Establishing a Professional Corporation
Under the Veterinarians Act, licensed veterinarians are permitted to establish a corporation for the purpose of practising veterinary medicine. Licensed veterinarians who intend to incorporate must follow the regulations and restrictions outlined in both the Ontario Business Corporations Act and the College By-Laws.
All shareholders in a professional corporation must hold a licence with the College. Further, a shareholder may hold shares of the professional corporation through a holding company, if all of the shares are held by individuals holding licences issued by the College.
The application process may take up to three business weeks. However, the Certificate of Authorization will be dated and will take effect from the date that the College received the fully completed application, including all required documentation. The rules governing professional corporation names are strictly enforced. The College will not issue a Certificate of Authorization if the name of the professional corporation does not follow the format set out in the application instructions. Licensed members are encouraged to review all instructions before filing for incorporation.
The College does not provide legal or accounting advice related to the issuance or renewal of Certificates of Authorization. The College recommends veterinarians seek appropriate professional advice to establish a personally suitable professional corporation.
What is the difference between a professional corporation and a business corporation?
Professional corporations have restrictions on their activities. The Ontario Business Corporations Act restricts professional corporations from carrying on a business other than the practice of the profession and related or ancillary activities. Veterinary professional corporations are regulated by the Veterinarians Act and College By-Laws.
The following steps detail the process to obtain a Certificate of Authorization:
Submit the Application for Professional Corporation Name to the College for approval through the Professional Practice Portal, before incorporation with the Ontario Ministry of Government and Consumer Services (MGCS).
The professional corporation name does not replace the name of the accredited facility. The approved name of the accredited facility must appear on all signage, advertisements, newsletters, business cards, and invoices. The approved name of the professional corporation and the accredited facility name must also appear on all invoices and consent forms.
Names must end with “Professional Corporation” and follow these naming rules:
- include the surname (as the surname appears on the College’s Public Register) of one or more current shareholders of the corporation who are active licensed members.
- may include the shareholder’s given name, one or more of the shareholder’s initials or a combination of their given name and initials.
- include the words “veterinary medicine” or its equivalent in French.Professional Practice Portal
Incorporate with the Ontario Ministry of Government and Consumer Services (MGCS) within six months of name approval.
In accordance with College By-laws Section 21.01(1), the articles of incorporation must state that the corporation does not carry on a business other than the practice of veterinary medicine and activities related to or ancillary to the practice of veterinary medicine.All shareholders, directors and officers must be licensed veterinarians in the province of Ontario.
For additional assistance incorporating with the MGCS, contact the Companies Branch Help line at (416) 314-8880 or toll free at 1-800-361-3223 or at www.mgs.gov.on.ca.Applying for a Certificate of Authorization
Submit the Application for Certificate of Authorization, through the Professional Practice Portal, along with the fee of $452 and all required documents.
The application form requires the following documents:
- A copy of the Articles of Incorporation
- A copy of the Corporation Profile Report from the Ministry of Government and Consumer Services (MGCS) that is not dated more than 30 days from the date of application. To request a copy of your Corporation Profile Report:
- You can mail a request form or visit the Ministry (1-800-361-3223) in person; or
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You can order the report online at one of the following Ministry service providers:
- OnCorpDirect Inc. (www.oncorp.com)
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Cyberbahn, a division of Thomson Reuters Canada Limited (https://cyberbahngroup.ca/)
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ESC Corporate Services (www.eservicecorp.ca)
- A copy of the Certificate of Incorporation
- A copy of every certificate of the corporation that has been endorsed under the Business Corporations Act as of the day the application is submitted.
Once reviewed and verified, the College will issue a Certificate of Authorization. If any required documents are missing or incomplete, College staff will contact the managing director to complete the application. You are not required to post the Certificate of Authorization, but the College recommends storing the certificate in a safe place, since your professional corporation is not authorized to operate without it. The address associated with your professional corporation will be displayed on the College's Public Register. You may indicate an alternate address to be displayed instead.
The Professional Incorporation Fees with the College are:
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Issuance of Certificate of Authorization - $400 + HST
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One-year renewal of a Certificate of Authorization - $100 + HST