Canada LLP

Non-resident Company

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Formation of Canadian Limited Liability Partnership

Canada is a country in the northern part of North America. Its ten provinces and three territories extend from the Atlantic to the Pacific and northward into the Arctic Ocean, covering 9.98 million square kilometers (3.85 million square miles), making it the world’s second-largest country by total area and the fourth-largest country by land area.

The country holds the sixth position in the economic freedom ranking according to The Heritage Foundation.

It is one of the best choices for international trade and for providing any type of services especially when European VAT is not desired.

Located in a highly prestigious jurisdiction Canadian Limited Liability Partnership is a form of business that is providing a good alternative to UK LLP or Scottish LP.

Canada is one of the most developed countries with stable financial system and high level of income per capita. A Limited Liability Partnership registration in Canada offers different advantages than other company formation. Canadian LLPs are transparent for the tax purposes – the taxation is performed at the level of partners at the place of their tax residence.

Canadian Limited Liability Partnerships are not considered as offshore companies as there is no offshore legislation in Canada.

All companies are formed under the same legislation, whether they do business in Canada or outside of the territory.

Canada Limited Liability Partnerships that do not derive any income from sources in Canada and have partners who are not Canadian residents are not subject to tax.

Advantages of formation of Canadian Limited Liability Partnership:

Canadian LLP’s have no tax heaven image and can be used as a well-respected instrument in international tax planning;

The British Columbia Partnership Act 1996 provides the option of registration of limited liability partnerships (LLP), where the partners are equalized in limitation of their personal liability for obligations of partnership;

0% Corporation tax – Canadian LLPs are transparent for the tax purposes – the taxation is performed at the level of partners at the place of their tax residence.

The Partners may be corporate bodies or natural persons from any legal jurisdiction worldwide;

There is no minimum authorized or issued share capital requirement;

There is no withholding tax on interest, dividends and royalty, no capital gains tax for Canadian LLP;

Interim dividends distribution is allowed. Distribution to foreign entities or individuals are not taxed in Canada;

Nominee services are available;

The partners are only responsible for the amount they contribute to the business and they are not liable for the partnership’s obligations (like shareholders in a corporation);

Separate legal status and Limited liability protection for its partners;

Board Meetings can be held anywhere in the world.

Summary of Canadian Limited Liability Partnership and main characteristics:

General Information 
Type of companyLimited Liability Partnerships (LLP)
Corporate LegislationPart 6 of the British Columbia Partnership Act 2000 on 17th January 2005
TaxationFor Non-resident sourced activities - Corporation Tax – 0%
Tax on Dividends – 0%

Territorial taxation system 0% for non-residents that do not derive any income from sources in Canada.
CurrencyStandard Currency - Canadian dollar ($) (CAD)
Paid up capital requirementNo paid up capital required
Time zoneGMT-7 (Vancouver)
Members (Partners)
Minimum no. required2
Local Member requiredNo
Location of MeetingsAnywhere
Company Secretary
RequiredNo
Local Secretary requiredNo
Registered office requiredYes
Share Capital
Standard CurrencyPartners Contribution can be in CAD, USD
Standard Authorized CapitalUsually 100 CAD or USD
Minimum paid up capitalThere is no minimum authorized capital. Partners can make any contribution to the limited partnership.
Accounting Requirements
Preparation of accountsIf the LLP has:
- five or fewer partners
- does not carry on business in Canada
- and does not have any Canadian partners
then for a BC LLPs is not necessary to submit annual Partnership Information Returns to the Canadian Revenue Agency
Requirement for auditNo
Accounts public accessibleNo, BC LLP accounts are not required to be publicly filed or disclosed.
Requirement to file Annual ReturnYes (can be completed by Consil Formation). It contains limited information like registration number, name of LLP, date of registration and date annual report.
Further Information
Bearer sharesNo
ConfidentialityYes
Nominee servicesAvailable
Need to travelNo
ApostilleNo, apostille is not available, documents can be certified and consular legalization is possible.
OwnersIndividuals or Corporate

Register your Canadian Limited Liability Partnership

Partnership Formation with all services included for the first year: € 2600;
Certificate of Registration – Registration Statement;

Pre-Incorporation Agreement;

Mutual Partnership Agreement;

Register of Partners;

Appointment of Partners, Distribution of Voting Units, Minutes, Resolutions in accordance with banks requirements;

Voting Unites Certificate(s);

Local Registered Office Address;

Registered Agent;

Preparation & Filing of Annual Record;

Personal manager assistance for the entire period.

Renewal Fee after one year – with all services included for the next year: 1900

Local Registered Office Address;

Preparation & Filing of Annual Record;

Personal manager assistance for the entire period.

Nominee General Partner – Individual or Corporate as per client’s request: € 800
Nominee Limited Partner – Individual or Corporate as per client’s request: € 800

Power of Attorney – General / Special PoA Notary Legalized with Apostille, in accordance official institutions and with banks requirements: € 500

Certificate of Good Standing with Apostille, in accordance with official institutions and banks requirements: € 450

Certificate of Incumbency with Apostille, in accordance with official institutions and banks requirements: € 450

Legalization of Documents:

  • Document Notarization per document: € 500
  • Bundle of documents Notarization;
  • Document Apostillation per document;
  • Bundle of documents Apostillation.

Company Seal: € 100

Company Rubber Stamp: € 150

Bank Account opening service – Quotation based on each particular case;

Compliance Service – After Company Incorporation Services – new persons, legal entities, annual compliance review: € 75/hour

Accounting & Bookkeeping – Quotation based on each particular case.