Corporate Law
You've decided that you're going to create your own company, one that's separate from you so you can take advantage of a lower tax rate and give yourself more flexibility in selling your goods or services. Okay, so the first thing you have to do is decide on a name. What do you call this new firm? Since you're going to sell cars through a web site, why not call yourself General Motors of BC? Or since your last name is Ford, how about naming the new firm, The Ford Motor Company?
Frankly, the Registrar of Companies, with whom you have to register your corporation, doesn't like names that are similar to one another, nor does the Registrar like names that are too similar in spelling. So, you'll have to come up with something unique.
There are advantages and disadvantages to incorporation. On the plus side, there is limited liability because the company is a separate legal entity, possible tax advantages if you qualify for a small business tax rate, specialized management structures, ownership is transferable, there's continuous existence, and it can be easier to raise capital.
On the other hand (in law there's always an other hand) corporations are regulated, there are legal and accounting costs to incorporation, record keeping is necessary, and personal guarantees may undermine the limited liability advantage.
You must decide how to pay yourself - cash or dividends? Will you loan the corporation money up front to get started or will you just try to raise capital? Plus there are federal and provincial regulations depending on the nature of your corporation. It can get complex.
What about just buying another business? There are two common ways of doing this - buying the assets of the business or buying the shares of the company that owns the business.
Buying the assets means that you are buying the inventory, equipment, land and the company's good name. You can pick and choose which assets to buy and which not to buy. You may be able to better avoid lawsuits or claims from the running of the business in the past, but some of the assets may also be under a claim by third parties.
Purchasing the shares of an existing company usually has certain tax advantages for the seller, but it can open the purchaser up to existing liabilities within the company which may not have been disclosed to the purchaser.
We not only prepare the documents you'll need to create your own company, but we'll guide you through the legal landmines that are out there waiting for a you. This can be an involved process, including the search of the title of the assets owned by the company, securing financing, negotiating the leasing of business premises, obtaining income tax advice, purchasing a franchise or doing corporate planning for tax purposes.
Our Corporate Lawyers in Kamloops:
Adkin, Robert C.
Bepple, Terry B.
Blackford, Scott
Coates, Dennis P., Q.C.
Jensen, Richard H.
Kong, Vincent M.
McCreight, James A.
Weeres, Murray C.
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