Who this is for
- Owners forming a limited company under the BC Business Corporations Act
- New BC companies setting up their annual report and tax accounts
Not covered here
- Choosing federal or BC incorporation, and extraprovincial registration in detail
- Designing share classes or family ownership
- Unlimited liability, benefit and community contribution company rules beyond their fees and filing route
What are the steps to incorporate in BC?
A BC company is formed in five steps: settle the name, prepare articles, sign an incorporation agreement, file the incorporation application with BC Registries, and keep the documents that come back. A limited company costs $350 to file, plus $30 if it uses a word name (BC Registries).
| Step | What happens | Government fee |
|---|---|---|
| 1. Name | Name Request for a word name, or the incorporation number as the name | $30 or none |
| 2. Articles | The company's rules; the government's sample (Table 1) can be adopted | None |
| 3. Incorporation agreement | Each incorporator signs and takes shares; kept, not filed | None |
| 4. File | Incorporation application with the notice of articles, online | $350 ($1,000 for an unlimited liability company) |
| 5. Records | Certificate, notice of articles, incorporation number and business number | None |
The registry filing is mostly forms and fixed fees. A case needs professional judgment when a running sole proprietorship moves its assets and contracts in, when a founder lives outside Canada, when family members will hold shares, or when the first T2 and GST/HST dates have to be set. The share classes and who takes which shares go into the articles and the incorporation agreement at filing, so decide them before you file.
Gather before filing: up to three name choices (or the decision to be numbered), each director's full name and address, written consent from any first director who will not sign the articles, the share classes and who takes how many shares, and a BC street address (not a post office box) for the registered office and the records office.
Do I need a Name Request, or can I incorporate a numbered company in BC?
A word name needs an approved Name Request first; a numbered company needs no request and no fee. The registry assigns the next incorporation number when the application is filed, giving a name such as "0123456 B.C. Ltd." (name approval).
| Name Request detail | Rule |
|---|---|
| Fee | $30, for up to three choices ranked in order |
| Standard processing | About 7 to 14 days |
| Priority service | $100 on top of the request fee. BC's name page says a decision in 1 to 2 business days; its fee page says 5, so check current times before paying |
| Reservation | 56 days from approval |
| Corporate ending | Limited, Ltd., Incorporated, Inc., Corporation or Corp. as the last word |
The common trap is the reservation lapsing. If the company is not incorporated within 56 days, the name returns to the pool, anyone can take it, and a new request and fee are needed. The registrar may extend a reservation on a request made before it expires (Business Corporations Act, s. 22). A name already registered for a sole proprietorship or partnership is not protected and is not guaranteed for the company, which still needs its own Name Request (name approval). For choosing between a word name and a number, see named or numbered company.
What are the articles and the incorporation agreement, and which ones are filed?
Neither is filed. The registry receives only the incorporation application, which contains the notice of articles; the articles and the incorporation agreement stay in the company's records (Business Corporations Act, ss. 10 and 42).
- Articles set the rules for the company, its shareholders, directors and officers. A company may adopt the government's Table 1 articles, with or without changes. Each incorporator signs the first articles. If none of the incorporators signs a set of articles, Table 1 applies by default (ss. 12 and 16).
- The incorporation agreement records each incorporator's agreement to take one or more shares. It shows each incorporator's signature, full name, signing date and the number of shares of each class taken (s. 10(2)). The registry page notes a bank may ask to see it.
- The notice of articles is the public summary filed with the application: the company name, each director's name and address, both office addresses and the authorized share structure (s. 11).
The person who submits the application (the completing party) must check that both documents are signed and then deliver the originals to the records office (s. 15). Which share classes the articles should create is covered in share classes when you incorporate.
Who are the first directors and shareholders, and what addresses does a BC company need?
A BC company needs at least one director, and its incorporators usually become its first shareholders and directors. A public company needs at least three directors (Business Corporations Act, s. 120).
- Directors must be individuals. Section 124 bars anyone under 18, an undischarged bankrupt, a person found incapable of managing their own affairs, and, for a period, some people convicted of fraud or of offences in running a business. Canadian residency is not on that list, but where the shareholders live can change the company's tax, including whether it gets the small business rate; see incorporating as a newcomer or non-resident.
- Registered office and records office must both be in BC, and they may be the same place. Each has a mailing address and a delivery address. The delivery address must be a place in BC where records can be delivered during business hours, not a post office box (ss. 1, 11 and 34), so a founder outside BC needs a BC address that meets this test.
- Records office generally holds the certificate, articles, register of directors, directors' consents, minutes and resolutions, and the central securities register (s. 42). See minute book for a new corporation.
- Transparency register: a private company must keep a register of its significant individuals, generally anyone holding or controlling 25% or more of the shares or votes, or able to elect a majority of the directors (ss. 119.11 and 119.2). It is kept, not filed.
How do I incorporate in BC online: Corporate Online or the BC Business Registry?
Most companies file in Corporate Online. The newer BC Business Registry suits a company that expects, for its first 6 months, to make no filings other than annual reports, address changes, director name or address changes and basic alterations. Benefit companies file in the BC Business Registry (BC Registries).
| Route | Who uses it | Fee |
|---|---|---|
| Corporate Online | Most limited companies and unlimited liability companies | $350; $1,000 for an unlimited liability company |
| BC Business Registry | Benefit companies, and companies with only the simple changes above | $350 |
| Paper forms | Anyone who cannot file online, through a law firm or registry agent | Government fee plus the agent's own fee |
A company is incorporated on the date and time the application is filed, or on a later date the application specifies (s. 13). Incorporation is not a business licence: the local government where the company operates handles that separately (BC Registries).
What do I get back after incorporating in BC?
After processing, BC Registries sends the original Certificate of Incorporation, a certified copy of the incorporation application, a certified copy of the notice of articles, and a cover sheet with the incorporation number and the business number (BC Registries).
Keep all four with the company's records. Later filings ask for the incorporation number. Because the company was incorporated in BC, the CRA assigns its business number and corporation income tax (RC) program account automatically (CRA). The company must show its name on invoices, contracts, cheques and at each place it does business in BC (s. 27).
What does it cost to incorporate in BC?
BC Registries charges $350 to incorporate a numbered limited company, or $380 with a Name Request, and no GST on its fees (fee schedule).
| Cost | Numbered company | Named company |
|---|---|---|
| Name Request | None | $30 |
| Priority name service (optional) | None | $100 more |
| Incorporation application | $350 | $350 |
| First annual report, after the first anniversary | $43.39 plus a $1.50 service fee | $43.39 plus a $1.50 service fee |
A lawyer, notary or online service is optional and adds its own fee. The larger running costs are the yearly T2, books and any payroll, which do not appear on the registry's schedule. See cost to incorporate in Canada and incorporate yourself or use a lawyer.
When is the BC annual report due, and what does it cost?
A BC company files an annual report within 2 months after each anniversary of the company's incorporation, for $43.39 plus a $1.50 online service fee (BC filing guide; Business Corporations Act, s. 51; BC Registries). The date follows the incorporation anniversary, not the company's tax year-end.
- Access: filing needs an access code or the company password. The access code is printed on the annual report reminder.
- Reminders: request a yearly reminder email in Corporate Online. Benefit companies get reminders automatically at the registered office email.
- Not filed: financial statements and meeting minutes stay with the company's records.
- Same window: the transparency register's yearly review falls in the same two months after the anniversary (s. 119.3).
- If missed: the registrar may dissolve a company that fails to file its annual report in each of two consecutive years (s. 422(1)(a)).
The annual report is a registry filing, not a tax return; the T2 goes to the CRA separately. For missed years and restoring a dissolved company, see the corporate annual return guide.
Which tax accounts does a new BC company need?
The business number and corporation income tax account arrive with incorporation. GST/HST, BC PST and payroll accounts are separate registrations, each triggered by what the company does.
| Account | Who handles it | When it is needed |
|---|---|---|
| Business number and corporation income tax (RC) | CRA, assigned automatically | From incorporation |
| GST/HST (RT) | CRA | Once the company is not a small supplier, generally above $30,000 of taxable sales (CRA), or earlier by choice |
| BC PST | Province of BC | If it sells or leases taxable goods, provides software, or provides taxable services such as repairs in BC |
| Payroll (RP) | CRA | If it pays salary or wages, including to the owner |
- PST is a provincial registration, separate from GST/HST, at a general rate of 7% (PST). Some wholesalers do not have to register, nor do small sellers: no established business premises and $10,000 or less of retail sales in both the previous and the next 12 months (Bulletin PST 003). A business that must register but does not is still responsible for collecting and remitting PST (register to collect PST).
- GST/HST timing and the small-supplier test are covered in when to register for GST/HST; program accounts and fixes are in after you incorporate.
- Directors' own liability: directors are liable with the company for payroll deductions and GST/HST it fails to remit, and for BC PST it fails to collect or remit, unless they took the care a reasonably prudent person would have to prevent the failure. Federal claims must start within two years after a director leaves the board (Income Tax Act, s. 227.1; Excise Tax Act, s. 323; Provincial Sales Tax Act, s. 207).
- Income tax: the CRA administers BC corporate tax, so one T2 covers federal and BC tax (CRA). A Canadian-controlled private corporation's active business income may qualify for BC's small business rate of 2%, up to the business limit (BC rates); how corporations are taxed covers who qualifies and what shrinks the limit. The T2 is due six months after each tax year-end (CRA). For the first year's length and due date, see first corporate tax year.
What if my BC company does business in other provinces?
A BC company that carries on business in another province registers there as an extraprovincial company (BC Registries). See federal or provincial incorporation for each province's filing.
Example
These examples are illustrative and use Canadian dollars.
A numbered company for a Vancouver web developer
A web developer incorporates "0123456 B.C. Ltd." in the BC Business Registry. There is no Name Request, so the only filing fee is C$350. The cover sheet shows the incorporation number and the business number. Within two months after each incorporation anniversary, the company files an annual report for C$43.39 plus a C$1.50 service fee. The registry total by the end of the first annual report is C$394.89.
A named café in Kelowna
A café owner pays C$30 for a Name Request (or adds C$100 for priority service) and gets approval. The company incorporates for C$350 within 56 days of approval, before the reservation lapses. Its registry total by the end of the first annual report is C$424.89 (C$30 + C$350 + C$43.39 + C$1.50). Its meals and coffee are exempt from PST, but it also sells soda, which is taxable, so it registers for BC PST. It registers for GST/HST once it is no longer a small supplier, or earlier by choice.
A December 31 year-end company
A company incorporated on May 1 picks a December 31 year-end. Its T2 covers federal and BC tax and is due June 30 of the following year. Starting the year after incorporation, its annual report is due within two months after each May 1 anniversary, following the anniversary rather than the year-end.
Different for you?
- You are moving a running sole proprietorship into the company: moving assets in is a sale at market value unless you and the company jointly elect under section 85 (Form T2057) by the earliest income tax return filing deadline of either party for the transfer year. Follow the sole proprietor to corporation checklist and get business formation help before transferring assets.
- A founder or director lives outside Canada: see incorporating in Canada from abroad (from mainland China, a Canadian company for a China-resident founder), and get business formation help before filing.
- The first T2 is coming up: check first corporate tax year and get corporate tax help.
- Annual reports were missed or the company was dissolved: see the corporate annual return guide, and get corporate tax help if T2s or books were missed too.
- Family members will hold shares: read share classes when you incorporate before signing the articles.
- You only need to register a sole proprietorship: see registering a business in British Columbia.
- You are weighing federal incorporation instead: compare federal or provincial incorporation.
Figures on this page
| Figure | Value | Source |
|---|---|---|
| BC Name Request fee to request and reserve a business name Standard service; up to three name choices considered in order. Not needed when the incorporation number is used as the name | $30 | British Columbia: Request approval for a business name Checked |
| BC Registry fee to incorporate a B.C. limited company Basic filing fee, before any Name Request fee | $350 | British Columbia: Incorporated companies Checked |
| BC company annual report filing window Business Corporations Act, s. 51; the anniversary of amalgamation, extraprovincial registration or continuation applies where relevant | Within 2 months after each anniversary of the company's incorporation | BC Laws: Business Corporations Act, s. 51 Checked |
| BC Registry fee to incorporate a B.C. unlimited liability company Basic filing fee, before any Name Request fee | $1,000 | British Columbia: Incorporated companies Checked |
| BC Registry priority service fee for a Name Request For a name decision in 1 to 2 business days; the registry's fee page lists priority service as this fee plus the filing fee | $100 | British Columbia: Forms, fees and information packages (corporate registry) Checked |
| BC approved name reservation period Counted from approval; incorporate before it expires or submit a new Name Request (Business Corporations Act, s. 22) | 56 days | British Columbia: Request approval for a business name Checked |
| BC transparency register: share of issued shares or votes that makes an individual a significant individual Private companies; registered, beneficial or indirect interests count, and control over electing a majority of directors also qualifies (Business Corporations Act, s. 119.11) | 25% | BC Laws: Business Corporations Act, s. 119.11 Checked |
| BC Registry total to incorporate a named B.C. limited company Basic incorporation fee plus the name approval fee, as totalled on the registry fee schedule; excludes priority service | $380 | British Columbia: Forms, fees and information packages (corporate registry) Checked |
| BC company annual report filing fee Per annual report filed with BC Registries | $43.39 | British Columbia: Incorporated companies Checked |
| BC service fee added to an annual report filing Named as a BC OnLine service fee in INFO 36 COM (July 2023); BC's How to file an annual report guide for the BC Business Registry (May 26, 2026, https://www2.gov.bc.ca/assets/gov/employment-business-and-economic-development/business-management/permits-licences-and-registration/registries-other-assets/how_to_file_an_annual_report.pdf) shows a $44.89 total, which equals the $43.39 filing fee plus this fee | $1.50 | British Columbia: Maintaining your B.C. company (INFO 36 COM) Checked |
| GST/HST small supplier threshold Worldwide taxable sales, including zero-rated supplies, with associates, in one calendar quarter or over the last four consecutive calendar quarters; excludes financial services, sales of capital property and goodwill | $30,000 | CRA: When to register for and start charging the GST/HST Checked |
| British Columbia PST general rate | 7% | British Columbia: Provincial sales tax (PST) Checked |
| BC PST small seller gross retail sales limit Previous 12 months and estimated next 12 months; includes taxable and exempt eligible retail sales outside BC and Canada; all other conditions must also be met | $10,000 | BC: Bulletin PST 003, Small Sellers Checked |
| Federal director liability limit after leaving office Income Tax Act subsection 227.1(4) limits when recovery proceedings may begin; Excise Tax Act subsection 323(5) limits when a GST/HST director assessment may be made. Both run from when the person last ceased to be a director. | Two years | Income Tax Act, subsection 227.1(4) Checked |
| British Columbia small business corporate income tax rate Applies to qualifying CCPC active business income allocated to British Columbia | 2% Tax year 2026 | British Columbia: Corporate income tax rates and business limits Checked |
| Canadian corporation income tax return filing period After the corporation's taxation year end under paragraph 150(1)(a) | Six months | Income Tax Act, paragraph 150(1)(a) Checked |
| Federal section 85 rollover election deadline The proprietor and corporation jointly elect on Form T2057 under Income Tax Act subsections 85(1) and 85(6) | The earliest income tax return filing deadline of either party for the transfer year | Income Tax Act: subsection 85(6) Checked |
Primary sources
- British Columbia: Incorporated companies
- British Columbia: Request approval for a business name
- British Columbia: Forms, fees and information packages (corporate registry)
- BC Laws: Business Corporations Act, SBC 2002, c. 57
- British Columbia: Register to collect PST
- British Columbia: Provincial sales tax (PST)
- British Columbia: PST for food and beverage service providers
- British Columbia: Corporate income tax rates and business limits
- CRA: Corporation income tax program account
- CRA: When to register for and start charging the GST/HST
- CRA: Provincial and territorial corporation tax
- CRA: When to file your corporation income tax return
- British Columbia: How to file an annual report (BC Business Registry)
- British Columbia: Maintaining your B.C. company (INFO 36 COM)
- British Columbia: Bulletin PST 003, Small Sellers
- Justice Laws: Income Tax Act, section 227.1
- Justice Laws: Excise Tax Act, section 323
- BC Laws: Provincial Sales Tax Act, s. 207
- Justice Laws: Income Tax Act, section 85
About this guide
Published by Cloud Accounting under standing professional approval. This version has no separately recorded personal review. It explains general rules for the tax year shown. It is not advice for your situation.
Changes
- : First published.