Firm Operations

  • No. The practice focuses on disputes and debts with the Canada Revenue Agency, but I also review and draft contracts, set up and maintain corporations, prepare employment agreements and termination packages, and give independent legal advice.

  • Nothing. The first call is a 15-minute conversation to understand the problem and tell you whether I can help. It does not make me your lawyer; that happens only once we agree the scope of the work in writing.

  • Before work starts, I explain the scope of the work and the likely cost in writing, including HST and disbursements, so there are no surprises. If the scope changes, we talk about it before the cost changes.

  • No. The practice is virtual. Meetings are by phone or video and documents are exchanged electronically, so you can work with me from nearly anywhere.

  • Yes.

  • Don’t ignore it, and don’t agree to anything over the phone yet. Note the date on the letter, because many CRA deadlines run from it, and send me a copy. Get advice before agreeing to a payment arrangement: in some cases a payment or a written acknowledgement restarts the time the CRA has to collect.

  • Yes. Send the agreement and tell me when you need to sign. You’ll get a marked-up copy, a short explanation of the points that matter, and wording you can send back.

  • I aim to respond within 1-2 business days.

Business

  • As a sole proprietor, you and the business are legally the same person. That means you're personally responsible for its debts, and its profit is taxed at your personal rates. A corporation is a separate legal entity. It can limit your personal exposure, and profit you leave inside it can be taxed at a lower rate. Incorporation brings extra costs and paperwork, so it usually makes sense once profit is more than you need to live on, or once the business carries real risk.

  • An Ontario corporation's name is protected in Ontario, and its filings are simpler if you only do business here. A federal corporation's name is protected across Canada. It still has to be registered in each province where it operates, Ontario included. A federal corporation also needs at least 25% of its directors to be resident Canadians, while Ontario has no residency requirement. If you only operate in Ontario, an Ontario corporation is usually the simpler choice.

  • It's a corporation that certain regulated professionals can use to practise, including doctors, dentists, lawyers, accountants and chiropractors. It has the same tax advantages as an ordinary corporation. It does not protect you from liability for your own professional negligence. You also need approval from your regulator, and there are limits on who can own shares.

  • Item descriptioIn Ontario, you must register a business name if you operate under any name other than your own legal name. A corporation must also register any name it uses that differs from its corporate name. Registration is inexpensive and has to be renewed every five years. Registering a business name does not give you trademark rights.n

  • Every year, a corporation has to:

    • File a corporate tax return (T2).

    • File an annual return with the government.

    • Keep its minute book up to date, including director and shareholder resolutions, share registers and the register of individuals with significant control.

    Corporations that let their records slide usually find out when they try to sell, borrow or bring in a partner.

  • If the corporation has more than one owner, yes. The agreement sets out:

    • How decisions are made.

    • What happens if someone wants out, becomes disabled or dies.

    • How shares are valued.

    • How disputes are resolved.

    It's much easier to agree on these terms at the start than in the middle of a disagreement.

  • Often it is. The trouble is proving what was agreed. A written contract records the price, the scope, the timing, and what happens if something goes wrong. In Ontario, you generally have two years from discovering a problem to start a claim.

  • The job title in a contract doesn't settle it. What matters is how the relationship actually works: control, ownership of tools, chance of profit or risk of loss, and how integrated the person is into your business. If you get it wrong, you can owe unpaid CPP, EI, vacation pay and termination pay.

  • In most cases, no. Ontario prohibits non-compete clauses in employment agreements made on or after October 25, 2021. The exceptions are certain senior executives and the sale of a business. Confidentiality and non-solicitation clauses are still available, if they're drafted properly.

Tax

  • You generally have 90 days from the date on the notice to file a notice of objection. If you miss that deadline, you can apply for an extension, but only within the following year. Don't ignore the notice, because interest keeps running on the amount owing.

  • For individuals and most small private corporations, the CRA can normally reassess within three years of the original notice of assessment. There is no time limit where there has been misrepresentation through carelessness, neglect or wilful default, or fraud.

  • Possibly, through the CRA's Voluntary Disclosures Program. If the disclosure is voluntary and complete, it can reduce penalties and part of the interest. Timing matters: once the CRA contacts you about the issue, the relief available drops sharply or disappears.

  • You must register once your taxable sales pass $30,000 over four consecutive calendar quarters. You can register voluntarily before that, which lets you claim credits for the HST you pay on business expenses.

  • Salary gives you CPP contributions and RRSP room, and the corporation can deduct it. Dividends are simpler to administer but create no RRSP room. The right mix depends on your income, your goals and your family situation. Many owners use a combination of both.

  • Be careful. A shareholder loan that isn't repaid within one year after the end of the corporation's tax year is generally added to your personal income. Money withdrawn casually and never documented is one of the most common problems the CRA finds in audits of small business owners.

  • Yes, as a director, for unremitted payroll source deductions and HST, even though the corporation is a separate legal entity. There's a defence if you exercised reasonable care to prevent the failure, but it has to be proven.

  • Generally six years from the end of the tax year they relate to. Keep them longer if you've filed an objection or appeal that hasn't been resolved.

  • Yes. The CRA can send a requirement to pay to your bank, employer or customers and collect directly from them, often without going to court. If you owe a tax debt, deal with it before it reaches that stage.

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A 15-minute conversation costs nothing and does not make me your lawyer.

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