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Investment and business structuring law in Burlington involves choosing the right legal framework for forming, financing, and operating an entity. It covers incorporation, governance, capital raising, and cross-border investments. Residents and business owners in Burlington must navigate federal and Ontario rules to protect personal liability and optimize tax outcomes.
Key decisions include whether to incorporate federally under the Canada Business Corporations Act (CBCA) or provincially under the Ontario Business Corporations Act (OBCA). In addition, business name registration, securities compliance for fundraising, and real estate investment structures are common considerations in this jurisdiction. Working with a lawyer helps ensure the structure aligns with long-term goals and regulatory requirements.
CBCA provides the framework for federal corporations in Canada, including governance and reporting requirements.
Source: Government of Canada - Canada Business Corporations Act (CBCA) overview and statutes
Ontario regulates provincial corporations under the OBCA, with annual filings and governance rules specific to Ontario operations.
Source: Government of Ontario - OBCA overview and statutes
In Burlington, a lawyer can help you avoid common pitfalls when structuring a business or making investments. The right counsel will tailor your structure to your specific operations, location, and investor expectations.
Incorporating the wrong way can expose you to personal liability or unfavorable tax treatment. A corporate lawyer can advise on whether CBCA or OBCA better serves your Burlington operations and growth plans.
For example, if you plan to raise capital from Ontario investors, a lawyer can draft compliant subscription agreements and ensure proper securities disclosures are in place. This helps you avoid regulatory issues with the Ontario Securities Commission (OSC).
Scenario examples relevant to Burlington:
This section highlights two federal or provincial statutes most commonly implicated in Investment & Business Structuring for Burlington entities, plus a regulator commonly involved with fundraising and compliance.
Canada Business Corporations Act (CBCA) - Governs federally incorporated corporations and their governance, reporting, and corporate formalities. It is a primary option for businesses with cross-provincial operations or international investors.
https://laws-lois.justice.gc.ca/eng/acts/C-44/
Ontario Business Corporations Act (OBCA) - Governs corporations incorporated in Ontario and sets out Ontario-specific governance requirements, annual filings, and compliance obligations for Ontario-based businesses located in Burlington and Halton Region.
https://www.ontario.ca/laws/statute/90b16
Investment Canada Act (foreign investment review) - Regulates significant investments by non-Canadians and national security considerations for investments across Canada, including Ontario and Burlington. It governs matters related to screening and approval for foreign investments in Canadian businesses.
Notes: If you plan to raise funds from Ontario residents or run a regulated business, you may also need to consider the Ontario Securities Act and guidance from the Ontario Securities Commission (OSC). These regimes affect disclosure, licensing, and market conduct for issuers and registrants in Burlington.
The CBCA covers federal incorporation and governance, while the OBCA covers Ontario incorporation and governance. The choice affects where you file annual reports, corporate notices, and which courts have jurisdiction over disputes.
You must prepare articles of incorporation, appoint a board of directors, and file with either federal or provincial authorities. You will also need a registered office address and corporate bylaws or a unanimous shareholder agreement.
Costs vary by jurisdiction and service level. Typical federal incorporation fees are several hundred dollars plus legal or service provider fees; provincial fees differ. Expect additional costs for annual filings and corporate maintenance.
A lawyer is advised to structure shareholdings, transfer assets efficiently, and protect the corporate veil. They can also prepare intercompany agreements and ensure compliance with tax and securities considerations.
With standard processing, initial filings can take a few days to a few weeks depending on service speed and completeness of documents. Expedited service may be available through government portals or private providers.
A shareholder agreement governs shares, transfers, buyouts, and dispute resolution. It helps prevent deadlock and clarifies governance in closely held Burlington companies.
Key steps include drafting a private placement memorandum, ensuring compliance with securities laws, conducting necessary disclosures, and coordinating with legal counsel on investor rights and exemptions.
The corporate veil protects shareowners from personal liability. It may be pierced in cases of fraud, improper conduct, or when the company is used to evade law or injury others.
Using a holding company and separate operating entities can limit liability and simplify tax planning. A lawyer can tailor a structure to your property portfolio and local zoning considerations.
You must comply with Ontario employment standards, payroll deductions, and privacy requirements. Consulting an attorney helps ensure proper contracts, policies, and regulatory compliance.
Yes. Ongoing guidance helps maintain compliance, update corporate records, and manage changes in ownership, directors, or capital structure as your Burlington business evolves.
These official organizations provide guidance, forms, and regulatory information relevant to Investment & Business Structuring for Burlington residents.
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Disclaimer:
The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation.
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