ONTARIO INCORPORATION GUIDE · 2026 COSTS · OBCA MINUTE BOOKS

How Much Does It Cost to Incorporate a Business in Ontario in 2026?

The $300 government filing fee, what it leaves out of your Minute Book, and what a fixed-fee lawyer-prepared incorporation ($999 or $1,499 + disbursements & HST) includes.

Direct Answer: What It Costs to Incorporate in Ontario in 2026

Filing Articles of Incorporation yourself on the Ontario Business Registry (OBR) costs $300 in government fees, plus an Ontario-biased NUANS name search report, typically about $40–$75 + HST from a private search house, if you want a named (not numbered) corporation. That filing creates the corporation, but it does not create a Minute Book, By-Law No. 1, organizational resolutions, share subscriptions, share certificates, or the registers the Business Corporations Act (Ontario) (OBCA) requires.

A lawyer-prepared incorporation at Astor Nobel Law is a fixed fee: Essential Ontario Incorporation — $999 or Founder Plus Ontario Incorporation — $1,499, plus government filing disbursements at cost and 13% HST.

Cost item (2026)DIY on the Ontario Business RegistryAstor Nobel Law — EssentialAstor Nobel Law — Founder Plus
Government filing fee (OBCA Articles)$300$300 at cost (disbursement)$300 at cost (disbursement)
NUANS name search (named corporations only)~$40–$75 + HST, ordered yourselfWe order it; billed at cost as a disbursementWe order it; billed at cost as a disbursement
Legal fee$0$999 + HST$1,499 + HST
By-Law No. 1 & organizational resolutionsNot includedIncludedIncluded
Share subscriptions, certificates & Securities RegisterNot includedIncludedIncluded (custom multi-class)
Statutory registers & Digital Minute BookNot includedIncludedIncluded
Founder Term Sheet or IP Assignment & Confidentiality AgreementNot included—Included (choose one)
CRA Business Number / HST / payroll checklistNot included—Included
Lawyer walkthrough call with David RoseNoneIncludedIncluded
Your copy of the Minute BookGovernment PDFs onlyIndexed PDF + Word files (firm keeps a copy)Indexed PDF + Word files (firm keeps a copy)
Filings after incorporation (annual returns, notices of change, tax)YouYou (not included)You (not included)

Typical all-in budget: about $1,299–$1,374 for Essential or $1,799–$1,874 for Founder Plus before HST (legal fee + $300 filing fee, plus about $40–$75 + HST for a NUANS report if named).

Want your Ontario corporation organized properly from day one?

Fixed legal fees of $999 or $1,499 (+ government filing disbursements & HST), personally reviewed by David J. Rose.

Why a $300 Government Receipt Is Not a Complete Corporation

Founders often file online, receive their Certificate and Articles of Incorporation by email, and assume the company is finished. Months later a bank, accountant, co-founder, buyer, or the CRA asks for the Minute Book, issued share certificates, and director and shareholder resolutions — and none exist.

1. Filing Articles does not issue any shares

Articles state which classes of shares the corporation is authorized to issue. Under the OBCA, no one is a shareholder until:

  1. the directors pass a resolution accepting a written share subscription;
  2. the subscriber pays consideration (even a nominal amount) to the corporation;
  3. the corporation issues a share certificate (or written notice of uncertificated shares); and
  4. the issuance is recorded in the Securities Register.

Without these steps, your accountant's first T2 return (Schedule 50 — Shareholder Information) and any dividend you pay yourself rest on shaky ground.

2. A default single-class share structure can mean a paid amendment later

Portal defaults typically create one class of common shares. If you later want non-voting shares for a family member or key employee (subject to the Tax on Split Income rules), a Section 85 rollover with your CPA using fixed-value preferred shares, or to separate voting control from equity growth, you will need Articles of Amendment, special resolutions, a $150 government amendment fee, and legal fees. A flexible multi-class structure set up at incorporation avoids that.

3. Records the OBCA requires you to keep

  • Articles and by-laws;
  • minutes and resolutions of directors and shareholders;
  • Registers of Directors and Officers;
  • a Securities Register; and
  • a Register of Individuals with Significant Control (ISC Register), plus a record of any Ontario land the corporation owns.

4. Annual audit exemption consents

Under the OBCA, a non-offering corporation must appoint an auditor unless all shareholders consent in writing to exemption for that financial year. A proper organization package includes that written consent.

How We Coordinate With Your CPA or Bookkeeper

Your CPA advises on whether to incorporate, the fiscal year-end, salary versus dividends, and whether a holding company or Section 85 rollover makes sense. We turn that structure into binding OBCA documents — share rights in the Articles, By-Law No. 1, and share issuances matching your CPA's instructions — and, with your permission, send your accountant an indexed PDF Minute Book and Share Register for their records. Your accountant prepares and files the T2 and other tax filings.

What Each Fixed-Fee Package Includes

Essential Ontario Incorporation — $999 (+ government filing disbursements & HST)

  • Ontario-biased NUANS report ordered for you at cost (named corporations only; none for a numbered company)
  • OBCA Articles of Incorporation filed with the Ontario Business Registry
  • Corporate By-Law No. 1
  • Initial director and shareholder organizational resolutions
  • Share subscriptions, share certificates, and Consents to Act as Director
  • Digital Minute Book with statutory registers
  • Walkthrough call with David Rose
  • Your complete digital copy: indexed PDF Minute Book plus Word files; Astor Nobel Law keeps a copy on file

Founder Plus Ontario Incorporation — $1,499 (+ government filing disbursements & HST)

  • Everything in Essential, plus a custom multi-class share structure coordinated with your CPA
  • Your choice of one: Multi-Founder Shareholder Term Sheet or Founder IP Assignment & Confidentiality Agreement
  • CRA Business Number, HST, payroll and corporate tax account checklist for you or your CPA to complete
  • PDF Minute Book and Share Register sent directly to your CPA

Where Our Work Ends

Our engagement ends when we deliver your Minute Book. We do not make any filing after the Articles are endorsed. The client is responsible for every later filing and record, including: any Initial Return (due within 60 days of incorporation) or Notice of Change (due within 15 days of a change) under the Corporations Information Act, Ontario annual returns, CRA Business Number program accounts (HST, payroll, import/export) beyond the BN the CRA issues automatically, corporate (T2) tax returns, WSIB, Employer Health Tax, keeping the Register of Individuals with Significant Control up to date, and ongoing minute book maintenance (annual resolutions, share transfers, director changes). Any of this can be quoted separately in writing on request.

Full Unanimous Shareholder Agreements and Section 85 rollover documents are outside the fixed scope and are quoted in writing in advance if needed.

Ready to incorporate?

Submit the 60-second intake. We run an Ontario conflict check, confirm your fixed fee in a 1-page Limited-Scope Retainer, and prepare your Minute Book.

Frequently Asked Questions

Do I get a copy of my Minute Book?

On completion you receive a complete digital copy of your Minute Book and incorporation documents (Certificate and Articles of Incorporation, By-Law No. 1, resolutions, share certificates, registers and the NUANS report, if any) as an indexed, searchable PDF plus the editable Word files of the by-law, resolutions and registers. Astor Nobel Law keeps a copy in its closed client file.

Will you file my annual returns or other filings after incorporation?

Our engagement ends when we deliver your Minute Book. We do not make any filing after the Articles are endorsed. The client is responsible for every later filing and record, including: any Initial Return (due within 60 days of incorporation) or Notice of Change (due within 15 days of a change) under the Corporations Information Act, Ontario annual returns, CRA Business Number program accounts (HST, payroll, import/export) beyond the BN the CRA issues automatically, corporate (T2) tax returns, WSIB, Employer Health Tax, keeping the Register of Individuals with Significant Control up to date, and ongoing minute book maintenance (annual resolutions, share transfers, director changes). Any of this can be quoted separately in writing on request.

Do I need a NUANS name search, and is it included?

A named corporation needs an Ontario-biased NUANS name search report, dated no more than 90 days before the Articles are filed; Ontario does not sell it, so it is ordered from a private search house, typically about $40–$75 + HST. A numbered company (for example, 1234567 Ontario Inc.) needs no NUANS report. We order the report for you and bill it as a disbursement at cost; it is not part of the $999 or $1,499 legal fee. The $300 Ontario filing fee is also a disbursement at cost.

How much does it cost to incorporate a business in Ontario in 2026?

Filing OBCA Articles of Incorporation online on the Ontario Business Registry costs $300 in government fees, plus an Ontario-biased NUANS name search report (typically about $40–$75 + HST from a private search house) if you want a named corporation; a numbered company needs none. A lawyer-prepared incorporation with a complete Minute Book at Astor Nobel Law is a fixed $999 (Essential) or $1,499 (Founder Plus), plus government filing disbursements at cost and 13% HST.

What does the $300 Ontario Business Registry filing leave out?

It creates the corporation but does not prepare By-Law No. 1, director and shareholder organizational resolutions, share subscriptions, share certificates, a Securities Register, or the other records the OBCA requires a corporation to maintain.

Should I incorporate provincially (OBCA) or federally (CBCA)?

For most businesses operating mainly in Ontario, an OBCA incorporation is simpler because it avoids maintaining filings with both Corporations Canada and the Ontario Business Registry. A federal incorporation can make sense for businesses operating across several provinces or wanting Canada-wide name protection. We confirm which fits during intake.

Can I incorporate a numbered company now and use a business name later?

Yes. A numbered Ontario corporation has the same legal status and tax treatment as a named one. It needs no NUANS report, and you can register a business name under the corporation later.

How long does a lawyer-prepared Ontario incorporation take?

After the conflict check clears and the Limited-Scope Retainer is signed, Articles can typically be filed within 1–2 business days, and the Minute Book, resolutions and share certificates are typically ready for e-signature within 48–72 business hours.

Does submitting the intake form create a lawyer-client relationship?

No. A lawyer-client relationship begins only after Astor Nobel Law completes an Ontario conflict-of-interest check and both parties sign a written Limited-Scope Retainer.

Legal information only, not legal advice. Reading this guide or contacting Astor Nobel Law by email, phone, or intake form does not create a lawyer-client relationship. Legal services are provided by David J. Rose, Barrister & Solicitor (licensed by the Law Society of Ontario), only after an Ontario conflict-of-interest check is completed and a written Limited-Scope Retainer is signed by both parties. Government fees quoted are as of October 2026 and may change. Astor Nobel Law · 170 Chiltern Hill Rd, Toronto, ON M6C 0A9 · david.rose@roselawfirm.ca · Phone (416) 519-2543