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Cooling Costs, Power, and Certainty: Alberta’s Pitch to AI Infrastructure Investors

2/9/2026

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Written by Kyla Rowsell
JD Candidate 2026

Like them or not, AI Data Centres are making their way into Canada at an increasing rate. There are currently 239 data centres in Canada[1] and the demand is increasing. As digital currencies expand and generative AI becomes embedded in both public and commercial activity, data centres have emerged as a foundational requirement of the modern economy, and a magnet for global capital.

Canada has already invested heavily in AI by nurturing talent, funding research and development, and retaining intellectual property.[2] But talent and innovation alone do not attract large-scale infrastructure investment. Data centres are capital-intensive[3], long-horizon projects, and investors demand economic and regulatory certainty before committing billions of dollars to a fixed location. The recently signed Memorandum of Understanding between the Federal and Alberta governments, has sent a strong signal that regulatory impediments would be reduced providing more certainty for investors.[4]

The Alberta Government has increasingly positioned itself as a viable home for AI data centres, with the potential to play a meaningful role in Canada’s broader strategy to attract foreign AI investment.[5] That potential is not merely theoretical, there are already 22 data centres in Alberta[6] with plans to expand. The Alberta Government has already announced Phase 1 of the Wonder Valley AI Data Centre Park, in Grande Prairie Alberta, which is a proposed 1.4 gigawatt off-grid power system to support the influx power demand for the alleged “world’s largest AI data centre industrial park”.[7] More recently, a European backed data centre valued at approximately $12.8 billion—an investment that signals serious market interest in the province, was announced for Olds, Alberta.[8]

Several features make Alberta especially attractive from an investor perspective. Its colder climate materially reduces cooling costs, a critical operational concern for energy-intensive data centres.[9] The province also offers significant power generation capacity and a deregulated electricity market, allowing operators to secure, generate, or contract for power on their own terms[10], an important lever for cost certainty and long-term planning.
​
Regulatory structure further strengthens Alberta’s appeal. Through initiatives such as the Red Tape Reduction Act, the province has emphasized faster approvals and streamlined regulatory processes, which directly address one of the primary risks facing infrastructure investors: delay. Since 2019, Alberta reports a reduction of approximately 35% in red tape, reflecting a broader policy commitment to investor certainty.[11]

Alberta has also taken concrete steps to modernize its corporate law framework. Amendments to the Alberta Business Corporations Act removed the former requirement that 25% of directors be Canadian residents.[12] Today, corporations need only appoint an Alberta-resident agent for service, while boards may be composed entirely of foreign directors. Combined with Alberta’s position as having the lowest corporate tax rate in Canada, and among the lowest in North America, the province has deliberately positioned itself as investor-friendly.[13]

The question is not whether Alberta can attract AI data centres. It is whether its legal, energy, and regulatory frameworks can continue to evolve quickly enough to compete for them.

[1] Chrysten E. Perry et al., Data Centre Opportunities: Alberta and Canadian Initiatives Advance a World-Class Industry (1 December 2025), at para 9, online: https://stikeman.com/en-ca/kh/real-estate-municipal/data-centre-opportunities-alberta-and-canadian-initiatives-advance-a-world-class-industry [Chrysten].

[2] Daniel Schwanen, Canada’s AI strategy needs to avoid excessive precaution (9 December 2025), online: https://cdhowe.org/publication/canadas-ai-strategy-needs-to-avoid-excessive-precaution/

[3] Chrysten, supra note 1 at para 5.

[4] Ibid at para 1.

[5] Ibid at para 23.

[6] Ibid at para 9.

[7] Government of Alberta, Wonder Valley AI Data Centre Park (Phase 1) (last accessed, 31 January 2026), online: https://majorprojects.alberta.ca/details/Wonder-Valley-AI-Data-Centre-Park/11477.

[8] Robert Tuttle, Swiss-backed data centre plan targets $12.8 billion in gas-rich Alberta (2 January 2026), at para 1, online: https://financialpost.com/technology/swiss-backed-data-center-plan-targets-alberta.

[9] Government of Alberta, Alberta’s AI data centre strategy (4 December 2024), at 7, online: https://open.alberta.ca/dataset/f6fe5816-12ac-4ba6-805c-d0a0dd5aebf9/resource/26d62103-ff38-4310-a98f-ab4595a4af74/download/ti-albertas-ai-data-centre-strategy.pdf [GOA AI Data Centre Strategy].

[10] Chrysten, supra note 1 at paras 6-8.

[11] Government of Alberta, Cutting Red Tape (last accessed 31 January 2026), online: https://www.alberta.ca/cut-red-tape#:~:text=We%20are%20continuing%20to%20cut,reduced%20red%20tape%20by%2035%25.

[12] Government of Alberta, Key changes: Bill 22 (last accessed January 31, 2026), online: https://www.alberta.ca/implementing-red-tape-reduction#:~:text=and%20Succession%20Act-,Key%20changes%3A%20Bill%2022,-The%20Red%20Tape.

[13] GOA AI Data Centre Strategy, supra note 8.

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Surprise! You Don't Own Your Intellectual Property!

2/3/2026

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Picture

Some of humanity’s finest efforts have been dedicated towards causing our fellow humans to experience surprise.  Amongst our species’ greatest technological achievements is the classic “snake in a can” prank—where a hungry (but gullible) victim opens a can of purported mixed nuts, only to find a spring-loaded imitation snake.  The results are reliably hilarious. Unfortunately, the genius of a well-timed surprise is generally under-appreciated, particularly by those who “benefit” from the surprise.
​
It is with some hesitation then that I share the surprising fact that the default position under Canadian law is that an individual inventor (not their employer) owns an invention, even if it was created in while on the job.  As an example, a labourer who develops an innovative widget used in the application of asphalt while working for a paving company will have a presumptive claim to ownership of that widget.

Over the years, a few exceptions to this default position have been created by courts and legislators.  Contract provisions have also been used by employers to assert ownership of inventions. In this post, I’ll lay out the details of theses exceptions and conclude with some take-aways for employers. 

Exceptions created by the courts
Courts have historically recognized three situations in which an employer will be found to be the rightful owner of an invention:
  1. The employee is hired specifically to invent. In cases where an employee is hired for the express purpose of developing a particular invention, the invention has been found to belong to the employer.[1] This can extend to existing employees who are given a new specific task that involves innovating.[2]
  2. The invention relates to the nature of the employment.[3] For example, engineers or technical personnel are under a duty to apply their inventive ingenuity to problems assigned by management. The case law suggests that the invention needs to be created while discharging these duties.
  3. The individual is in a managerial capacity; in these cases, courts have found that managers ought to apply all their talents to the welfare of the company.

Statutory exceptions
Law makers have created three important exceptions to the default rule that an inventor-employee owns the rights to their work:
  1. The Copyright Act,[4] which provides ownership rights to employers for software code written by employees;
  2. The Integrated Circuit Topography Act,[5] which deals with the design of microchips; and
  3. The Industrial Design Act,[6] which deals with the finished appearance of a product.
The traditional rules for ownership are reversed under these statutes; the employer is deemed to be the owner of creations that qualify under these regimes if they were produced in the course of employment. The employee may own the innovation provided it was produced outside the workplace, on the employee’s own time, or simply not within the true course of employment.[7]

Contractual law exceptions
It can be difficult and time consuming to prove that an employee’s invention falls within one of the common law or statutory exceptions listed above.  Supposedly, this is one of the reasons why a new employee is asked to sign an intellectual property (IP) assignment agreement alongside their employment contract.[8] In these matters, a court would look to the precise wording of the contract to determine if an employee has assigned their rights to their employer.

Choose your contractual terms carefully!
But this is where a problem arises.  IP assignment agreements commonly purport to assign IP developed in the “course of employment” or in the “discharge of duties”. Troublingly, these terms are usually left undefined.
​
Whatever the language used, it’s important for plaintiff employers (and their lawyers) to realize that they may someday be called to prove that an invention was invented in the course of employment or discharge of duties. Is the paving company’s labourer acting in the “discharge of his duties” when he invents a widget that makes his job easier? 

Failing to show the court that a product was created in the “course of employment” can be fatal to a plaintiff’s cause. For instance, the employer in Secure Energy[9] argued that it was the owner of an invention because the inventor's employment agreement required him to assign inventions developed “in the discharge of his employment duties”. The Federal Court did not agree, ruling that Secure Energy did not prove that the invention was in fact made while discharging the employee’s “employment duties”. Although other factors were considered by the Federal Court when making its decision, the specific wording of the employment agreement was important to the Federal Court.[10] So it’s clear that IP assignment contracts should be drafted in a way that anticipates the legal burden that an employer may later be called upon to meet.

Conclusion
There are a number of ways for an employer to protect its IP.  One strategy has been to include IP assignment agreements as a condition of employment.  However, employers must carefully consider the terms used in the assignment clause.  Will an employer be able to prove that an invention arose during the “course of employment” or “discharge of duties”?  If not, an employer may be in line for an unwelcome surprise, ready to spring from a can of mixed nuts.

[1] Eleni Kassaris, Executive Employment Law, (Toronto: LexisNexis Canada Inc, 1993) (loose-leaf revision 135) at s 10.132.

[2] David Vaver, Intellectual Property Law, (Toronto: Irwin Books, 2011) at 369 but see also Spiroll Corp Ltd v Putti et al, [1975] BCJ No 992.[3] CED 4th, Patents, "Master and Servant" at s 109.
[4] Copyright Act, RSC 1985, c C-42.

[5] Integrated Circuit Topography Act, SC 1990, c 37.

[6] Industrial Design Act, RSC 1985, c I-9.

[7] Bryce C Tingle, Start-up and Growth Companies in Canada, 3rd ed (Toronto: LexisNexis Canada, 2018) at 137.

[8] Ibid; Richard Brait and Bruce Pollock, “Confidentiality, Intellectual Property and Competitive Risk in the Employment Relationship” (2004) 83 Can Bar Rev 585.

[9] Mud Engineering Inc v Secure Energy (Drilling Services) Inc, 2022 FC 943.

[10] Nina Lindop, et al, “Patent Litigation in the Energy Sector: Insights and Strategies from the Last Decade” (2025) 62:2 Alta L Rev 280 at para 38.


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Incorporation or Partnership?

1/26/2026

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Written by Deborah Oshidero

In the early stages of a business venture, founders often gravitate toward partnerships because they appear, simple, inexpensive, and flexible. The idea of “just starting” without paperwork or formalities can be appealing, especially when working with friends, family, or trusted collaborators. However, while partnerships may seem convenient at first, they carry significant legal and financial risks that frequently outweigh their perceived benefits when falling victim to legal issues. For most entrepreneurs, incorporation provides much more security and a sustainable foundation for long-term business success.
 
Partnerships
 
Under Alberta law, a partnership exists when two or more persons carry on a business together with a view to profit. [1] Crucially, no written agreement or formal registration is required for a partnership to arise. [2] Courts determine the existence of a partnership by examining the circumstances of the situation and the intention of the parties, [3] this may include shared-decision making, pooling or resources, and an intention to generate profit. [4] This means individuals can unintentionally become partners without ever expressly agreeing to do so, exposing themselves to legal obligations they may not anticipate or fully understand.
 
Unlimited Personal Liability
 
One of the most significant drawbacks of a partnership is unlimited personal liability. In an ordinary partnership, partners are jointly and severally liable for the debts and obligations of the business. This liability extends not only to a partner’s own actions but also the actions of other partners carried out in the course of the business. As a result, a single poor decision, contractual misstep, or act of negligence by one partner can place all partner’s personal assets at risk. Unlike a corporation, A partnership offers no legal separation between the business and the individuals behind it.
 
Though it is important to acknowledge that not all partnerships expose partners to unlimited liability. Certain partnership structures, such as limited partnerships, provide individuals with protection. In a limited partnership, liability for limited partners is restricted to the amount for their investment, provided they do not participate in management of the business. However, the general managers in such arrangements continue to face unlimited personal liability, preserving much of the risk that incorporation is designed to eliminate. A limited liability partnership consists of partners in one or more eligible professions, such as accounting or law. [5] This is similar to an ordinary partnership; except they are provided liability protection. Though this is not a universally accessible solution for most commercial ventures. As a result, while these modified partnerships mitigate some liability concerns (for certain/specific groups), they are either narrowly available or only partially effective, making them an imperfect substitute for the comprehensive liability protection afforded by incorporation.
 
Legal Identity
 
The absence of a separate legal identity further increases the risk. As a partnership is not a distinct legal entity, creditors may pursue partners personally for business debts. This forms a lack of protection which is particularly problematic as the business grows, hires employees, or enters into more complex contractual relationship. What starts as a small, informal venture can quickly evolve into a source of substantial personal exposure (especially for a growth business).
 
Partner Disputes
 
Another issue that commonly arises is disputes between partners. While many partnerships begin with mutual trust and shared goals, disagreements often arise over authority, profit-sharing, workload or even the future direction of the business. If a written partnership agreement is absent then the Partnership Act governs by default, requiring equal sharing of profits and losses and equal decision making regardless of each partner’s individual contributions. [6] This statutory framework in practice rarely reflects the actual intentions of the parties and a can intensify conflict rather than resolve it.
 
This is linked to the difficulty partnerships are to unwind. Ending a partnership, whether due to a disagreement or other reasons, can be legally and emotionally complex. Unless partners have a comprehensive written agreement, which as mentioned is not always the case as partnerships can be created via the action and the intentions of the individuals, dissolution can trigger disputes over asset valuation, outstanding liabilities, and ongoing obligations. In some cases, a partnership may be dissolved automatically by events such as the death, bankruptcy, or withdrawal of a partner, even if the remaining partners wish to continue the business [7]. This fragility creates uncertainty and can disrupt operations at critical moments. Corporations, by contrast, allow for the transfer of shares and the continuity of the business without jeopardizing its legal existence, providing greater stability and predictability.
 
Incorporation
 
By contrast, incorporation offers a far more predictable and protective structure. A corporation is a separate legal entity with its own rights and obligations, distinct from its shareholders [8]. One of the primary advantages of incorporation is its limited liability, meaning shareholders are not generally responsible for the corporation’s debts or liability (though they can flow to shareholders by losing dividends etc). This legal separation provides critical protection for personal assets and allows entrepreneurs to take more calculated business risks without exposing themselves to major personal loss.
 
Incorporation also offers greater stability and continuity. A corporation exists independently of its owners and can continue operating despite changes in share ownership or management. It is even common for corporations to founder-proof themselves so the business may continue on even if founders decide to leave. This makes corporations more attractive to investors, lenders, and strategic partners, many of which can be reluctant to engage with an unincorporated business. Additionally, corporations have improved access to capital, as they can issue shares in return for cash and structure ownership in ways that are not as easily possible within a partnership.
 
While incorporation does involve higher startup costs and ongoing administrative obligations, these requirements often function as safeguards rather than burdens. Record-keeping, annual filings, and governance rules help increase transparency and accountability, reducing uncertainty and internal disputes [9].
 
Conclusion
 
Ultimately, while partnerships may appear more appealing for their simplicity, they often create more problems than they solve, the risk of unlimited liability lack of legal separation, potential disputes, and even unintentional formation make partnerships and precarious choice for most business ventures. Incorporation, though more formal, provides legal protection, operational clarity, and long-term viability.
 
For entrepreneurs deciding between a partnership and a corporation, the safer and more strategic option is often incorporation. Seeking legal advice before making this decision is essential, but one conclusion is clear: when it comes to protecting both your business and yourself, a partnership is rarely a prudent choice.
 
Note: The above information does not constitute legal advice. No guarantees are made as to accuracy, completeness, or applicability to individual situations.

References
 
[1] Partnership Act, RSA 2000, c P-3, s 1(g).
 
[2] Partnership Act, RSA 2000, c P-3, s 1(c); Continental Bank Leasing Corp v Canada, [1998] 2 SCR 298.
 
[3] Spire Freezers Ltd v Canada, 2001 SCC 11; Continental Bank Leasing Corp v Canada, [1998] 2 SCR 298.
 
[4] Red Burrito Ltd v Hussain, 2007 BCSC 1277.
 
[5] Alberta Government Services, “Register a business name” (Last reviewed 25 November 2025), online: Alberta.ca.
 
[6] Partnership Act, RSA 2000, c P-3, s 28(a).
 
[7] Khan v Miah, [2000] 1 WLR 2123 (HL).
 
[8] Salomon v Salomon & Co Ltd, [1896] UKHL 22; Business Corporations Act, RSA 2000, c B-9, s 16(1).
 
[9] Business Corporations Act, RSA 2000, c B-9, s 268(1).

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The Effect of Artificial Intelligence on Corporate Governance

12/3/2025

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Written by Cassidy Peterson
JD Candidate 2026

Canadian businesses of all sizes are now using artificial intelligence (“AI”) to streamline operations, analyze markets, and support decision-making.[1] Whether through automated bookkeeping, customer-service chatbots, HR screening software, or data-driven analytics, AI has become embedded in how modern companies operate.[2]
 
However, as AI adoption grows, so do the legal, governance, and ethical questions surrounding its use. Canada’s regulatory landscape is shifting, courts are paying closer attention to directors’ responsibilities, and businesses are being asked to show how they use AI responsibly.[3]
 
Canada’s Evolving Approach to AI Regulation
Canada attempted (and failed) to pass a federal AI law. The proposed Artificial Intelligence and Data Act introduced in Bill C-27, did not move forward.[4] This means Canada does not currently have a single national statute regulating AI.
 
Instead, AI regulation is emerging through provincial initiatives. Ontario, for example, has enacted Bill 194, which imposes rules for AI use within the public sector, including accountability and risk-management obligations.[5] Other provinces can be expected to follow a similar path as AI becomes more integrated across industries.
 
With no federal anchor, Canadian organizations such as legal associations, universities, and sector-specific regulators are developing their own best-practice guidance on ethical AI use.[6] These frameworks fill an important gap but also create uncertainty for businesses operating across provinces.
 
Innovation vs. Precaution
Politically and economically, Canada sits between two competing global approaches:[7]

  1. The U.S. model: Light-touch, pro-innovation, minimal restrictions
  2. The EU model: Heavy emphasis on privacy, risk-classification, and mandatory safeguards
 
Canadian policymakers continue to debate which direction the country should lean toward, leaving many businesses unsure how to prepare for future legal change.
 
How AI Impacts Corporate Governance
Directors under the Canada Business Corporations Act and provincial equivalents owe two core duties:[8]
  1. Fiduciary duty: To act in the best interests of the corporation
  2. Duty of care: To act with the skill and diligence of a prudent person
 
These duties apply even when AI tools are involved, so directors must now ask:
  • Can we trust AI’s recommendations?
  • Are the datasets biased?
  • Is the tool privacy-compliant?
  • Can we explain how AI-influenced decisions were made?
 
If a board relies on AI and something goes wrong—such as discrimination in hiring, biased analysis, a privacy breach, or flawed financial predictions—directors cannot simply point to the algorithm as the culprit. Courts in Canada assess the quality of the decision-making process, not just the outcome.[9] Directors must therefore exercise meaningful oversight, verify accuracy, and document how AI tools support (rather than replace) human judgment.[10]
 
How AI Can Help Canadian Businesses
When deployed responsibly, AI offers meaningful advantages, especially for resource-constrained start-ups:[11]
 
Data-Driven Insights: AI can process massive data sets quickly, identifying trends or financial risks that humans may miss
Operational Efficiency: Automating reporting, data entry, or routine compliance checks frees up time for strategic planning and reduces costs
Stronger Risk Management: AI can flag anomalies earlier, help predict market volatility, and automate aspects of compliance monitoring
Fewer Human Errors: AI can offer consistency in tasks that are traditionally repetitive and error-prone
 
These benefits can give smaller companies a competitive edge traditionally reserved for larger enterprises. But they also come with meaningful risks.
 
The Risks Associated with AI Use
AI tools are powerful, but without strong oversight they can expose companies to legal and ethical issues: [12]
 
Bias & Discrimination: AI systems often replicate biases in their training data. This can lead to discriminatory hiring decisions, unfair risk scoring, or inequitable customer treatment—potentially violating Canadian human-rights legislation
Privacy Concerns: AI tools often require access to sensitive personal or corporate data. Uploading confidential information to third-party systems without safeguards risks breaches and regulatory non-compliance.
Lack of Transparency: AI models may produce recommendations without clear reasoning. This makes it difficult for directors to justify board decisions influenced by algorithms.
Over-Reliance & Reduced Human Judgment: Employees or executives may defer to AI outputs without critical thinking, creating governance blind spots.[13]
 
6 Practical Recommendations for Canadian Companies
1. AI Oversight by the Board of Directors and Management: Directors and managers should stay informed on AI systems used within the business.[14] They should also actively question and verifying AI outputs. 

2. Create Clear Internal Policies for AI Use[15]
  • What AI tools can and cannot be used
  • Rules for handling confidential data
  • Training requirements: On AI risks, data-protection practices, bias mitigation and ethical considerations
  • Human-in-the-loop expectations
  • Documentation and reporting standards

3. Conduct Risk Assessments Before Using AI: Companies should evaluate the kinds of data being processed, any potential harms and biases, less-invasive alternatives available, the accuracy and limitations of the AI tool, and the proportionality of risk to business need.[16]

4. Perform Due Diligence on Third-Party AI Providers
  • This could include asking vendors for:
    1. Clear contractual protections
    2. Security documentation
    3. Audit reports
    4. Bias testing results

5. Consider Creating an Internal AI Governance Committee: For companies relying heavily on AI, a committee can be implemented to oversee transparency, accountability, privacy protections, and policy updates.[17]

6. Keep AI as a tool, not a decision-maker: Boards need to remain ultimately responsible for decisions made. AI should inform judgment, not replace it.

Key Takeaways

  • Canada’s AI regulatory landscape is shifting; founders should monitor provincial developments.
  • Directors remain accountable even when AI is used for analysis or recommendations.
  • Strong oversight, documentation, and internal policies can reduce liability.
  • Ethical, careful AI adoption builds investor and customer trust—especially in sectors handling sensitive data.
  • Early adoption of governance best-practices can become a competitive advantage.
  • AI can support better business decisions, but only when paired with human expertise, strong oversight, and responsible governance.

Note: The above information does not constitute legal advice. No guarantees are made as to accuracy, completeness, or applicability to individual situations.

[1] Fitriana Yuniastuti, “Use of Artificial Intelligence in Operational Efficiency and Business Management Strategic” (2024) 3:5 West Science Information System and Technology at 563.

[2] Ustahaliloğlu, M. K. “Artificial intelligence in corporate governance” (2025) 7(1) Corporate Law & Governance Review [Virtus] at page 123.

[3] Corporate Governance Institute, “AI and Boardroom Decision‑Making” (September 2024) (online: www.thecorporategovernanceinstitute.com/insights/guides/ai-and-boardroom-decision-making [AI and Boardroom Decision Making].

[4] Blair Attard‑Frost, “The Death of Canada’s Artificial Intelligence and Data Act: What Happened, and What’s Next for AI Regulation in Canada?” (17 January 2025) (online: montrealethics.ai/the-death-of-canadas-artificial-intelligence-and-data-act-what-happened-and-whats-next-for-ai-regulation-in-canada/ [Canada’s Artificial Intelligence and Data Act].

[5] Ibid; Strengthening Cyber Security and Building Trust in the Public Sector Act, 2024, SO 2024, c 24.

[6] Ibid.

[7] Brandon Nussey, “The AI Regulation Tug of War: Canada Struggles to Find Balance” (December 2024) online: www.cpaontario.ca/insights/blog/ai-regulation-canada-struggles-to-find-balance [Nussey].

[8] Canada Business Corporations Act, RSC 1985, c C-44, s 122(1) [CBCA].

[9] Ibid, s 122(1)(b).

[10] Ibid.

[11] Virtus, supra note 2 at page 123.

[12] Ibid at page 124-125; AI and Boardroom Decision Making, supra note 3.

[13] Optiv Security, Inc., “AI Governance and Risk Management” (28 February 2025) online: www.optiv.com/insights/discover/blog/ai-governance-risk-management.

[14] Information Commissioner’s Office, “What Are the Accountability and Governance Implications of AI?” (15 March 2023) online: ico.org.uk/for-organisations/uk-gdpr-guidance-and-resources/artificial-intelligence/guidance-on-ai-and-data-protection/what-are-the-accountability-and-governance-implications-of-ai/ [Information Commissioner’s Office].

[15] Andrew MacDougall, Sam Ip, Simon Hodgett & Naomi Chernos, “The Board’s Oversight in the Age of AI: Ethics, Compliance and Competitive Advantage” (18 March 2025) online: osler.com/en/insights/updates/the-board-s-oversight-in-the-age-of-ai-ethics-compliance-and-competitive-advantage/.

[16] Information Commissioner’s Office, supra note 14.

[17] Thomson Reuters, “How AI Can Help You Manage Risks” (23 May 2025) online: <legal.thomsonreuters.com/blog/how-ai-can-help-you-manage-risks/>.
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Starting a Business as an International Student in Alberta

12/1/2025

3 Comments

 
Written by Jamil Oueidat
JD Candidate 2026

This blog post is for general informational purposes only and does not constitute legal advice.

 
International students studying in Alberta often look for opportunities to start their own business ventures. Regardless of the industry, incorporation can be an exciting new step toward transforming that entrepreneurial ambition to reality. Yet, for years, Alberta’s corporate rules placed limits on non-Canadian entrepreneurs. The law made it difficult for a foreign student to establish a company they could fully direct and control.
 
That landscape has changed. Recent amendments to the Alberta Business Corporations Act (“ABCA”) have removed several barriers that once discouraged non-Canadian citizen founders. The province has deliberately opened the door wider, making it far easier for an international student to incorporate, own shares, and structure a business without relying on Canadian partners.
 
If you are considering formalizing your venture or laying the foundation for future plans in Canada, understanding these changes is essential. This short guide explains what has changed, what remains required, and what every international student should know before incorporating a business in Alberta.
 
Removal of Director-Residency Requirement
 
Before 2021, ABCA required that at least 25% of a corporation’s directors be “resident Canadians.” [1] For many international students, newcomers, and anyone without established ties in Canada, this rule acted as a major obstacle to incorporation. You could have a solid business idea, the funding, and the willingness to run the company, yet you were still forced to find a Canadian resident willing to sit on your board. For many students, that meant relying on people they barely knew, paying someone just to meet the requirement, or abandoning incorporation altogether.
 
 This changed on March 29, 2021, when the residency requirement was removed from the ABCA.[2] This change was catalyzed by Alberta’s Red Tape Reduction Implementation Act, which amended a number of other provincial laws.[3] By taking out the residency requirement, Alberta opened the door for international students and foreign entrepreneurs to incorporate without needing Canadian directors or silent partners.
 
In practical terms, this means you can now structure your corporation the way you intended from the start: with the directors you choose, full control over decision-making, and no dependency on anyone solely for compliance.
 
Alberta Resident Agent for Service
 
While Alberta removed the residency requirement for directors, it did introduce one new condition: every corporation must appoint an agent for service who is an individual resident of Alberta and who has an address that is publicly accessible during regular business hours.[4] This requirement is meant to ensure that the corporation has a reliable point of contact within the province. Think of it as someone who would serve as your company’s local point of contact for official documents, legal notices, and government correspondence.
 
Many corporations meet this requirement by appointing a trusted Alberta resident, a professional service provider, or a legal representative. The key consideration is dependability and the ability to receive documents during standard business hours.
 
Can Non-Canadians Own Shares in an Alberta Company?
 
There are no residency or citizenship restrictions on share ownership under the ABCA. International students, foreign investors, and non-resident owners may all legally hold shares in an Alberta corporation. Canadian shareholders are not required.
 
Conclusion
 
For international students, Alberta’s incorporation framework is significantly more accessible than it was prior to 2021. You may hold full ownership of the corporation, appoint directors who are not resident Canadians, and structure the company without relying on Canadian partners. The primary provincial requirement that remains is the appointment of an Alberta resident agent for service, along with compliance with any federal or immigration-related restrictions that govern your ability to work. When these obligations are met, incorporation can serve as a practical foundation for future plans, whether your intention is to operate a small venture during your studies or to establish a long-term platform for business activity in Canada.
 
[1] Bryan Haynes & Adrienne Roy, “Important Changes to the Alberta Business Corporations Act Now in Effect” (12 April 2021), online (blog): <https://www.bennettjones.com/Insights/Blogs/Important-Changes-to-the-Alberta-Business-Corporations-Act-Now-in-Effect>.

[2] Sarat C. Maharaj & Lucas A. Tomei, “Alberta removes director residency requirements” (1 April 2021), online (blog): <https://www.dentons.com/en/insights/articles/2021/april/1/alberta-removes-director-residency-requirements?utm_source=chatgpt.com>.

[3] Ibid.

[4] Supra note 1.  
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