Jan 27, 2020

Company registration in New Brunswick for non-residents of Canada – from 2,650 USD

Below we provide compelling reasons to establish a business company in New Brunswick if you are not a Canadian legal resident. If you read the article to the end, you will not only learn about the benefits of establishing such an this enterprise but also will become acquainted with the procedures involved in company registration in New Brunswick. In 2020, Canada looks especially attractive for wealthy people from other parts of the world. Let us show you what makes opening a company in this country so inviting.  

Canada for non-resident business people

Canada is among the richest countries of the world and its GDP per capita is very high. The free economy, the advanced society, and the progressive tax rates allow the business in Canada to develop successfully. For several years in a row, Canada outperformed such prosperous countries as Great Britain and the USA in the country business reputation rating.

This rating is published by “Reputation Institute” that is the only company in the world that assesses the world business reputations of different countries. Previously, many business people chose Great Britain as the country to register their business companies with the view of the conservative British legislation. However, after the Brexit initiative and the passage of some new regulations, they have started relocating their companies to Canada.  

The Canadian economy: what the foreign investor needs to know

The types of economic activities that bring the largest share of income to the Canadian national budget are production and service industries. Cars, airplanes, heavy machinery, telecommunication equipment, and many other things are manufactured in Canada. Tourist services are in especially high demand in the country. Besides, Canada is rich in natural resources, which allows it to export natural gas, crude oil, aluminum, wood, and so on. Canada also exports electricity, fertilizers, chemicals, and plastics in large quantities. The national currency in the country is the Canadian dollar (CAD), one of the most stable currencies in the world. This is one more factor that makes Canada attractive for foreign investors.

Canadian corporate law for foreign investors

In nine of ten Canadian provinces and three overseas territories, the traditional English law is applied. French law is applied in Quebec. Canada is a federative state and thus, both federal and territorial (provincial) legislations are in force.  

As far as business laws are concerned, provincial ones have much more impact on Canadian companies in comparison to the federal ones.

Federal laws govern mostly the activities of state monopolies or state-regulated companies. These include financial and banking institutions, railways, aviation, telecommunications, trademarks, patents, and other types of intellectual property. Federal laws also govern the monetary policies, the customs, the migration policies, and the free competition principle application. The criminal law is also a federal law in Canada.  

Provincial laws regulate businesses located in each province. Different Canadian provinces have different legislations. Provincial laws determine civil rights, property rights, and property sales rules. They also govern workplace relations, land use, trade in securities, and professional activities.  

In some provinces, municipal laws can have priority over federal laws. This can be found, in particular, in British Columbia, Quebec, and Alberta. At the same time, the corporate tax is levied by the federal government and its rate is the same in all Canadian provinces excluding Quebec and Alberta.  

There are both federal and provincial courts of law in Canada, but the judicial system is one. The decisions made by Canadian judges are based on the international legal norms and standards, unlike the decisions of the US courts of law. Canada has undertaken to conform to all the financial transparency requirements imposed by international financial authorities.  

New Brunswick company registration for non-residents

The province of New Brunswick is one of three Canadian provinces located on the Atlantic coast. New Brunswick borders the US state of Maine in the west and the province of Quebec in the north. Many bilingual people speaking both English and French live in New Brunswick.

Why register a corporation in New Brunswick?

Some Canadian provinces offer beneficial conditions for establishing a business company there. In particular, New Brunswick legislation permits establishing a non-resident company in the province. According to the province laws, such a legal entity is taxable only on the income that it makes within the geographical borders of Canada. If it obtains profit somewhere else in the world, it is to be taxed in accordance with the legislation of the territory where the profit is made. No Canadian taxes apply in such cases.

It has to be admitted that the anti-offshorization campaign is in full swing today. Scandals such as Panama Papers, for example, serve as additional ammunition in the fight against offshores launched by the rich and powerful nations. They apply more and more pressure on such jurisdictions and currently ‘tax optimization’ equals ‘tax avoidance’ in the language of the propagandists of these policies. They are successfully imposing financial transparency requirements all throughout the world taking refuge in the references to money laundering. The truth is, however, that the strongest economies of the world are very unhappy to see the outflow of ‘their’ tax money to some small islands in the middle of the ocean. Their motives are quite understandable as ‘money makes the world go round’ but these efforts have made the lives of a great number of international business people much harder.  

Today, any financial transaction from or to such traditional offshore jurisdictions as Belize, Panama, or Nevis, for example, is considered suspicious by default. If you have a company and/ or a bank account in one of such jurisdictions, doing business with their use has become virtually impossible. Banks rarely accept payments made from offshore zones and even if they do, it takes ages before the transaction goes through.

We know a way around this highly unpleasant situation, though. If you establish a non-resident company in New Brunswick, you will be able to transfer the funds from your Nevis or any other offshore zone company there. Using a Canadian company bank account to make payments is not going to cause any problems whatsoever. Besides, unlike many European banks, banks in Canada do not mind accepting US dollar transactions at all. And the money that you bring from an offshore zone to Canada is not taxable in the country.

The main requirement to be fulfilled is that the Canadian company should remain a non-resident one. This means that it should be managed from abroad and derive profits only from business operations performed elsewhere but not in Canada. Please bear in mind that a resident Canadian company is taxable on its income wherever it is made, in Canada or beyond its borders. The income tax in Canada is progressive and it becomes rather high when your annual income exceeds 60,000 CAD.

Offshore Pro Group specialists will be happy to assist you in setting up a business company in New Brunswick so that you can implement your most daring business plans. You will not have to leave your home country in order to establish a company in Canada. We will use the Internet and our Canadian-based agents to accomplish this task for you. Please write to us to [email protected] and order this service. Before providing it to you, however, we will have to ask you several questions and clarify some details in order to understand that we can help you indeed. Please mind that we do not provide tax evasion services nor do we support any other illegal economic activities.  

Naturally, your Canadian company will need a corporate bank account. With our assistance, you can set one up in almost any country in the world. In case you want to have a Canadian bank account, – a personal or a corporate one – you will have to visit Canada for this purpose. The visit to the bank will take you only one hour, as we will help you prepare all the application documents and put them in good order in advance. 

Choosing the name for your Canadian company

An important task in the process of company registration in Canada is picking the official name for your prospective corporation. If you would like the company name to reflect your area of business somehow, you have to take the Canadian requirements into account. In case the name that you suggest coincides with, or resembles the name of an existing company, your suggestion will be rejected.

In addition to that, the name of your New Brunswick company shall end in such words as: Corporation, Incorporated, Limited, Incorporée, Limitee or their abbreviations: Ltd., Ltée, Inc. and Corp. Because Canada has two official languages, the name can contain English or French words or words from both of these languages. When your suggested company name is approved, you will be issued a Name Certificate. Each province has its own certificate issuance timeframes.

You can also use a numerical name for your company such as 1234 NB LTD. or 111122 NB Corporation, for instance. In this case, the name will be assigned to your company at the moment of registration and the Name Certificate is not required. At the same time, you can order a NUANS report, which is an inspection of your suggested company name for coincidences and consonances. The cost of obtaining this report is already included in the overall cost of the service that we are offering here.  

Please also bear in mind that you cannot use certain words in the official name of your Canadian company. These are the words used in the names of state companies or those whose activities are licensed by the state. The words include the following ones: trust, bank, insurance, stock exchange, and some others. If you want to be able to use some of these words for the name of your Canadian company, you have to acquire a license first.  

Requirements to incorporating in New Brunswick

  1. The company shall have minimum one shareholder who can be a citizen of any country of the world.
  2. The company shall also have minimum one director (an individual person above the age of nineteen) as well as a secretary and a treasurer.
  3. The annual shareholders’ meetings are mandatory but they can be held in Canada or in any other country. Besides, the shareholders’ meetings can be held via the Internet with the use of video conferencing applications or by telephone.
  4. The minutes of the shareholders’ meetings shall be kept at the company registered legal address.
  5. The company office shall be registered in New Brunswick. Correspondence from Canadian state bodies will come to this address. The office can be rented in an office building or in a residential building. A post office box cannot be used as the company legal address. Office rent has to be covered and the price is US$ 1,300 per year. This price includes the rent proper and provision of answers to the correspondence from the company registration agency in Canada.  
  6. Keeping financial records and filing annual tax returns are also mandatory. If there is taxable income, the tax has to be paid within two months since the end of the fiscal year. If the company is eligible for a tax refund, it has to file an application for such a refund to the Canadian tax authorities within six months since the end of the fiscal year.

Advantages of registering a business company in New Brunswick for non-residents of Canada

  • A Canadian corporation is a reputable business entity as it is registered in a highly respected jurisdiction.
  • Legal resident of any country can be the company director.
  • A single person can act as the company shareholder, its director, secretary, and treasurer.
  • At least one company share has to be issued. Its nominal value can be 1 dollar.
  • There are no restrictions as to the minimum nor maximum registered capital.
  • The company can issue any number of shares. They can have or not have nominal value.
  • There is no currency control in Canada.
  • The salaries of non-resident company directors, managers, and other company personnel working abroad as well as their dividends and bonuses are not taxable in Canada.
  • The amounts of the non-resident company personnel salaries as well as the amounts of their dividends, bonuses, and all other commercial costs are deductible from the amount of the corporate income before the corporate income tax is paid.

The combined federal and provincial corporate tax in New Brunswick is 29%. Corporations that have incurred losses over the fiscal year or made zero profit are not liable to corporate taxation. However, tax returns shall be filed in a timely manner anyway.

The fiscal year lasts for 12 months but it does not necessarily have to end on December 31. With most Canadian companies, the fiscal year coincides with the calendar year. However, if you have reasons to change the reporting date, you are free to do so.

You can open a business account for your New Brunswick company in Canada or in any other country of the world.

What the company registration package includes

New Brunswick company registration service package includes the following items:

  1. Acquisition of a NUANS report on the company official name that you will have suggested.
  2. Payment of the state duty.
  3. Legal address rent agreements in New Brunswick including the rent payment for one year.
  4. Company Registration Certificate and Articles of Association.
  5. The Resolution on company director(s) appointment.
  6. Company register and account book.
  7. A certificate for ten company shares.
  8. A brochure containing the relevant Canadian laws and regulations.
  9. Company seal.
  10. Courier delivery of the corporate documents and other items.

Additional office services

You can also use some additional services that we provide for an additional pay:

Amendments to the corporate documents or corporation closure   200 USD
Annual renewal (extension) of the New Brunswick company Registered office services, official mail processing, and payment of state duties 1, 300 USD
New Brunswick corporation registration in the province of Ontario   500 USD
Basic virtual office for one year Mail address in New Brunswick

Electronic mail delivery

455 USD
Upgraded virtual office for one year Mail address in New Brunswick

Electronic mail delivery

Receiving facsimile messages and forwarding them to the specified e-mail address

650 USD
Document notarization in Canada One document or one bound document package 200 USD
Acquisition of the federal tax number for the company   180 USD
Document legalization with the Canadian Ministry of the Interior Legalization of one notarized document or a bound package of notarized documents with the Ministry and the client’s country Embassy 455 USD
Canadian telephone number   100 USD per month

Please note that if you would like to have a fully functional Canadian back office with a telephone, a fax machine, and concierge services such as incoming and outgoing mail processing, we will be happy to provide these services on your request at an additional cost.

Please also bear in mind that in case you are planning to immigrate to Canada in the future as a foreign investor or as a businessperson, the fact that you have a corporation registered in the country will bring an advantage to you.

The procedure of registering a corporation in New Brunswick, Canada

The first thing that you should have in order to establish a corporation in Canada is the desire to do so. If you do have this desire, please write to us to [email protected] in order to acquire professional consultation on the matter.

Then you will have to cover the cost of the Canadian company registration service. You can use your credit card to make the payment or do it by a bank transfer, or use such payment systems as Western Union, PayPal, WebMoney or you can pay us in Bitcoins. The cost of the service starts at 2,650 USD. ­

Then we will go on to collect the necessary documents from you. Each prospective company owner, director, or any other beneficiary has to submit the following documents:

  1. A color copy of the passport pages carrying the photograph and the signature. The copy has to be notarized and the notary name as well as the notarization date should be visible.

Please note that you may encounter a notary who will refuse to notarize foreign passport copies. In this case, you can have the passport pages translated by a sworn translator, bind the translations with the passport and then the notary will put his or her stamp on the document.

  1. A completed and signed application form for establishing a business company in New Brunswick.
  2. A proof of address. This can be a utility bill or a bank statement that indicates your residential address.

Please note that the proof of address has to be less than three months old on the day of document submission. If necessary, it has to be translated into English or French and notarized.

  1. A completed form that describes the prospective business activities (we will provide the form to you). It is desirable that you describe what you are going to use your corporation for in detail. The form has to be completed in English or French.

Please note that the Canadian Registrar may request some additional documents in the process of the company registration in New Brunswick.  

After all the documents have been submitted, the registration of the company in Brunswick, Canada will take not more than 3 to 5 business days.

Please place a request for this service at [email protected] and we will reply to you promptly. In case you need a consultation prior to making the final decision, you are most welcome to request one from us.