Canada

Canada - Extra Provincial Corporation/Other jurisdictions

Canada is a state with a relatively rigid tax system. Regular Canadian companies pay taxes on all their incomes, regardless of where they are received and, therefore, do not have the characteristics that make them tax-free or offshore.
 
Considering these points Canada among entrepreneurs and official bodies has a well-established image of a country with a standard tax system. Therefore, any company established in Canada is highly prestigious and in no way bears the stigma of the tax-free structure.

At the same time, Canadian law provides the actual ability to create tax-free institutions in this jurisdiction. Local laws of some provinces allow companies from other, including non-tax, countries to be registered under Canadian jurisdiction. Structures created in this way in Canada are called "Extra-Provincial Corporation", or abbreviated EPC. If the EPC does not have a source of income in Canada, and if EPC is not managed or controlled from the territory of Canada, then the EPC operates in a tax-free mode. Accordingly, the registration of an EPC company in Canada actually implies the registration of two structures at once: the head company (usually from classical tax-free jurisdiction) and the EPC itself in Canada.

  • Basic information about jurisdiction

    Area – 9.922.385 sq. кm
    Population – 33.900.000
    Government – federation
    Capital – Ottawa
    Official language – english, french
    Official currency – canadian dollar (CAD)
    Time zone – GMT-4 – GMT-8

  • Company type

    Extra Provincial Corporation (EPC)

  • Directors of the company

    Amount: at least two
    Status: individuals only
    Residents: residents of any country
    Information about directors: only in the register of enterprises of the respective province
    Nominee directors: allowed

  • Shareholders of the company

    Quantity: at least one
    Status: natural or legal persons
    Residents: residents of any country
    Information about shareholders: stored in the office of the company itself
    Nominee shareholders: allowed

  • Secretary Company

    Amount: at least one
    Status: natural or legal persons
    Residents: residents of any country are possible
    Information about secretary: stored in the office of the company itself.
    Nominee secretary: allowed

  • Authorized capital of the company

    The capital of the EPC company is identical to the capital of the parent company.
    There are no requirements for payment of this capital or part thereof. 

  • Company name

    Must end with the words' 'Incorporated' ',' 'Corporation' ',' 'Limited' 'or the abbreviations'' Inc. '', '' Corp. '', '' Ltd. '' '. Registration of names containing the words '' Bank '', '' Insurance '', '' Trust '', etc., is not allowed.

  • Information about the real owner of the company

    Information about the real owner is submitted only to the registered agent and is confidential.

  • Annual Return

    An annual report is submitted every 12 months after registration.

  • Financial Statement

    There are no requirements for submitting a financial statement.

  • Taxation

    Taxation Extra Provincial Corporation, if the company does not receive income in Canada - 0%. 

  • Double tax treaties

    Since EPC companies are not residents (taxpayers) of Canada, they are not subject to interstate treaties concluded by Canada.
     

  • The term of registration of a new company

    15-20 business days; The term of receipt of the full package of documents is 6-7 weeks.

  • Acceptance of third-party companies for service FIVECONSULT

    Only in consultation with the previous servicing agent in Canada.

  • A set of constituent documents of the company

    А) constituent documents of the head company in Gibraltar:
     
    1) registration certificate (Certificate of Incorporation);
    2) initial protocol on the establishment of the company (Pre - Incorporation Memorandum of Association), signed by the company's first founders (Subscribers);
    3) articles of association / Memorandum and Articles of Association, signed by the company's first founders (Subscribers);
    4) minutes of the meeting of the first directors (Minutes of First Meeting of Directors) with the decision on the legal address of the company and issuance of share certificates;
    5) protocol on the appointment of nominee directors ditch and nominee shareholders (Written Resolution of directors);
    6) general power of attorney (General Power of Attorney) - ordered for a specific person after the company’s acquisition;
    7) confirmation of nominee directors the transfer of the company to its real owner (Nominee director and secretary declaration);
    8) Resignation letters of nominee directors, signed, but without a date;
    9) share certificates (Share Certificates) signed by nominee directors;
    10) metal relief printing.
     
    B) constituent documents directly Canadian company EPC:
     
    1) registration certificate (Certificate of Registration) issued by the register of the relevant Canadian province;
    2) initial company creation protocol (Minutes of pre-registration meeting of officers);
    3) the Articles of Association containing all the main points about the company's activities;
    4) meeting protocol (Written Resolution of the board of directors) on the appointment of the director, secretary and legal address of the company;
    5) general power of attorney (General Power of Attorney) - is ordered for a specific person after the company's acquisition;
    6) under the belief of nominee directors of the transfer of the company to its real owner (Nominee director and secretary declaration);
    7) Resignation letters of nominee directors, signed, but without a date;
    8) metal relief printing.

  • "Ready-made" companies

    Purchase “ready-made”   companies is possible.
  • FIVECONSULT comment:
    Registering your company in Canada is a solid and prestigious choice. No supervising institution or business partner, even at a subjective level, will allow itself to be reproached by a Canadian company for its '' offshoreness ''.

    To create an EPC as the parent (foreign) company is preferable to use the structure of the standard tax-free jurisdictions - Bahamas, Gibraltar, etc .; in this case, it is not recommended to use a US company.
    Theoretically, you can use an already existing tax-free client company to create an EPC - however, it should be noted that in this case the company’s documents may have to be modified to match regulations established by Canadian law.

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