Episode 93: Incorporating Your Company in Canada: 5 Questions That You Need To Consider

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When should you incorporate your business in Canada?

Are you confident that your business structure is optimized for growth, tax efficiency, and liability protection?

In today’s complex financial landscape, the decision to incorporate your business in Canada can be daunting. This episode of Canadian Wealth Secrets dives deep into the critical considerations you need to weigh before making that move. Kyle and Jon guide you through the potential benefits and pitfalls of incorporation, addressing key concerns like liability protection, tax implications, and long-term financial strategy. If you’re grappling with questions about whether incorporating is right for your business, this episode is tailored to help you make an informed decision.

Whether you’re looking to protect your assets, minimize your tax burden, or plan for the future, this episode provides the insights you need to assess your current situation. Jon and Kyle’s practical advice will empower you to take the next steps in structuring your business for success, whether you’re just starting out or managing a growing enterprise.

• Discover how incorporation can protect your personal assets and limit your liability.
• Learn strategies to optimize your tax situation and enhance long-term wealth.
• Understand the complexities of managing corporate and personal finances for maximum benefit.

Don’t miss this opportunity to gain the clarity you need to decide when to incorporate your business in Canada—play the episode now and take the first step toward making informed decisions for your business’s future.

Resources:

• • Salary or Dividends: How Should I Pay Myself?
  • Dig into our Ultimate Investment Book List
  • Book a Discovery Call with Kyle to review your corporate (or personal) wealth strategy to help you overcome your current struggle and take the next step in your Canadian Wealth Building Journey!
  • Follow/Connect with us on social media for daily posts and conversations about business, finance, and investment on LinkedIn, Instagram, Facebook [Kyle’s Profile, Our Business Page], TikTok and TwitterX. 
  • Looking for a new mortgage, renewal, refinance, or HELOC? Reach out to Jon to share some options.

Calling All Canadian Incorporated Business Owners & Investors:

Consider reaching out to Kyle if you’ve been…

• …taking a salary with a goal of stuffing RRSPs;
• …investing inside your corporation without a passive income tax minimization strategy;
• …letting a large sum of liquid assets sit in low interest earning savings accounts;
• …investing corporate dollars into GICs, dividend stocks/funds, or other investments attracting corporate passive income taxes at greater than 50%; or,
• …wondering whether your current corporate wealth management strategy is optimal for your specific situation.

 In this episode, Kyle and Jon explore the pros and cons of business incorporation, helping you decide whether incorporating is the right move for your business. They dive into how incorporation can provide liability protection and significant tax benefits, particularly for those interested in minimizing taxes and optimizing long-term financial planning. Whether you’re wondering, “Should I incorporate my business for tax benefits?” or looking to understand the complexities of managing corporate and personal finances, this episode offers practical insights to guide your decision.

Watch Now!

Detailed Episode Summary 

When should you incorporate your business in Canada?

Are you confident that your business structure is optimized for growth, tax efficiency, and liability protection?

In today’s complex financial landscape, the decision to incorporate your business in Canada can be daunting. This episode of Canadian Wealth Secrets dives deep into the critical considerations you need to weigh before making that move. Kyle and Jon guide you through the potential benefits and pitfalls of incorporation, addressing key concerns like liability protection, tax implications, and long-term financial strategy. If you’re grappling with questions about whether incorporating is right for your business, this episode is tailored to help you make an informed decision.

Whether you’re looking to protect your assets, minimize your tax burden, or plan for the future, this episode provides the insights you need to assess your current situation. Jon and Kyle’s practical advice will empower you to take the next steps in structuring your business for success, whether you’re just starting out or managing a growing enterprise.

• Discover how incorporation can protect your personal assets and limit your liability.
• Learn strategies to optimize your tax situation and enhance long-term wealth.
• Understand the complexities of managing corporate and personal finances for maximum benefit.

Don’t miss this opportunity to gain the clarity you need to decide when to incorporate your business in Canada—play the episode now and take the first step toward making informed decisions for your business’s future.

Transcript:

Kyle Pearce: All right there. Canadian wealth secrets seekers today. We are going to be diving into a question that we receive quite often and to be honest, it was a question that we definitely had along the process. And I also chat with people who have already taken the leap into this world and sometimes they wonder or question whether it was even the right move.

And I’ll be honest and say, I had this thing. This thing we’re going to talk about for quite some time before I actually fully understood why I did it or why I should or should have not done it, and the implications that are involved today. John, we are going to be talking about when is the right time to incorporate.

And we’re going to talk about it and boil it down to five questions that you want to be asking yourself as to whether it’s the right move to incorporate for you and your personal situation. But then also, you might even be incorporated and you might be wondering yourself like, was it a good move? Because John, what inspired this conversation?

For me was a call I had yesterday and it was actually with a real estate friend who has a prac. So someone reached out. They now have a professional corporation. Those who are unaware real estate agents are able to incorporate much like a medical doctor could, or some of these other professional designated sort of careers or designations. As we, as we mentioned, they can be incorporated to earn income and sometimes there’s a tax benefit, sometimes there’s a liability benefit.

There’s all kinds of different things, but it’s not the same for everyone, right? So that’s what we’re going to dove into here. We’re going to boil it down to five things you should be at least thinking about. We’re not saying it’s the only things you should think about. You, of course, want to contact a professional and make sure that you’re getting the proper guidance and advice for your specific scenario.

But at least you can start getting yourself that. You know, we’ll go from like a 30,000 foot view here and we’ll try to get a little deeper into the weeds so you can better understand and recognize. At what point should you start seriously considering this scenario or if you already have a corporation, was it a good move? Is there something you should be doing differently moving forward?

Jon Orr: You want to ask yourself whether whether this process and scenario, we’re going to talk about all these things, like about questions. But I think I think I don’t think we have to go really easy. You know, we’re talking about this.

Kyle Pearce: I did. I disagree, John. I disagree.

Jon Orr: I know you do. But I mean, like thinking about and you just saying, I think we just got to. Can you think that that’s think about it, because the financial I guess it’s just different.

Kyle Pearce: Yeah, absolutely. Absolutely. Like in the one thing I want to reiterate, John, like I get this question all the time. People are wondering, like, can I like, can this corporation like last beyond my lifetime? Like, can I just, like, pass this on? And the answer is yes. It can last forever. It can also be killed off. So meaning I could close this corporation at any point as well, so we could wind it down.

Now, if we’re thinking about a corporation, we’re thinking about these things. The problem, though, is that just because it lives forever doesn’t necessarily mean that there’s no tax associated, meaning it doesn’t mean that you can just pass these shares on without any tax issues. So that’s going to fold into some of our five questions here. But before we dig in there, let’s dig into the first one, John.

The first and I think one of the most important to highlight and to be aware of is just the idea that it is actually offering you more liability protection. Right. So you are essentially taking risk away from you personally or maybe someone in your family personally. And you are now almost creating as you mentioned, it’s not a person, but it’s a separate entity which acts like a separate person.

Meaning I don’t I don’t have to worry about somebody coming after me personally. It’s now going to be shifted to the corporation, this other entity. So for some people that are thinking about this, depending on the type of business that you’re going to operate, is it going to be a real estate investment corporation where you’re going to be buying real estate and you’re worried that maybe a tenant may sue you?

Right now, there’s other ways that we could deal with liability in different cases. You can actually purchase different types of insurance to help limit liability. But a corporation is an easy way to just, you know, close the door on that completely. And I say completely, of course, there’s always nuances to it. So, you know, you’re just shifting the risk over.

So if risk and liability are you of your utmost concern and then the answer becomes quite simple, right, to reduce risk. Sometimes it’s actually not financially logical, meaning it might cost much more money in order to defer that risk. Think about insurance in general in life. That’s why we purchase insurance. It’s to reduce risk on us. It’s to reduce liability on us.

It’s why we pay for auto insurance. It’s why we pay for property insurance. It’s why we pay for a bunch of different insurances. So if that’s first and foremost on your mind and your biggest concern, then this is going to be an easy process. Now, I think, though, for many people, they’re willing to potentially take on some risk if it means it being more financially appropriate to do so.

So, John, take us into the actual second one. This is where people’s wheels start to turn because it’s like great limit, risk, awesome. But what about the rest of it? Like, how much is limiting the risk going to cost me? Or can I actually come out ahead and also get this added layer of risk protection.

Jon Orr: So that these are beneficial to that. Which. Are different things and just starting out years ago, they’re like, I’m going to be able to like grab that like, just like vacations, you know, like go here. Like, I felt like the business becomes more like my lifestyle. Just. That’s the case. Then maybe, you know, you don’t need to create just point, right? Right. That. And it’s just going. To take it at all. Necessary, right point to make.

Kyle Pearce: Sure right.

Jon Orr: Lifestyle that you really the money in the business. Right even though you may make it right yeah yeah that’s right.

Kyle Pearce: Yeah. I love like what I’m hearing and what you’ve said is like if you’re going to, let’s say or if your business right now whether some people we started as kind of like we’ll call it side hustle right like where you had these side businesses happening. We had t for income and what you’re what I’m hearing you say, John, is like if you’re going to allow any of this business profit to, you know, just kind of squander away to lifestyle creep, right?

So if I’m just going to allow lifestyle creep to take all of those profitable dollars, then you’re kind of damned if you do, damned if you don’t. Right? Because you’re putting it in a corp and then, you know, cost to set it up, all of those things and then you’re just taking it out anyway. And as many business owners would know, that’s not going to be helpful to you.

Like you’re not going to be net better off by doing that if you’re going to take every single dollar out. Now, on the other hand, something to like. Let’s think on the other side. Like, let’s say you have a business and let’s say you’re just starting a business like we did and you’re doing it while you have a T for income, let’s say the T for incomes, 100,000, it could be 200,000.

It doesn’t really matter. But if that business is starting small, a lot of times people think big, right. And I think big. I’m a big, you know, big picture thinker. And I go, I’m going to blow this thing up if that’s the goal. And maybe setting up a corporation helps you to almost have the sunk costs that it’s going to make you follow through on what you said you were going to do rock and roll, right?

Like, you’re like, great. You’re not going it’s not going to make financial sense to do it right away. Because here’s the thing. You start this business, let’s say you make some money doing it, but there’s also expenses. So you can you know, expenses are going to offset some of that income. So if there’s really little profit to be had, then the reality is, is that it’s probably not worth it from a financial perspective yet to open up the corporation, you can always open up the corporation later.

However, when we think about these things and you go, if that’s going to motivate you to follow through on your goals in your like, it’s kind of like vision planning, right? You put it on a vision board and say like, you know, $10 million is your vision plan goal or whatever it is. Like whatever that goal is for you, that’s great.

Like if you want to use the corporation opening the corporation as like sort of part of that, awesome, it’s not going to make financial sense at first. Not, you know, necessarily, but something to definitely think about. Now. I also want to go into the next piece here, John, and some of these are going to mesh together, but the next part is sort of thinking about what kind of income, what type of income is your business going to be producing?

All right. Is it going to be more active income, which is where you’re actively earning income through business operations and through doing the work? Now, that doesn’t mean that you can’t have like, you know, different people working in the business to do it on your behalf. That’s not what we’re talking about. We’re talking about the business operations are actually what’s producing the income, not what they call a passive or investment style income.

So if in my mind I’m earning active income, that is going to be taxed at a favorable rate, especially on the first $500,000 of profit. So that is a good thing. And that is true across candidate slightly different rates, of course, different provinces. We we speak to Ontario because usually Ontario’s the most punitive. So it usually means everybody else is better off than us.

But right now, Toronto, Ontario is 12.2% on the first $500,000. So that’s a huge win. Now, I’ll come back to that in a second. Let’s flip flop to the investment income. Let’s talk about actual passive income. Now, this is income interest income, dividend income of non Canadian publicly traded corporations. There’s nuance there. We’re not going to dig into that.

Or even like rental income would be another example, even though like let’s be honest, we know as investors like rental income in our opinion actually isn’t all that passive. There is active things going on, but it doesn’t matter. The CIA doesn’t care what you think, John, or what I think. What they think is that it is passive and therefore any profit from rental income is going to be taxed at a higher rate.

And here in Ontario, it’s just slightly over 50% on that income. So we’ve got two dramatically different tax rates depending on the type of income that your business is earning. If it’s active business, then you are in good shape and that’s a good thing. If it’s passive, you’re actually dealing with punitive tax rates and you’re going to have to go down like kind of a layered to determine like whether that’s still better than maybe what you’d be getting on a personal side.

But here’s the interesting part. Even that active income so for example, if you’re a consultant, if you’re a medical professional, if you’re a realtor, if you you know, you’re doing some any type of consulting, whatever it might be, that’s going to be considered active income. But if we roll back to our last question and you are spending all of the profit, then that 12.2% is not going to have the effect that you thought it was because you’re taking all of that money out and now you’re going to get taxed personally on it, whether you take it out as a salary or a dividend.

We have an episode on that and we go down, you know, down the the rabbit hole on salary versus dividend. Ultimately at the end round trip, regardless of which way you do it, you’re probably going to be in a worse spot by having had the corporation put all the money in there, earned it actively, and then taking it all out immediately.

Like if you’re pulling the ripcord every single year, that’s not going to feel like you took advantage of the 12.2%. And you know why it’s not going to feel that way? Because you’re not like you’re not actually getting that benefit. You’re getting liability protection, but you’re not getting ahead when it comes to the actual favorable tax rate.

Jon Orr: So you’re effectively like I look like really, I got it right. What type of income that might be going to? I think I think this. Really is just like. And then you could like just like you. You know, like. Just because I think it’s like. A real estate. Right? I think that that’s history statements and right. It gives us the ability.

Kyle Pearce: Yeah. I like kind of, you know, you’ve you’ve helped me to classify this fourth question a little better in my own mind. And it’s like, what’s the complexity of the business? You know, like when I think about it, because you said a couple of things that really resonated with me, and it’s this idea of like, hey, if you’re going to be solo like a solopreneur, right?

Someone who well, I’m going to pick Amazon. You know, you’ve got this Amazon business. I was speaking with a gentleman named John from out West in B.C.. John, I know you listen to the podcast. We had a great conversation. He’s got an Amazon business. He’s actually he’s quite a serial entrepreneur, so he’s got a lot of things going on.

And, you know, if you’re doing that by yourself and it’s like you are the only business, you know, the only person in that business, the only key person, then it might make sense. And you go, Well, listen, I’ve only got this much income coming in personally so far there’s more room here. Like I’m not going to have such an advantage, even though it’s active income over here, as this business scales, there will ultimately be a point where if the business scales active income to a level where it is no longer logical to take the money all personally, then opening that company makes sense.

But in some cases you might still not be maybe scaled up like we’ve articulated, and you might have complexity of having multiple people in the business, which makes it easier to be shareholders. Maybe there’s someone who’s like, Hey, John, I’m doing, you know, I know for you and I, we do. Everything’s essentially 5050. We delegate roles really well, but in some businesses it might be, listen, I’m going to be the investor, the silent investor.

I’m going to bring the money to get started, but you’re going to do all the active work. So I want 20% of the company and you have 80%. Having the shares structure of a corporation makes a ton of sense there. It might not make perfect sense with the actual income that the business is generating yet, but this way it’s very clear we have shareholder agreements that dictate what would happen if you you know, left the business or I left the business and all of those things.

So when we talk about the complexity of the business, sometimes that almost, you know, trumps all the other options where you just go, listen, just for simplicity’s sake, we’re going to open up this corporation and we’re going to run it in this manner. And therefore, we have a share structure now, when we talk about leverage, we will like and I’m going to pick on our real estate investor friends because we are real estate investors.

That’s sort of our primary asset class that we prefer. While when we go in to a bank, there’s only so many personal loans that they’re going to be willing to give you typically, right? Maybe your credit union might, you know, might have other rules that aren’t the same for the other big banks. But ultimately, usually you’ll get to this threshold where the way that they actually approve you for a mortgage on investment properties is very different at a personal level than it might be at the corporate level.

When I’m at the corporate level, they look at your business, they look at your rental properties as a business, whereas on the personal side, oftentimes they aren’t. They’re actually looking at it a little differently and they’re only giving you things like, let’s say 50% of the rent can be added to your income, right? So there’s a lot of things that are happening there that might almost force you into incorporating it.

Now, early in the process, a lot of real estate investors think, hey, my first property, I should get a corporation. Or they might say, I own my primary residence and two rental properties personally, and they’re like, I want to move these into a corporation. And then the question becomes is like, Well, why is that? Is there an income problem?

Is there a liability problem? Like, we have to go through these questions to determine is it does it actually make sense? Because if it’s not a liability concern for you and if there aren’t too many partners where there’s JV agreements floating around all over the place, then I might argue that actually keeping some of those first investment properties in your personal name is actually a better move.

And maybe you, as you scale up, you start opening up a corporation at that point. And why that is, is because now you have to separate people to kind of divide the taxation up and you get more flexibility in determining when I need money, which buckets do I want to go to first? If I have all of my investments over inside the corporation, then that’s obviously going to force me to have to use certain strategies and structures in order to try to maximize the income I receive and minimize the taxation.

Whereas on the other hand, if I’ve got some assets on the personal side and I’m going to argue that usually most people have more assets inside the corporation, but as long as I have some flexibility, that’s actually a bonus, it’s actually a benefit. So some of you out there that are listening going, I’ve got three rental properties and they’re all my personal name.

I’m worried that I’ve made a mistake. Well, in reality, unless your personal income is really high, where you are in the highest tax, marginal tax bracket in wherever you are in Canada, then you’re probably going to pay more on passive income inside a corporation than you would at the personal level. So from a taxation standpoint, oftentimes having that at a personal level can be hugely advantageous, whereas inside the corporation you’re actually giving up some of that tax benefit along the way.

So these are things that we have to really be thinking about, and that’s why we’re going to also add the caveat again that this is where you have to talk to your, you know, to a professional, you have to talk to your advisors, be it your accountant, your lawyer or it can be some people in your financial corner as well.

But just making sure that you’re not going to blindly decide whether incorporating or not is the right move for you.

Jon Orr: The complexity is about whether. It makes sense at that. Level. That’s the way it’s dividend stock. The person you’re. Deciding on is why this. Might need to have differing accounts of shares and what you will depend on salary. That’s thing you’re going to be yourself. Dividend shares. So having that complex person.

Kyle Pearce: I love it. I love it. And you know, so as people know here, remember we’re saying these are five big questions to ask yourself, but there are massive rabbit holes. Right. And there’s no simple answer for every single person listening. But it at least hopefully is giving you some things to think about. And, you know, this last one here is more long term, like this is this is where I love playing in this space, right?

I love the long term, the higher level, the visioning. And it’s all about the long term plan, like what is going to be happening over the long term. And you, of course, need to think about the short, the medium and the long term as you do this work. But really what I’m talking about is exit strategies and estate planning.

All right. Now they’re really one of the same, right? So at some point it might be like, do I want some of this for me personally use during my lifetime or am I getting to a place where my my assets, the asset accumulation that I’ve been growing is getting to a point where I’m now concerned about how much taxation I’m going to essentially create when I move on to the next world.

And I want these assets to move along to other people in my family or in my world. So this is the long term planning and thinking about what do I do? This is where things come in, where you if you do have a corporation, let’s say it’s doing well and you’ve built and this is especially true when there’s a lot of active income being generated by an operating company.

You mentioned the holding company, John. Oftentimes when that’s happening, where you do not need all of that money, that profit in your personal hands now and you don’t want to pay massive amounts of tax. So you keep it inside the corporate structure. This is where a holding company starts to make sense. You start sending the money to the holding company in a tax free manner and then you start to build assets and you start to accumulate assets.

This is where that passive income typically is generated. Like very rarely does it make sense for you to start a corporation with the intent, with the sole intent of earning passive income. It’s usually the opposite, right? You open a corporation, it’s earning active income because there’s tax benefit there, there’s liability protection, and you do so well that you don’t need it all for personal lifestyle.

So you leave it in there and then you can buy assets that produce passive income. You buy more real estate from that active income, you buy the next investment, the GEC, the whatever it is that you want to do, or stocks and bonds. And as you do this, the challenge becomes is that now this passive income is being taxed at a high level.

The Government’s basically trying to say, listen, I dare you to take it out because I’m going to make this so crappy for you that you’re going to want to do something with it. This is where complex strategies come in. This is where our structuring comes in, right when we start to talk about insurance strategies and all of these types of things.

But you will get to a place where you want to start thinking about what I should be doing here. Should I be opening up another corporation? Is it a side by side corporation? Am I or should I open a family trust which is not a corporation, but acts as a tax, a separate legal tax entity, or it acts as a separate tax entity, meaning it can file taxes separately from you personally and also provides opportunities for you to more efficiently pass assets on to others in your family.

So this last one is a much more complex one and I would argue is one that typically only starts to matter once there’s enough asset accumulation starting to be built here for those current business owners that have quite a bit of active income inside their corporate corporation or inside their corporate structure. These are the types of questions that you have to start thinking about when and which should I have a family trust?

Should I consider an estate freeze? What other types of strategies should I be using so I can leverage as much of these assets while I’m here without getting massive, massive punitive taxation issues along the way and to still be able to pass on assets in a tax efficient manner to others in my world. So this last one is a big one, but I do want you thinking about that from a long term perspective as well.

So typically that corporation, if we think about secret sources from this episode, if you go through those questions, I think the deeper you get and the more yeses you say to those questions along the way, the more reasonable. It seems that a corporate structure might actually make sense for you if you’re not quite there yet. And if liability itself is not the main concern for you yet, then maybe you hold off and you continue to do some digging and really start to plan when or at what point in the journey does it make sense for me to go ahead and pull the trigger or take the plunge into opening my first corporation?

Jon Orr: Yeah, that’s so you want back just. Just. It’s not just. Something. Questions like decide how much is enough. Let’s just stick. Strategies. When you get to a while there and it’s so those are the five my questions.

Kyle Pearce: And friends if you are interested in hopping on a call to have us look at your situation, have a chat and give you some ideas as to next steps in your own personal or corporate wealth planning journey. Head on over to Canadian Wealth Secrets dot com forward slash discovery. We are so excited to chat with our Canadian Wealth Secrets seeker audience and we look forward to chatting with you soon.

Jon Orr: All right. We’ll see.

Canadian Wealth Secrets is an informative podcast that digs into the intricacies of building a robust portfolio, maximizing dividend returns, the nuances of real estate investment, and the complexities of business finance, while offering expert advice on wealth management, navigating capital gains tax, and understanding the role of financial institutions in personal finance.

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