The Decision to Incorporate

One of the best ways to make your accountant cringe, is to inform him or her that you have recently started a business and that you have already incorporated the business. However, once your accountant recoils, you too may soon be cringing when he or she informs you how incorporating the business may have just cost you thousands of dollars.

Unfortunately, most people hold the common perception that incorporating a business is always the best way to ensure a full range of deductions for income tax purposes and often circumvent proper tax planning by automatically incorporating their business.

If incorporation is not required to eliminate your personal liability, the following income tax considerations should be taken into account prior to incorporating your business.

(1) Do you anticipate start-up losses? If the answer is yes, you will, in most cases, be better off not to incorporate, since you can use these losses against your other income on your personal income tax return. If the business subsequently becomes profitable, you can transfer the business to a corporation on a tax-free basis (professional advice should be sought before doing this).

(2) Do you require the funds earned in the corporation? Although in most cases the tax rate for a corporation will be lower than for personal tax purposes, this remains so only as long as the funds remain in the corporation. This tax deferral is eliminated or reduced once the funds are paid out as salary or dividends.

(3) Do you wish to have the flexibility of paying salaries or dividends? By incorporating a business you have the choice to pay salaries or dividends. This can be an important advantage, since the optimal salary/dividend mix can result in reduced taxes in certain situations.

(4) Do you wish to involve your family in the business? Family participation in a business is usually easier when a corporate form is used, especially if the initial capital is minimal.

(5) Do you intend to be an employee of the corporation? Employees and shareholders of corporations may be eligible for certain housing ( recently restricted by Revenue Canada) or car loans not available to unincorporated businesses.

(6) Do you see the potential that your business will grow substantially? If you meet certain criteria and sell your corporation's shares, you may be entitled to a special $500,000 capital gains exemption that is not available to unincorporated businesses.

Although the above list is in no way exhaustive and not all the above factors enter into each decision to incorporate, it should be clear that the decision to incorporate should not be made without considering your entire personal and income tax situation. It is advisable to consult an accountant before making the decision.


The above discussion is general in nature and is not intended
to provide income tax advice.
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