciation Expense)
Office expenses
Office stationary and supplies
Rent for property used in your business
Property taxes if not included in base rent on property used for business
Repairs and maintenance
Salaries, wages and benefits incurred by you as an employer
Travel expenses
Mileage logbook and deductions for personal use of car
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