Starting a Business in Canada

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No nonsense information on small business.

Aug 15, 2011 - 1 minute read - Comments - legal

The Difference Between A Trade-Mark And A Trade Name

A trade name is the name under which a company does business. A numbered company like 123456789 Ontario Ltd. could conduct business under a name like Paul’s Ice Cream. Paul’s Ice Cream would be a trade name. The name would be registered with the proper authority but it would not be a trade-mark.

A trade-mark is used to identify a product or service. If Paul called his ice cream True North Vanilla and True North Chocolate, True North could be considered a trade-mark. He would be well advised to register the trade-mark if he felt it was essential to his branding and marketing because proof of ownership would be much easier if there ever was a dispute.

In our example, Paul’s Ice Cream wouldn’t be a trade-mark because it is not directly used to identify a product or service. True North would be a trade-mark because of its close association with the product. The difference between these two names might seem like a small issue but it is important because intellectual property can be quite valuable. It can form part of a business’s competitive advantage and it should be properly protected.

Aug 11, 2011 - 2 minute read - Comments - legal

What Is A Trade-Mark?

The Canadian Intellectual Property Office defines a trade-mark as:

A trade-mark is a word (or words), a design, or a combination of these, used to identify the goods or services of one person or organization and to distinguish these goods or services from those of others in the marketplace.

This can be further broken down into three different types of trade-marks.

  • An ordinary mark can be words or a design or a combination of both that is used to distinguish a product or service from others in the marketplace. An example of this would be the words “Coca-Cola” or the famous Coca-Cola written in script on the side of the bottle.
  • A certification mark is used by an individual or organization to identify products that meet a certain standard. An example of this would be the Canadian Standards Association (CSA) logo seen on many of our products.
  • A distinguishing guise consists of the shape of a product or its container or a mode of packaging goods. The famous glass Coca-Cola Contour Bottle is an example of this.

Trade-marks are powerful because they prevent someone from trying to profit off an established brand. If I was to make my own cola drink and try to call it Coca-Cola, the Coca-Cola Company would have the right take me to court to defend their trademark. This protection is very valuable because it prevents counterfeit goods of dubious quality from flooding the marketplace and weakening an established brand.

Aug 10, 2011 - 3 minute read - Comments - legal

How To Register A Business In Ontario

This post is about registering a business name in Ontario, which is different from incorporating a company. If you are starting a business as a sole proprietorship, partnership or if you want to register a “doing business as” name for an existing corporation this post will give you an overview of the process. To open a business bank account, you must have your business’s name registered. This is necessary because the bank needs to know that you are authorized to deposit cheques made out to the business’s name. There can be substantial fines for failing to register your business so make sure this forms part of your business startup process.

The first step is to conduct a business name search. The search will tell you if another Ontario business is using the name you’ve picked out. It’s important to note that the Business Names Act does not protect the exclusivity of a registered name. If you are concerned about protecting your business’s name, you might want to consider registering a trademark. The fees for conducting a name search through the Government’s website are in the table below.

Fees

Report Name Report Fee
Detailed Business Names Report $8
Certified Detailed Business Names Report $16
Statement of No Match Found $8
Certificate of Non-Registration $26

Business Name Registration

The next step is to register your business. While the business name search feature of the Government’s website is only available Monday to Friday, 8:30 am - 6:00 pm, the business registration service is in operation 24 hours a day.

Master Business License

A Master Business License (MBL) is issued for completed business registrations except those pertaining to limited partnerships. These limited partnerships get a copy of the application and a validation instead of the MBL. A MBL is in effect for five years. It must be renewed prior to the expiry date. The Government will not send you a reminder so this is something you’ll have to keep track of on your own.

Business Identification Number

The Companies and Personal Property Security Branch of the Ontario Government will issue a Business Identification Number (BIN) for each registered business. This is not the same as a federal Business Number.

Fees

There are three ways to register your business name:

  1. Online which will cost $60
  2. By mail which will cost $80
  3. Through an authorized service provider, which will cost $60 plus any additional fees the provider may add for using their services.

This process may seem complicated but everything is relatively straightforward once you get started. With the online service that is available, you can have your business registered in record time.

Aug 9, 2011 - 1 minute read - Comments - business news

The CentrSource Ad Contest

CentrSource is a new Canadian discount site. Consumers can shop on the site and get discounted merchandise from Canadian merchants. Sellers can list their items on the site for free. CentrSource only gets paid when a sale takes place.

To promote themselves the company is running a contest. Any seller who signs up and posts an ad through Facebook will be eligible to win the grand prize of $15,000 cash and 6 months of free advertising on CentrSource. A randomly selected seller from the top 50 finalists will be given a prize of $5,000 cash and 3 months of free advertising on Centrsource. There will also be weekly draws for a random seller from all ad entries each week which will win $1,000 cash and 1 month of free adversing.

The grand prize winner will be determined by buyers who will vote for their favourite ad. Each week, a random voter will be selected to win an iPad 2. The contest ends on August 31, 2011.

I don’t know much about CentrSource or the value of its advertising product, but this seems like a simple contest to enter with some decent prizes.

Aug 8, 2011 - 4 minute read - Comments - legal

How To Incorporate A Business In Ontario

If you decide to start a business in Ontario and you choose a corporation as your legal form of ownership, you can either incorporate your company federally or provincially. If you choose to incorporate your company provincially, there are three methods of incorporation for the do-it-yourselfer.

  1. Articles of incorporation can be filed electronically through one of the contracted service providers.
  2. Articles of Incorporation can be filed directly at the Toronto office of the Ministry of Government and Consumer Services or at one of the offices that endorse Articles submitted under the Business Corporations Act.
  3. Articles of Incorporation can be submitted by mail to the Companies and Personal Property Security Branch, 393 University Ave., Suite 200, Toronto ON M5G 2M2.

It will cost you $300 to register Articles of Incorporation online plus any fees that the contracted services providers charge for their service. If you choose this route you will provide everything they need in digital form. The service providers’ websites will walk you through the process.

Submitting Articles of Incorporation in person or by mail will cost you $360. Those of you choosing the paper route, can download forms here. You will need to either provide or mail your:

  • Articles of Incorporation
  • Ontario-biased NUANS
  • Fee of $360
  • A covering letter which includes your contact information
  • Any other support documents

Unless you choose to have your company given a numbered name (known as a “numbered company”, ie. 123456789 Ontario Ltd.) you will need to conduct an Ontario-biased NUANS name search through a third party provider as only federal name searches can be conducted directly on Industry Canada’s website. A list of online NUANS name search service providers can be found here. The cost for this name search will be about $25 but the price may vary as service providers add their own fees on top of the government’s fees for providing this service. This search is only good for 90 days so don’t do it too far in advance of submitting your Articles of Incorporation.

Your corporation cannot have the same name as another company so if someone has already used the name you’ve planned to use, you’ll have to pick another. If the name you have chosen is not being used in Ontario, it doesn’t mean you are necessarily in the clear. From the provincial government’s website:

Please note that although a Federal corporation with an identical name to a proposed Ontario corporate name may not be currently operating or active in Ontario it is entitled to commence activities in Ontario at any time in the future. Incorporators who incorporate with the same or similar name are therefore assuming the risk of an objection to their corporate name, which may result in a name hearing under section 12 of the Business Corporations Act.

For this reason, you may want to consider incorporating federally. A federal corporation provides name protection Canada wide, except in the Province of Québec, which does not provide data to the NUANS system.

Consider Using A Lawyer

Which it is possible to incorporate your business by yourself, unless you have a lot of experience in this, I wouldn’t recommend it. Filing the Articles of Incorporation is easy enough but creating good documents that include all of the information you need can be very difficult for a layperson. I recommend hiring a lawyer to do this for you (You can search for a lawyer here.) Lawyer’s fees are normally worth the expense because doing things right at the beginning can save you a lot of money later on. If you are on a tight budget and don’t feel you can afford the fees, I recommend using a service like Legal Zoom.ca. They won’t give you service and advice tailored to your personal situation like a lawyer would but they’ll give you a good set of basic documents. A lawyer or an online incorporation service can also do the name search for you.

Incorporating a company can seem like a big, complicated process if you’ve never done it before but it really isn’t that difficult, particularly if you use a lawyer or a service to do it for you.

Aug 5, 2011 - 2 minute read - Comments - business model

How To Make Money Online

I often see questions from people who want to start a small business or work from home asking how they can make money online. It’s an interesting question because it has a central premise that there is something different or magical about making money “online”. There isn’t.

Don’t get me wrong. There are methods of making money using the internet, There just isn’t anything special about it that makes money magically appear. The internet allows you to reach more people. It allows you to collaborate with people on certain types of work without having to leave the house. It doesn’t pay you well for doing tasks of little value.

Amazon’s Mechanical Turk will pay you a minimum of 5¢ per task for simple, repetitive tasks you can do online. This isn’t a scam, you’ll do the tasks and Amazon will pay you the money, but unless you’re super human fast, you won’t make a living doing this.

Moving up the pay scale, it’s possible to earn a more reasonable wage doing projects that can be found on sites like oDesk, Elance, or Guru. The jobs on these sites range from simple data entry jobs to highly skilled software developer jobs. When you bid on projects on these sites, you’ll be competing with workers from around the world. So while it might be possible to earn a living wage for someone living in China or India, it will be much more difficult if you live in Toronto.

The sites I’ve listed above are ways to get low paying jobs online. Doing projects on these sites makes you an employee not a business owner. There is a big difference between having a job and having a business. Don’t confuse the two.

Starting an online business is not all that much different from starting a traditional bricks and mortar business in many respects. Your delivery channel is the internet instead of a face to face interaction and that has a lot of implications but the fundamentals for profitability are the same. You must have a sound business model that delivers value for your customer. All the planning and work that goes into starting a traditional business applies to starting a business that is based online.

The internet provides certainly provides a big opportunity, but you still can’t get rich quick for doing next to nothing. Anyone who promises you differently is running a scam.