Canada: 您的加拿大公司是否正确注册?

在加拿大注册公司是一件复杂且容易出错的事情。如果注册发生失误,有可能会影响您的业务。您必须了解在联邦/省法令下成立公司的差别,以及何时需要额外省级注册。

在联邦法令下注册的公司,可以相同的名字在加拿大各地进行营运。该灵活度十分有用,特别是在公司决定要在其他省份或地区开展业务。但这并不代表公司可以在他们最初注册地区以外的任何其他省份或地区营运。如果他们是在省法令下注册,该名字只能在该省使用。

一家公司决定在加拿大特定省份或地区营运有很多原因。有些省份可能要求一名本地加拿大籍董事,但对于许多国际公司而言,他们可能在加拿大没有任何员工。因此,如要避开这项要求,该公司会选择在其他省份成立公司。然而,这也会对业务营运构成问题。

例如,在英属哥伦比亚成立的公司,无法在魁北克省营运。他们只能在英属哥伦比亚营运。要在其他省份或地区营运,公司必须额外在其他独立司法管辖区注册。

业务活动不断变化,您的公司必须具前瞻性,而且要有广阔的视野。如果您的公司有可能会签署合约、聘请员工或在其他省份进行销售,则正确的商业注册非常重要。

注册程序

针对在其他省份的额外注册,不同的省份或地区会有不同的程序。审批的成本和时间也各异,这增加了公司的复杂性。

举例而言,一家已在魁北克省法令下注册的公司,若还想要在其他省份注册,必须完成以下事项:

  1. 在魁北克使用的英文名称和法文名称必须获得批准;
  2. 呈交一份申请书,当中包含:公司类型、业务活动、以及任何魁北克员工名单;
  3. 呈交董事会和高级行政人员名单;
  4. 呈交股东名单;
  5. 在魁北克拥有本地地址或一名记录在案的律师。

另外,魁北克所有的注册表格均使用法文,又为公司增加了复杂性。资料存档需要2至3个工作日,成本为200加元。获批后,该公司将得到魁省公司序列号(NEQ)。

为了让公司保持合规,您每一年必须提交年度声明以更新注册。每一个省份的条例都不同,其中,魁北克针对迟交声明实施罚款。不符合额外省级注册的公司,将会面临个别部门/注册处的惩罚。

合伙贸易协议

如果您决定在英属哥伦比亚、阿尔伯塔(Alberta)和萨斯喀彻温(Saskatchewan)成立公司,该公司则隶属合伙贸易协议的范围内。该协议创造了一个"省际自由贸易区",在这三个省份成立的公司无需呈交多份报告和注册,但他们仍需要在每个省份都有一个本地地址。整体而言,这些公司的维护成本低,更具成本效益。

开设分行

比起在加拿大成立公司,有些跨国公司倾向在当地开设分行,但他们必须持有一个外国额外省级牌照。开设分行的要求与成立公司不同,除商业信息外,该公司必须呈交母公司的注册证书副本及公司信誉良好的证明的副本。这些文件必须翻译至英文,并且得到公证。外国公司开设分行的公司董事无需拥有加拿大籍或永久居民身份。

但是,该公司需要一名"服务代理",这名代理必须居住在安大略省,年满18岁或以上,或者拥有另一家安大略公司。

TMF Group

TMF加拿大办事处可以协助本地和外国公司在加拿大所有省份和地区成立及注册。我们的专家能协助您应对复杂的本地法律和条例,让您的公司保持合规。欢迎 联系我们的加拿大专家,了解我们如何协助您扩展业务。

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