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  FEE LIST
  (as at March 1, 2018)
     
  INCORPORATION SERVICES
 
  No. Description Fees Total Anticipated Disbursements HST TOTAL
  HST No HST W/ HST
  ONTARIO INCORPORATION AND ORGANIZATION (STANDARD)
Ontario Incorporation (unlimited common) - Number Name
  Ontario Incorporation (unlimited common) - Name
  Multiple share classes authorized - For each class of shares (2+)
  Multiple share classes (including "freeze" classes) authorized - For each class of shares (2+)
  RUSH service (24 hours turnaround for preparing Articles of Incorporation and share conditions)
  Ontario Organization - Organizational board and shareholder corporate documents+D37organizational resolutions of the directors and shareholders to enact general operating by-law and borrowing by-law, set financial year end, issue shares, approve banking arrangements, appoint accountants, set corporate records office; prepare By-law Number 1 and By-law Number 2; prepare specimen + issued share certificates; prepare Consent to Act as Director for each director; complete and attend to filing of corporate notice under Corporations Information Act (Ontario); complete directors', officers' and share registers; assemble minute book; report to directors thereon; and all incidental telephone conversations and correspondence.
  Application for HST Registration with Canada Revenue Agency
  Ontario Business Name Registration (if relevant)
  FEDERAL INCORPORATION AND ORGANIZATION (STANDARD)
  Federal Incorporation - Number Name
  Federal Incorporation (including Name Decision Letter) - Name
  Multiple share classes authorized - For each class of shares (2+)
  Multiple share classes (including "freeze" classes) authorized - For each class of shares (2+)
  RUSH service (24 hours turnaround for preparing Articles of Incorporation and share conditions)
  Federal Organization - Organizational board and shareholder documents including share subscription(s) and organizational resolutions of the directors and shareholders to enact general operating by-law and borrowing by-law, set financial year end, issue shares, approve banking arrangements, appoint accountants, set corporate records office; prepare By-law Number 1 and By-law Number 2; prepare specimen + issued share certificates; prepare Consent to Act as Director for each director; complete and attend to filing of corporate notice under Corporations Information Act (Ontario) to register it in Ontario; complete directors', officers' and share registers; assemble minute book; report to directors thereon; and all incidental telephone conversations and correspondence.
  Application for HST Registration with Canada Revenue Agency
  Ontario Business Name Registration (if relevant)
  ONTARIO PROFESSIONAL INCORPORATION AND ORGANIZATION (LPC, MPC, DPC, etc.)
  Ontario PC Incorporation (unlimited common) - Name
  Name Clearance Application to governing body (if applicable)
  Application for Certificate of Authorization
  Multiple share classes authorized - For each class of shares (2+)
  Multiple share classes (including "freeze" classes) authorized - For each class of shares (2+)
  Ontario Organization - Organizational board and shareholder documents including share subscription(s) and organizational resolutions of the directors and shareholders to enact general operating by-law and borrowing by-law, set financial year end, issue shares, approve banking arrangements, appoint accountants, set corporate records office; prepare By-law Number 1 and By-law Number 2; prepare specimen + issued share certificates; prepare Consent to Act as Director for each director; complete and attend to filing of corporate notice under Corporations Information Act (Ontario); complete directors', officers' and share registers; assemble minute book; report to directors thereon; and all incidental telephone conversations and correspondence.
  Application for HST Registration with Canada Revenue Agency (if applicable)
  Ontario Business Name Registration (if relevant) 
  ONTARIO NOT-FOR-PROFIT INCORPORATION AND ORGANIZATION
  Ontario Incorporation  - Name
  Ontario Organization - Organizational board and member documents to enact general operating by-law and borrowing by-law (if required), set financial year end, approve banking arrangements, appoint accountants, set corporate records office; prepare By-law Number 1 and By-law Number 2; prepare Consent to Act as Director for each director; complete and attend to filing of corporate notice under Corporations Information Act (Ontario); complete directors', officers' and member registers; assemble minute book; report to directors thereon; and all incidental telephone conversations and correspondence.
  Application for HST Registration with Canada Revenue Agency (if applicable)
  Ontario Business Name Registration (if relevant) 
  FEDERAL NOT-FOR-PROFIT INCORPORATION AND ORGANIZATION
  Federal Incorporation (including Name Decision Letter) - Name
  Federal Membership Classes:  Multiple member classes authorized - For each class of members (2+)
  Federal Organization - Organizational board and member documents to enact general operating by-law and borrowing by-law (if required), set financial year end, approve banking arrangements, appoint accountants, set corporate records office; prepare By-law Number 1 and By-law Number 2; prepare Consent to Act as Director for each director; complete and attend to filing of corporate notice under Corporations Information Act (Ontario) to register it in Ontario; complete directors', officers' and member registers; assemble minute book; report to client thereon; and all incidental telephone conversations and correspondence.
  Application for HST Registration with Canada Revenue Agency (if applicable)
  ONTARIO - ELECTRONIC CORPORATE RECORDS / MINUTE BOOK
  Ontario - CREATE Electronic Corporate Records/Minute Book - Enter into Corporate Records Agreement with Corporation; review corporate records/minute book; create electronic minute book; create Corporate Information Sheet; obtain Document List to confirm status of Ontario corporate annual return filings and Data Extract to confirm corporate information on public records at the Ontario Ministry of Government and Consumer Services; upload electronic minute book to secure Share File server and provide client with 24/7 access; maintain electronic corporate records on Share File server for one (1) year
  Ontario - MAINTAIN Electronic Corporate Records/Minute Book (For Each Year Thereafter): Maintain electronic corporate records/minute book for the Corporation on Share File Server for following year; obtain Document List to confirm status of Ontario corporate annual return filings and Data Extract to confirm corporate information on the public records at the Ontario Ministry of Government and Consumer Services
  FEDERAL - ELECTRONIC CORPORATE RECORDS / MINUTE BOOK
  Federal - CREATE Electronic Corporate Records/Minute Book - Enter into Corporate Records Agreement with Corporation; review corporate records/minute book; create electronic minute book; create Corporate Information Sheet; conduct confirmatory Federal corporate search to confirm the status of the Corporation's Federal corporate annual return filings; conduct preliminary (unofficial) Ontario corporate search to confirm that it is registered to carry on business in Ontario under the Corporations Information Act (Ontario) (as applicable); upload electronic minute book to secure Share File server and provide client with 24/7 access; maintain electronic corporate records on Share File server for one (1) year
  Federal - MAINTAIN Electronic Corporate Records/Minute Book - (For Each Year Thereafter): Maintain electronic corporate records/minute book for the Corporation on Share File Server for following year; conduct confirmatory Federal corporate search to confirm the status of the Corporation's Federal corporate annual return filings; update electronic corporate records/minute book accordingly
    Total
 
  IMPORTANT  
  The tariff rates set out above for the indicated items are subject to change, without notice.  These tariff rates are based on "standard" work. Therefore, depending on the complexity of the work and the amount of time spent, we may charge additional fees accordingly.
     
                 
 
PDale2018.png
   
     
     
     
   
  FEE LIST
  (as at March 1, 2018)
     
  DUE DILIGENCE SEARCHES
   
  No. Description Fees Total Anticipated Disbursements HST TOTAL
  HST No HST W/ HST
  ONTARIO AND FEDERAL CORPORATE SEARCHES + CERTIFICATES OF STATUS/COMPLIANCE
  Ontario Corporate Profile Report
  Ontario CERTIFIED Corporate Profile Report
  Ontario Document List
  Ontario Business Names List
  Ontario Certificate of Non-Filing
  Ontario Certificate of No Record
  Ontario Statement of No Record
  Ontario Point-in-Time Report
  Ontario Certificate of Status
  Federal Corporate Search Report
  Federal Certificate of Compliance
  ONTARIO BUSINESS NAMES REPORTS
  Ontario Business Names Report
  Ontario Limited Partnerships Report
  Ontario Certificate of Non-Registration
  Ontario Statement of No Match Found
  Ontario Partnership Business Names List
  Expired Business Names Search
 
  Ontario Microfiche (ordinary)
  Ontario Microfiche (government certified)
  Copies made from Ontario microfiche ($1.00 per page)
  Ontario Archived T/C File Search
  Federal ordinary copy of document from Corporations Canada ($1.00 per page)
  Federal Government CERTIFIED copy of each document
  ONTARIO SECURITY SEARCHES
  Ontario PPSA Search (Certificate)
  Ontario PPSA Search (Verbal - Uncertified)
  s427 Bank Act (Canada) Search
  Bankruptcy and Insolvency Search
  Ontario Bulk Sales Act Search (Toronto)
  Ontario Bulk Sales Act Search (Outside Toronto)
  Ontario Execution Act Search (Toronto)
  Ontario Execution Act Search (Outside Toronto)
  Ontario Litigation Search (Superior Court of Justice - Toronto)
  Ontario Litigation Search (Superior Court of Justice - Outside Toronto)
      Total
       
      IMPORTANT    
    The tariff rates set out above for the indicated items are subject to change, without notice.  These tariff rates are based on "standard" work. Therefore, depending on the complexity of the work and the amount of time spent, we may charge additional fees accordingly.
     
                 
 
PDale2018.png
   
     
     
     
   
  FEE LIST
  (as at March 1, 2018)
     
  ANNUAL PROCEEDINGS | DIVIDENDS | GOVERNMENT FILINGS
   
  No. Description Fees Total Anticipated Disbursements HST TOTAL
  HST No HST W/ HST
  ANNUAL PROCEEDINGS
  Annual Proceedings (Board and shareholder resolutions for signature in writing to approve and receive one (1) set of financial statements, confirm past proceedings, elect directors, appoint auditor/accountants and appoint officers. Prepare Consent to Act as Director for each new director. Prepare Acknowledgement of Receipt of financial statements. Prepare Consent to Audit Exemption (as appropriate)
  Consolidated Annual Proceedings (Board and shareholder resolutions for signature in writing to approve and receive more than one (1) set of financial statements, confirm past proceedings, elect directors, appoint auditor/accountants and appoint officers. Prepare Consent to Act as Director for each new director. Prepare Acknowledgement of Receipt of financial statements. Prepare Consent to Audit Exemption (as appropriate)
  DIVIDENDS / DEEMED DIVIDENDS / MANAGEMENT BONUSES
  Declaration of Eligible or Ineligible Dividend (Board resolution to authorize declaration of eligible or ineligible dividend, payable to the holders of the classes of shares on which the dividend is being declared).  Optional: Solvency certificate by senior officer of corporation in support of dividend declaration.
  Declaration of Capital Dividend (Board resolution to declare dividend out of the capital dividend account of the corporaton on the appropriate class of shares, payable to the holders thereof under subsection 83(2) of the Income Tax Act (Canada) together with CERTIFIED copy thereof
  Declaration of Stock Dividend (Board resolution to declare stock dividend to shareholder by issuing to such shareholder a certain number of shares in the capital of the corporation for each such share held by the holder thereof)
  Purchase for Cancellation of Issued Shares resulting in Deemed Dividend (Purchase for Cancellation Agreement between the corporation and the shareholder setting out the terms and conditions of the purchase for cancellation of the results and board resolution to purchase for cancellation issued and outstanding shares in the capital of the corporation from the holder thereof at an aggregate purchase price resulting in a deemed dividend.
  Redemption of Shares resulting in Deemed Dividend (Board resolution approving the redemption of shares at an Aggregate Redemption Price comprised of amount to be deducted from the stated capital account maintained for that class of shares, and the remaining balance, being a Deemed Dividend resulting from the redemption of such shares and Waiver of Notice Period of such redemption)
  Declaration of Management Bonus/Salary (Board resolution to declare management bonus to the appropriate person(s) which shall be payable within 180 days of the declaration date)
  GOVERNMENT FILINGS (including Notice filings and Annual Return Filings)
  For Ontario corporations - ON Form 1 Notice of Change under CIA: Obtain Document List and Data Extract and complete Form 1 Notice of Change under Corporations Information Act (Ontario) ("CIA") to report changes in the registered office address, directors and/or officers of the corporation and attend to filing.
  For Ontario Corporations - Corporate Annual Returns:  Obtain Document List to confirm status of Ontario corporate annual return filings.  complete outstanding Ontario corporate annual return under CIA for each outstanding year and attend to filing
  For Federal Corporations - Change of Registered Office Address: Complete Form 3 Notice of Change of Registered Office Address to report change in the registered office and attend to filing with Corporations Canada; complete Form 2 Notice of Change under CIA to report change of change of registered office address and attend to filing.
  For Federal Corporations - Change of Directors: Complete Form 6 Notice of Change of Directors to report change(s) in directors and attend to filing with Corporations Canada
  For Federal Corporations - Form 22 Federal Annual Returns:  Complete required Form 22 Federal annual return and arrange for filing with Corporations Canada.
    Total
   
  IMPORTANT    
  The tariff rates set out above for the indicated items are subject to change, without notice.  These tariff rates are based on "standard" work. Therefore, depending on the complexity of the work and the amount of time spent, we may charge additional fees accordingly.
     
                 
 
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  FEE LIST
  (as at March 1, 2018)
     
  STANDARD CORPORATE MATTERS
   
  No. Description Fees Total Anticipated Disbursements HST TOTAL
  HST No HST W/ HST
  CORPORATE CHANGES
  Change of Registered Office Address of Ontario Corporation:  Shareholder and/or board resolutions, as required, to document change in registered office address; obtain Data Extract, complete Form 1 Notice of Change and attend to e-filing; update Corporations Database and Corporate Information Sheet accordingly
  Change of Registered Office Address of Federal Corporation:  Shareholder and/or board resolutions, as required, to document change in registered office address; complete Form 3 Notice of Change of Registered Office and attend to e-filing with Corporations Canada; complete Form 2 Notice of Change under Corporations Information Act (Ontario) and attend to filing; update Corporations Database and Corporate Information Sheet accordingly
  Changes in Directors:  Board/shareholder resolutions to accept resignations of old directors or remove them; elect new directors and, if applicable, fix the number of directors.  Prepare Consent to Act as a Director for each new director; complete and file the Form 1 Notice of Change with the Ontario Ministry of Government and Consumer Services or a Form 6 Notice of Change of Directors with Corporations Canada, as the case may be; update minute book registers and ledgers; update Corporations Database and Corporate Information Sheet accordingly
  Changes in Officers:  Board resolutions to accept resignations of old officers or remove them; appoint new officers ; update minute book records; update Corporations Database and Corporate Information Sheet accordingly
  Change in Banking Arrangements:  Board resolutions to rescind old Banking records and approve new banking resolutions designating changes to the cheque signing authority; update Corporations Database and Corporate Information Sheet accordingly
  Change in By-law Number 1:  Amending by-law; board and shareholder resolutions to make and confirm amending by-law; update Corporations Database and Corporate Information Sheet accordingly
  Issue of New Shares:  Share subscriptions, board resolutions issuing shares and share certificate evidencing new shares; update minute book registers and ledgers; update Corporations Database and Corporate Information Sheet accordingly
  Transfer of Shares:  Board or shareholder resolutions, as the case may be, to approve transfer of shares; simple non-arm's length Share Purchase Agreement, Share Transfer Instrument, replacement share certificate issued to new shareholder, update minute book registers and ledgers; update Corporations Database and Corporate Information Sheet accordingly
  Deceased Shareholder:  Declaration of Transmission by estate trustees of deceased shareholder; board resolution to approve transmission of shares to estate trustees and, if appropriate, transfer of shares to the beneficiary thereof; replacement share certificate issued to new shareholder; update minute book registers and ledgers; update Corporations Database and Corporate Information Sheet accordingly
  Pledge of Shares:  Board resolution to approve pledge of shares; Share Pledge Agreement and appointment of Escrow Agent (if needed); new share certificate issued to pledgee; update shareholder's ledger accordingy
  Lost Share Certificate:  Certificate and Indemnity of Loss by shareholder in respect of lost share certificate; board resolution to confirm cancellation of lost share certificate; replacement share certificate issued to shareholder; update minute book registers and ledgers accordingly; update Corporations Database and Corporate Information Sheet accordingly
  MISCELLANEOUS CORPORATE DOCUMENTS
  Officer's Certificate:  Officer's certificate certifying due incorporation, borrowing authority or non-restriction of borrowing authority, due authorization of agreement or document and incumbency of certain officers or directors; assemble attachments
  Certificate of Incumbency:  Officer's certificate certifying due election or appointment of directors and officers and certifying signature of signing officer
  Authenticate and Legalize Document for Use in Another Country:  Notarized copy of document, authentication by Management Board Secretariat to authenticate notarized document; attendance at applicable Consulate to legalize document.  NB - Disbursement cost will vary depending on the fees prescribed by each Consulate or Embassy
  Authorizing Board/Shareholder Resolution:  Review Agreement and prepare board or shareholder resolution, as required, to authorize entering into of Agreement, etc.
  Unanimous Shareholder Agreement or Sole Shareholder Declaration:  Wholly or partially restrict the powers of the directors and vest them in the shareholder(s)
  New Forms of Share Certificates:  Board resolution to approve new specimen forms of share certificates; prepare replacement share certificates in new forms issued to each shareholder; update minute book registers and ledgers; update Corporations Database and Corporate Information Sheet accordingly
    Total
   
IMPORTANT
  The tariff rates set out above for the indicated items are subject to change, without notice.  These tariff rates are based on "standard" work. Therefore, depending on the complexity of the work and the amount of time spent, we may charge additional fees accordingly.
       
                 
 
PDale2018.png
   
     
     
     
   
  FEE LIST
  (as at March 1, 2018)
     
  EPL IN ONTARIO
   
  No. Description Fees Total Anticipated Disbursements HST TOTAL
  HST No HST W/ HST
  EXTRA-PROVINCIAL REGISTRATION IN ONTARIO
  Extra-Provincial Registration in Ontario - FOREIGN CORPORATION: Coordinate and liaise with client; Complete all requisite forms and documents in order to register a foreign corporation extra-provincially in the Province of Ontario including obtaining Ontario NUANS name search report, complete Form 1 Application for Ontario Extra-Provincial Licence and Form 2 Appointment of Agent for Service in Ontario under Extra-Provincial Corporations Act (Ontario); arrange for execution and attend at Ontario Ministry of Government and Consumer Services ("Ontario Ministry") to submit for processing; pick up Ontario Extra-Provincial Licence; complete Form 2 Initial Return under Corporations Information Act (Ontario) (“CIA”) and attend to filing with Ontario Ministry; report to client thereon.
  Ontario Agent for Service - FOREIGN CORPORATION: Prepare Ontario Agent for Service Agreement for execution by foreign corporation; act as Ontario agent for service on behalf of foreign corporation for one (1) year.
  Registration in Ontario - DOMESTIC (Canadian) CORPORATION:  Complete Form 2 Initial Return under CIA to register the domestic corporation (formed under the laws of Canada or the laws of one of the provinces/territories of Canada); obtain Ontario Corporation Number and report to client thereon.
    Total
   
  IMPORTANT
    The tariff rates set out above for the indicated items are subject to change, without notice.  These tariff rates are based on "standard" work. Therefore, depending on the complexity of the work and the amount of time spent, we may charge additional fees accordingly.
     
                 
 
PDale2018.png
 
   
   
   
 
  FEE LIST
  (as at March 1, 2018)
     
  STANDARD CORPORATE MATTERS
 
  No. Description Fees Total Anticipated Disbursements HST TOTAL
  HST No HST W/ HST
  CORPORATE DUE DILIGENCE REVIEW
  **SIMPLE** CORPORATE REVIEW OF CORPORATE RECORDS: conduct comprehensive corporate review of the corporate records of the Corporation to confirm the corporate structure, in particular, valid issuances and transfers of shares, and identify corporate deficiencies and outstanding corporate matters; conduct corporate search to determine that the information on the public records accords with the corporate information reflected in the minute book and confirm the status of its Notice filings in compliance with governing statute; prepare Corporate Information Summary summarizing corporate information set out in or contemplated by the minute book; prepare detailed, itemized Corporate Review Summary setting out each corporate action and identifying each outstanding corporate matter and corporate deficiency; recommend and list suggested actions to be taken to bring the corporate records of the Corporation up to date; review, amend, verify, update and finalize Corporate Review Summary; prepare Memo summarizing corporate review and seek instructions to rectify and address corporate deficiencies and outstanding corporate matters; coordinate and liaise with client throughout period; and all incidental conversations and correspondence.
 (starting from) 
  **COMPREHENSIVE** - CORPORATE REVIEW OF CORPORATE RECORDS: Conduct comprehensive corporate review of the corporate records of the Corporation to confirm the corporate structure, in particular, valid issuances and transfers of shares, and identify corporate deficiencies and outstanding corporate matters; conduct Ontario corporate search to determine that the information on the public records accords with the corporate information reflected in the minute book and confirm the status of its Notice filings in compliance with governing statute; prepare Corporate Information Summary summarizing corporate information set out in or contemplated by the minute book; prepare detailed, itemized Corporate Review Summary setting out each corporate action and identifying each outstanding corporate matter and corporate deficiency; recommend and list suggested actions to be taken to bring the corporate records of the Corporation ujp to date; review, amend, verify, update and finalize Corporate Review Summary; prepare Memo to you summarizing corporate review and seek instructions re rectification matters; coordinate and liaise with you throughout period; and all incidental conversations and correspondence.
 (starting from) 
  RECTIFICATION MATTERS
  RECTIFICATION OF CORPORATE DEFICIENCIES DISCLOSED BY CORPORATE REVIEW: Receive additional information in order to proceed with the preparation of rectification corporate documents to address the corporate deficiencies and outstanding corporate matters identified by corporate review including, without limitation, joint board and shareholder rectification resolutions and supporting corporate documents to ratify and approve the validity of the issued share capital, the election of directors and the appointment of officers; update minute book registers and ledgers; complete any and all outstanding notice filings to bring the Corporation’s corporate filings up to date with the relevant governmental authority; and bring any outstanding annual proceedings up to date.
 (starting from) 
    Total
 
IMPORTANT
    The tariff rates set out above for the indicated items are subject to change, without notice.  These tariff rates are based on "standard" work. Therefore, depending on the complexity of the work and the amount of time spent, we may charge additional fees accordingly.