Canadian corporation
Encyclopedia
A Canadian corporation is a corporation
chartered under the laws of Canada
. Like its counterpart in many other common law
jurisdictions, a Canadian corporation is a legal entity separate and distinct from its shareholders or directors that holds rights and responsibilities similar to those held by individual Canadians. Notable exceptions are that corporations cannot vote, and corporations do not enjoy rights under the Canadian Charter of Rights and Freedoms
. A corporation can also be referred to as a 'company'.
(CBCA). The government agency
that is responsible for incorporating under that statute is Corporations Canada
. All of the Canadian provinces also have laws permitting (and governing) the incorporation of Provincial corporations. Often, the choice of whether to incorporate federally or provincially will be based on many business considerations, such as scope of business and the desire for application of particular rules which may be available under one corporate statute but not another.
In addition, Canada's federal statute, the Canadian Business Corporations Act, imposes strict requirements on directors. For example they must state any conflict of interest that may result from the conclusion of a contract with a third party, and if they do not respect this obligation any shareholder or interested person may ask for the annulment of the decision taken.
Corporation
A corporation is created under the laws of a state as a separate legal entity that has privileges and liabilities that are distinct from those of its members. There are many different forms of corporations, most of which are used to conduct business. Early corporations were established by charter...
chartered under the laws of Canada
Canada
Canada is a North American country consisting of ten provinces and three territories. Located in the northern part of the continent, it extends from the Atlantic Ocean in the east to the Pacific Ocean in the west, and northward into the Arctic Ocean...
. Like its counterpart in many other common law
Common law
Common law is law developed by judges through decisions of courts and similar tribunals rather than through legislative statutes or executive branch action...
jurisdictions, a Canadian corporation is a legal entity separate and distinct from its shareholders or directors that holds rights and responsibilities similar to those held by individual Canadians. Notable exceptions are that corporations cannot vote, and corporations do not enjoy rights under the Canadian Charter of Rights and Freedoms
Canadian Charter of Rights and Freedoms
The Canadian Charter of Rights and Freedoms is a bill of rights entrenched in the Constitution of Canada. It forms the first part of the Constitution Act, 1982...
. A corporation can also be referred to as a 'company'.
Overview
There are many laws regulating the incorporation and governance in Canada of business corporations. The main federal law is the Canada Business Corporations ActCanada Business Corporations Act
The Canada Business Corporations Act, also known as Bill C-44, is a Canadian act respecting Canadian business corporations.-External links:*...
(CBCA). The government agency
Government agency
A government or state agency is a permanent or semi-permanent organization in the machinery of government that is responsible for the oversight and administration of specific functions, such as an intelligence agency. There is a notable variety of agency types...
that is responsible for incorporating under that statute is Corporations Canada
Corporations Canada
Corporations Canada is the government agency of Industry Canada responsible for incorporation of Canadian businesses and "corporate laws governing federal companies, except for financial intermediaries".- Statutes :* Canada Business Corporations Act...
. All of the Canadian provinces also have laws permitting (and governing) the incorporation of Provincial corporations. Often, the choice of whether to incorporate federally or provincially will be based on many business considerations, such as scope of business and the desire for application of particular rules which may be available under one corporate statute but not another.
In addition, Canada's federal statute, the Canadian Business Corporations Act, imposes strict requirements on directors. For example they must state any conflict of interest that may result from the conclusion of a contract with a third party, and if they do not respect this obligation any shareholder or interested person may ask for the annulment of the decision taken.