Extra-provincial registration

Most of our Start-up Visa (SUV) companies are incorporated in the province of Nova Scotia. If you begin carrying on business in another province, that province requires you to register there as an extra-provincial corporation.

This process does not create a second company, and it does not move your incorporation. You remain one Nova Scotia corporation with the right to carry on business elsewhere.

Registrations are prepared and filed by our corporate law clerks in Toronto. Once we have everything below, the process is quick.

1. 01Exact legal name of the corporation as it appears on your incorporation documents, including "Inc." and any punctuation.
2. 02The head office address registered on file (not your day-to-day workspace).
3. 03Principal business activity. A one- or two-line plain-language description and a six-digit NAICS code (the lookup is linked under Resources below). If you've never filed corporate tax previously, you likely don't have a NAICS code on file yet - pick the closest match. If you don't provide one, the clerks will insert a placeholder, and you'll have to confirm it at the draft stage.
4. 04Email address of the corporation. This goes on the public filing. Check it character by character; we've had to correct a founder's address after the draft was already signed.
5. 05Name and title of the signing officer. This the individual who will sign the forms on the corporation's behalf. Give the full legal name.
6. 06Notarized copy of your incorporation documents (certificate and articles of incorporation).
7. 07Valid government ID of the signer (passport, PR card, or driver's licence).
8. 08Agent for service in the province. The agent must be an individual who resides in the province of registration. It can be a director, officer, or employee, and it can also be a trusted party with no formal role in the company. Most of our founders name themselves once they are living in the province.

Ontario also asks for one more thing: the date you commenced activity in Ontario. It can be any date from your incorporation date up to today. If you don't give us one, the clerks default to your incorporation date.

1. 01We send your information to the clerks.
2. 02They return a draft filing form plus an invoice, usually within a few business days.
3. 03You review the draft carefully and sign where indicated. Electronic signatures are accepted.
4. 04Payment is remitted (more info below).
5. 05Nothing is filed until both the signed form and payment are in hand.
6. 06The clerks file with the provincial ministry and send back written confirmation of the effective date.

Review the draft properly. It is far easier to correct a name, email, or NAICS code before filing than after.

Fees vary by province and can change over time. Currently they range between $200 and $400 CAD.

Payment options: If you would like the payment to be made from your escrowed investment capital, let us know and we will coordinate that with your designated entity. Otherwise you can pay by credit card through the clerks' secure portal, e-transfer, or cheque. If you pay by cheque, the payee name must be spelled exactly right - one of our founders had a cheque bounced by the bank over a misspelling, which cost about ten days.

1. 01Some provinces require name approval first. BC, for example, needs the corporate name cleared by the registry before the registration statement can be filed. Build in extra time.
2. 02Registration is not a business licence. A provincial extra-provincial registration does not satisfy a municipal business licence requirement. One founder needed a separate licence from his city on top of the BC registration. If a third party (a school board, a landlord, a bank) is asking for a "business licence", check which document they actually mean.
3. 03Register where you're actually operating. If your team and operations have moved provinces, you generally need to register there - waiting until you're "active enough" is a judgment call worth discussing with us first.
4. 04Continuance is a different animal. Moving your incorporation out of Nova Scotia into another jurisdiction (rather than registering to carry on business there) requires export from NS and import into the receiving province. Our usual clerks do not handle NS-to-Ontario continuance; that needs separate counsel. Talk to us before assuming which route you need - extra-provincial registration solves most founders' problem at a fraction of the cost.

Send the eight items above to your CI Ventures contact in a single email, with the documents and ID attached. We'll take it from there.