After You Incorporate in Ontario: The First 60 Days Checklist

A certificate of incorporation creates a legal person with no by-laws, no officers, no shareholders, no bank account and no tax accounts. Everything that makes the corporation usable happens afterwards, and two of those steps carry hard deadlines in the first 60 days. This checklist follows the order in which a well-run Ontario corporation handles them. If you have not filed yet, start with our step-by-step guide to registering a corporation in Ontario.

The list assumes a private corporation under Ontario's Business Corporations Act. Federal corporations face the same organizational work, with the organizational meeting described in section 104 of the Canada Business Corporations Act and their own filings with Corporations Canada, which our federal incorporation guide covers.

The first directors named in the articles act first. Their organizational resolutions, almost always signed in writing rather than passed at a meeting, do the following:

• Adopt a general by-law governing directors' and shareholders' meetings, officers, signing authority, share certificates and transfers. See the encyclopedia entry on corporate by-laws.
• Accept subscriptions for shares, fix the consideration, and issue the shares. Until this happens the corporation has no owners, whatever the founders believe.
• Appoint officers such as president and secretary and set their authority.
• Fix the financial year end, which drives the tax return and the Ontario annual return deadline.
• Authorize the bank account and name the signing officers.
• Adopt forms of share certificate and the corporate registers.

The shareholders then sign their own resolutions confirming the by-law, electing the directors who will serve until the first annual meeting, and, where every shareholder agrees, consenting to dispense with an auditor for the year. Our guide to written resolutions instead of meetings explains the signing formalities.

If more than one person owns shares, the shareholder agreement belongs in the same week. Our shareholder agreement builder produces a term sheet to bring to counsel. The hardest conversations, about what happens when someone leaves, dies or stops contributing, are far easier before the first dollar of revenue, as the article on what happens without a shareholder agreement shows.

The minute book is the corporation's legal record. It holds the articles and certificate, the by-laws, the organizational and later annual resolutions, the registers of directors, officers and shareholders, the securities register recording every issue and transfer of shares, copies of share certificates and the government filings. Banks ask to see it when opening an account, lenders ask for it before advancing funds and buyers audit it before closing.

A physical binder or a secure digital minute book both work, provided the registers are complete and the signed resolutions are filed in order. Our article on corporate minute books and the encyclopedia entry on the corporate minute book describe what goes in and what happens when it is neglected. Many low-cost incorporation packages deliver a certificate and blank templates; if that is what you received, the organizational step above has not been done.

Under the Corporations Information Act, every Ontario corporation must file an Initial Return within 60 days after the date of incorporation. The return records the registered or head office address, each director's name and address, the five most senior officers, and administrative information such as the corporation's official email address and NAICS business activity code. It is filed through the Ontario Business Registry using the corporation's company key, and there is no statutory fee.

Once the Initial Return is on file, any change to that information must be reported by Notice of Change within 15 days after the change takes place. A new director, a resignation, a change of officers or a move of the registered office all count. The Annual Return then follows every year within six months of the financial year end, with no fee as of October 2026.

These are registry filings, separate from anything the Canada Revenue Agency requires. A corporation that ignores them accumulates a public record that no longer matches reality and can eventually be cancelled for non-compliance, after which it has to be revived, as our guide to reviving a corporation in Canada describes.

Private Ontario corporations must keep a register of individuals with significant control: generally, the individuals who directly or indirectly own or control 25 per cent or more of the voting rights or of the fair market value of the shares, or who have influence that amounts to control in fact. For a new corporation this is usually the founders, and the register is short, but it must still exist, be kept at the registered office and be kept current as ownership changes.

The Ontario register is not public. Law enforcement, tax and certain regulatory authorities can require it, and a bank opening the account will ask the same questions. Build it when you issue the first shares, record the date each person became an individual with significant control, and set a reminder to review it annually. Our article on beneficial ownership and the ISC register lists the required fields and compares the Ontario rules with the federal public registry.

Business number. Ontario is one of the provinces where incorporating gets you a Canada Revenue Agency business number and a corporation income tax account without a separate application. Watch for the number rather than applying twice, then sign up for My Business Account. The encyclopedia entry on the business number explains the program account structure.

Corporate income tax. The year end fixed in the organizational resolutions sets the T2 filing and instalment schedule. Give it to your accountant now, not at year end.

GST/HST. Registration becomes mandatory when the corporation stops being a small supplier, which for most businesses means exceeding $30,000 in worldwide taxable supplies over four consecutive calendar quarters, or in a single quarter. Registering voluntarily from the start lets the corporation claim input tax credits on its start-up spending, so many new corporations register immediately. See the encyclopedia entry on HST registration in Ontario.

Payroll. If the corporation will pay a salary to anyone, including the owner, it needs a payroll program account before its first remittance due date, which is ordinarily the 15th day of the month following the month in which it began withholding deductions. Deciding between salary and dividends is a tax and cash-flow question covered in our guide to paying yourself from your corporation.

Most Ontario businesses must register with the Workplace Safety and Insurance Board within 10 calendar days of hiring their first employee. Some industries are exempt but may register voluntarily, and the rules for construction businesses differ, so check the WSIB's registration page against what the corporation actually does. Owners, partners and executive officers outside construction are not automatically covered and can apply for optional insurance.

Hiring also triggers Ontario employment standards, written employment agreements, and the payroll account above. Contractor arrangements deserve the same attention: a worker treated as a contractor who is in substance an employee creates payroll, WSIB and employment-standards exposure for the corporation and, in some cases, its directors.

Bank account. Expect the bank to ask for the certificate and articles, the by-laws, the directors' resolution authorizing the account and naming signing officers, government identification for every director and signing officer, and the names of the individuals who own or control the corporation. Having the minute book organized turns this into one visit instead of three.

Insurance. Commercial general liability, property and, for professional or technology businesses, errors and omissions or cyber coverage should be in place before the first customer contract. Incorporation protects shareholders from most corporate debts; it does not insure the corporation against its own liabilities, and directors remain personally exposed for unpaid wages and unremitted source deductions and HST.

Operating name. If the corporation will trade under anything other than its exact legal name, including a numbered company trading under a brand, the name must be registered under the Business Names Act. The online fee is $60 as of October 2026, the registration lasts five years from acceptance and can be renewed up to six months before expiry. If it lapses more than 60 days, you must register again. Registration gives no exclusive right to the name; a trademark does, and our guide to trademarking a business name in Canada explains when that step is worth taking.

Licences and permits. Municipal business licences, provincial industry registrations and professional authorizations are separate from incorporation and do not transfer from a predecessor sole proprietorship automatically.

1. 1.Sign the directors' organizational resolutions: by-law, share issuance, officers, year end, banking.
2. 2.Sign the shareholders' resolutions: confirm by-law, elect directors, waive the auditor if unanimous.
3. 3.Issue shares, complete the securities register and share certificates, and assemble the minute book.
4. 4.Sign the shareholder agreement if there is more than one owner.
5. 5.Build the register of individuals with significant control.
6. 6.File the Initial Return within 60 days and calendar the 15-day Notice of Change rule.
7. 7.Confirm the CRA business number; register for GST/HST and payroll as needed.
8. 8.Open the bank account and arrange insurance.
9. 9.Register any operating name under the Business Names Act.
10. 10.Register with WSIB within 10 days of the first hire, if required.
11. 11.Obtain municipal and industry licences.
12. 12.Put the Annual Return, annual resolutions, ISC review and tax deadlines on a compliance calendar.

This checklist is general information for private Ontario corporations, not legal or tax advice. Deadlines and fees change and depend on the corporation's facts, so confirm them with the Ontario Business Registry, the Canada Revenue Agency and your advisers. Lamba Law's corporate law practice organizes new corporations, prepares the resolutions and registers, files the Initial Return and sets up the compliance calendar so nothing in the first 60 days is missed.