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5 Legal Steps to Incorporating Your Business in Manitoba
Author: 
Philippe Richer
October 16, 2024
Three business professionals in formal attire discussing documents on a clipboard in a bright office setting with large windows in the background.

Thinking about incorporating your Manitoba business? It's a smart move that can offer tax advantages, asset protection, and increased credibility. Here's a straightforward guide to the legal steps you'll need to take:

1. Choose Your Business Name

  • Conduct a name search to ensure your desired name is available.
  • Your name must end with a legal element like "Corporation," "Limited," or "Inc."
  • Reserve your name with the Companies Office to prevent others from using it.

2. Prepare and File Your Articles of Incorporation

This document outlines your company's structure and purpose. You'll need to specify:

  • Your registered office address in Manitoba
  • The number and types of shares your corporation can issue (this is where many business owners go wrong by only issuing common shares). To maximize flexibility and tax savings, we recommend allowing for multiple types of shares, such as voting and non-voting common shares, as well as preference shares. This structure allows for more advanced strategies, like issuing different dividend amounts to shareholders—potentially saving you thousands in taxes.
  • Any restrictions on share transfers
  • Number of directors

3. Set Up Your Corporate Structure

  • Appoint your initial board of directors.
  • Create corporate bylaws that outline how your company will operate.
  • Issue shares to your initial shareholders.

4. Create Your Minute Book

This essential document contains:

  • Your articles of incorporation
  • Bylaws
  • Share certificates
  •  Minutes of director and shareholder meetings
  • Other important corporate records

5. Register for Taxes

  • Get your federal business number from the Canada Revenue Agency.
  • Register for GST/HST if your annual revenue exceeds $30,000.
  • Set up payroll accounts if you plan to have employees.

While you can incorporate online, the process can be complex. Many business owners find it valuable to work with a lawyer to ensure everything is done correctly. At TLR Law, we offer flat-fee incorporation services to make the process straightforward and affordable.

Remember, incorporation is just the beginning. You'll need to maintain your corporation by holding annual meetings, keeping records up to date, and filing annual returns.

Want to learn more about how incorporation could benefit your business? Give us a call. We're here to help Manitoba businesses thrive.

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