How to Incorporate in Ontario: Steps, Timeline and Cost

By Karim Eshqoor, BBA, LLB, LLM · Barrister & Solicitor (LSO #83032R) · Barbarian Law® · October 2026

What are the steps to incorporate in Ontario?

There are six. The first three are decisions, and they matter more than the filing.

1. Decide who owns it and who runs it. Shareholders own the company; directors manage it. A private Ontario corporation needs at least one director, and a director has to be 18 or older. Two equal owners should read about 50/50 deadlock before they file.
2. Pick a numbered or a named company. A named company needs a NUANS search first.
3. Set the share structure. The classes of shares and their rights go into the articles, so changing them later means filing articles of amendment.
4. File the articles of incorporation. This is done online through the Ontario Business Registry. The articles set out the name, the registered office, the first directors and the share classes, and a private company’s articles usually restrict share transfers.
5. Organize the company. The directors pass the first by-law and appoint officers, the shares are issued, and each step is recorded in a resolution.
6. Set up the minute book. The Act requires certain records and registers from the start (see below).

Still deciding whether to incorporate at all? Start with sole proprietorship vs. incorporation in Ontario.

Numbered or named company?

A numbered company takes the corporation number the government assigns, followed by “Ontario” and a legal ending, so it reads like “[number] Ontario Inc.” There’s no name to search, which makes it the quicker option. Holding companies are often numbered, and so are businesses that plan to trade under a different name. If a numbered company does business under another name, that name has to be registered under the Business Names Act.

A named company carries the name you choose. Under the Business Corporations Act, the name has to include a legal element: Limited, Incorporated or Corporation, or the short forms Ltd., Inc. or Corp. You can start numbered and add a name later by amending the articles.

What is a NUANS report?

NUANS is the federal name-search system owned by Innovation, Science and Economic Development Canada. A named Ontario corporation can’t be incorporated without an Ontario-biased NUANS report on the proposed name, dated no more than 90 days before the articles are submitted (O. Reg. 398/21). The report lists existing corporate names, business names and trademarks that are similar to yours.

Treat it as a screening step. A name can get through NUANS and still collide with someone else’s trademark, so if the name is going to carry a brand, search the trademark register as well.

What happens after the articles are filed?

The certificate of incorporation creates the company. It doesn’t organize it. The Business Corporations Act requires an Ontario corporation to keep these records at its registered office, or at another place in Ontario the directors choose:

• the articles, the by-laws and any unanimous shareholder agreement;
• minutes and resolutions of the shareholders and the directors;
• a register of directors;
• a securities register showing who holds which shares;
• a register of the corporation’s ownership interests in Ontario land;
• a register of individuals with significant control: anyone who holds or controls 25% or more of the votes or of the shares’ value, or who controls the company in fact.

Online self-incorporations usually stop at the certificate. There are no by-laws, no organizing resolutions, no issued shares and no minute book, so on paper nobody owns the company yet. That tends to come up at a bad moment, when a bank, a landlord or a buyer asks to see the minute book. A company in that position can still be organized after the fact; our guide to shareholder agreements and minute books covers what has to be there.

How long does it take to incorporate in Ontario?

The government side is quick. Online filings through the Ontario Business Registry are processed right away, and a NUANS report can be ordered the same day. The time goes into the decisions only you can make: who owns the shares, who sits on the board, and how the shares are split. Once those answers are in, an incorporation usually takes about a week.

How much does it cost to incorporate in Ontario?

The government charges $300 to file articles online, and that fee is already inside both prices. For a named company, the NUANS search is charged as a disbursement. The flat fee covers filing the articles, the by-laws, issuing the shares and the share certificates, the organizing resolutions of the directors and shareholders, the registers and ledgers (directors, officers, shareholders, share transfers and Ontario land interests), a certificate of incumbency, and a physical minute book. There’s no deposit; you’re invoiced after the work is delivered. Federal incorporations, and anything outside a standard setup, are quoted against a written estimate. See corporate law at Barbarian Law® for the rest of the corporate work.

Ontario or federal incorporation?

For a business that operates in Ontario, an Ontario corporation is simpler and cheaper to maintain. A federal corporation protects its name across Canada, but it still has to register in each province where it carries on business, and each registration brings its own filings. If you expect to expand into other provinces soon, settle this before anything is filed, because moving a corporation to another jurisdiction later is a separate transaction.

What does an Ontario corporation file each year?

An annual return, filed through the Ontario Business Registry within six months of the company’s fiscal year-end. There’s no government fee for it. Changes to the directors, officers or registered office have to be reported within 15 days. Inside the company, the shareholders and directors pass annual resolutions, and the registers are updated whenever shares change hands.

Registering the company with the CRA, and its tax filings, are for you and your accountant. We’re not accountants and don’t give tax advice, so this article stays on the legal side.

Frequently asked questions

Where Art Meets Corporate Interest.

This article is general information about Ontario law, not legal advice, and reading it does not create a lawyer-client relationship. Every situation is different; speak with a lawyer about yours.