Post-Incorporation Checklist What to Do After You Incorporate

Why Post-Incorporation Steps Matter

A common and costly mistake: business owners incorporate online, receive their certificate, and start doing business without completing the organizational steps. The corporation exists on paper but it has no bylaws, no officially issued shares, no appointed officers, and no minute book. This creates legal gaps that cause problems with the CRA, banks, future investors, and anyone who eventually buys the business.

The Post-Incorporation Checklist

1. Pass Organizational Resolutions

Directors must pass resolutions either at an organizational meeting or by written consent to: confirm the appointment of the first directors; adopt the corporation's bylaws; appoint corporate officers (President, Secretary, Treasurer); issue shares to the founding shareholders; and authorize the corporation's banking arrangements.

2. Issue Share Certificates

Shares must be formally issued by director resolution and recorded in the share ledger. Share certificates must be issued to each shareholder. Until shares are properly issued, the ownership structure of the corporation is not legally established.

3. Set Up the Corporate Minute Book

Organize all foundational documents Certificate of Incorporation, Articles, bylaws, share registers, director and officer registers, and initial resolutions into the minute book. This must be maintained at the registered office and updated at least annually.

4. Register for a CRA Business Number

Register with the Canada Revenue Agency for your Business Number. Also register for: HST/GST (required if annual revenues will exceed $30,000; voluntary if below); payroll deductions (if you have employees); and the T2 corporate income tax account (every corporation must file a T2 annually, even if it had no income).

5. Open a Corporate Bank Account

Keep corporate and personal finances completely separate. Commingling is one of the most common reasons courts pierce the corporate veil. The bank will require your Certificate of Incorporation, Articles, and a corporate signing authority resolution.

6. File the Initial Return

Ontario corporations must file an Initial Return with the Ontario Business Registry within 60 days of incorporation, confirming directors, officers, and registered office address.

7. Consider a Shareholders Agreement

If there is more than one shareholder, negotiate and execute a shareholders agreement now before any disputes arise. Doing it when everyone is aligned and optimistic is far cheaper than doing it under duress.