Business in Other Provinces and Territories

Carrying on a Business in Other Provinces and Territories
Ever wonder how to expand your business beyond its provincial borders? New entrepreneurs may be surprised to learn that they will not generally be able to carry on business in another province without first clearing some basic bureaucratic hurdles. Though the specifics will depend on several factors, including where a business was incorporated, where it will operate, and what kinds of business activities it will be carrying on, a province will most often require that a business register in that province in order to carry on business there.

The specific registration requirements and the definition of “carrying on business” will vary from province to province (the same is true of the territories) and may be affected by trade agreements such as the New West Partnership Trade Agreement between British Columbia, Alberta, Saskatchewan, and Manitoba.[1] In Alberta, for example, an extra-provincial corporation (a corporation incorporated outside of Alberta) is carrying on business and must, therefore, register if any of the following conditions apply:

• Its name, or any name under which it carries on business, is listed in a telephone directory   anywhere in Alberta;
• Its name, or any name under which it carries on business, appears or is announced in any advertisement in which an address in Alberta is given for the extra-provincial corporation;
• It has a resident agent, representative, warehouse, office, or place of business in Alberta;
• It solicits business in Alberta;
• It is the owner of an estate or has interest in land in Alberta;
• It is licensed or registered, or required to be licensed or registered, under any Act of Alberta allowing it to carry on business;
• It is, in respect of a public vehicle as defined in the Alberta Motor Transport Act, the holder of a certificate of registration under the Alberta Motor Vehicle Administration Act, unless it neither picks up nor delivers goods or passengers in Alberta;
• It is the holder of a certificate issued by the Alberta Motor Transport Board, unless it neither picks up nor delivers goods or passengers in Alberta;
• It otherwise carries on business in Alberta.[2]

 
One of the potential advantages of the extra-provincial registration process, especially for start-ups and new entrepreneurs, is that it allows a single business entity to operate across several provinces, rather than requiring the incorporation of a new business in each province. Incorporating in each province would mean managing several businesses and their filing requirements across multiple jurisdictions, whereas extra-provincial registration allows for the management of a single business entity in its home province with the only filing obligations in other provinces being the less onerous registration requirements, as specified by that province.

An additional consideration for entrepreneurs looking beyond their provincial boundaries is the use of their business’ name; a business incorporated in Alberta, even if properly registered as an extra-provincial corporation in another province, may not be able to operate under its name if there is already a business operating in that province with the same name or a similar name. If it is important that a business operate country-wide under the same name, federal incorporation may be a good option; though federal incorporation will generally involve more paperwork every year than provincial incorporation, it allows a company to conduct business under the same name across Canada, even if there is already a company operating in a province with that same name.[3]

For more information about federal incorporation, provincial incorporation, and extra-provincial registration requirements across the provinces and territories, visit the Government of Canada’s Business and Industry “Registering your business” page:
https://canadabusiness.ca/government/registering-your-business/#toc2

Aleksandar Kukolj is a member of the BLG Business Venture Clinic, and is a 3rd year student at the Faculty of Law, University of Calgary
 
References
[1] https://canadabusiness.ca/government/registering-your-business/#toc2
[2] https://www.servicealberta.ca/713.cfm#jm_versus
[3] https://www.thebalancesmb.com/provincial-versus-federal-2948230