Incorporating a Business in Canada

CBES
  • Shareholders agreements
  • Shotgun clauses
  • Dividends
  • Minority and Majority rights
  • Private vs. Public
  • Directors and officers of the Corporation
  • Sale of Shares and Right of First Refusal

These and many more are the terms and titles taken from a simple shareholders agreement. We will explain and clarify these and many others. We will direct your attention to those, which are relevant for your type of business and will save your time from those, which are not.

At CBES, our experience has proven that in order to get the right answer, the right question is often not asked. Our professional consultants will review and assess your objectives WITH YOU and will provide you with thorough and comprehensive guidance and advice.


  • Do you know what type of relationship you will have with your partners?
  • How will you make a decision in a 50/50 voting split?
  • How will you exit the company if your partner does not want to buy you out?
  • How will you ensure that you are paid dividends in return for your investment?

These as well as many other questions must be raised and answered BEFORE you make your next move.

Whether incorporating alone or with partners, whether inviting investors or arranging financing for your projects, you must remember that you are not protected from corporate debts, and every director and officer of a corporation might be personally liable for certain debts and obligations of the corporation.


Forming a Corporation will protect you from some forms of liability, but will impose others on you. Incorporation does not create a complete separation between you and your business, and will not save you from all debts and liabilities. On the contrary – corporation might create and impose additional responsibilities and liabilities on its Directors and Officers.


At CBES our professionals will help you to understand your future liabilities and will guide you through the process of incorporation and structuring your relationships with your partners in the most efficient and safe way for YOU in this important investment.

What is MSB licence?
Every business providing one of the services listed below must obtain and keep in good standing its MSB license with FINTRAC:
Currency exchange
Conducting transactions where you exchange one type of currency for another (for example, exchanging USD for CAD).
Transferring or receiving funds at the request of a client
Remitting or transmitting from one person or entity to another using an electronic funds transfer network or any other method, such as Hawala, Hundi, Fei ch'ien, and Chitti.

This includes remitting or transmitting funds (as instructed by your clients) carried out using a credit/debit card if the beneficiary has an agreement with the payment service provider that permits payment by that means for the provision of goods and services.

Transferring or receiving funds at the request of a client
Remitting or transmitting from one person or entity to another using an electronic funds transfer network or any other method, such as Hawala, Hundi, Fei ch'ien, and Chitti.

This includes remitting or transmitting funds (as instructed by your clients) carried out using a credit/debit card if the beneficiary has an agreement with the payment service provider that permits payment by that means for the provision of goods and services.

Issuing or redeeming traveller's cheques, money orders or similar negotiable instrument
Your business issues or redeems money orders, travellers' cheques or other similar negotiable instruments. This does not include cashing cheques made out to a particular person or entity.

Dealing with cryptocurrency (virtual currency)

This includes both virtual currency exchange and virtual currency transfer services.

Virtual currency exchange services include exchanging:

a) funds for virtual currency,

b) virtual currency for funds, or

c) virtual currency for another virtual currency.

Virtual currency transfer services include:

a) transferring virtual currency at the request of a client, or

b) receiving a transfer of virtual currency for remittance to a beneficiary.

Crowdfunding platform services
You provide and maintain a crowdfunding platform for use by other persons or entities to raise funds or virtual currency.
While the initial registration of MSB license with FINTRAC is an important step in stablishing your MSB operations, it is equally important to keep your business compliant with the relevant laws and regulations and ensure its good standing with the FINTRAC.
Does your business need an MSB license?
Check to see if you need to register with FINTRAC as a money services business
Do you offer one or more of the following services?
• Foreign exchange dealing
• Remitting or transmitting funds
• Issuing or redeeming money order or similar negotiable instruments
• Dealing in virtual currency
• Crowdfunding platform services
(required)
Do you have a place of business: (required)
Does your business direct services at persons or entities in Canada? (required)
Does your place of business provide services to clients in Canada? (required)
Your vote has been submitted. Thank you for participating!
How to get your MSB Registration in Canada?

MSB license application is a multi-faceted process, which requires understanding of various FINTRAC regulations, knowledge of the licensing process and experience in financial compliance. Using our expertise in the industry, we at CBES have created a comprehensive proposal that will take your business through all the stages of the licensing process and will generate proper compliance paperwork to make sure you continue to operate in compliance with FINTRAC regulations.

Contact CBES for a free initial consultation. The primary purpose of this consultation will be to discuss whether your business requires a Canada MSB (Money Services Business) Registration and review the next steps and costs.
Once retained, CBES will review your current business/corporate structure, if any, and assist you with any incorporation or corporate reorganization that your business may need and will advise you on other relevant legal matters that may be important for your business and the MSB Registration.
CBES will assist with the entire application process with FINTRAC, including the collection and submission of information required by FINTRAC; and the drafting of a comprehensive compliance program and record-keeping documentation to help you meet the PCMLTFA requirements and any other relevant FINTRAC requirements.
Note: unlike most consultants providing MSB Registration services, CBES is a business law firm with extensive experience assisting entrepreneurs, start-ups, and businesses. CBES can help navigate other legal matters that may arise in connection with your application process, or with your business, without you necessarily having to seek legal advice elsewhere.
Schedule a free 15 minute consultation with our MSB lawyer to obtain your Canada MSB Registration.
Evgene Jakubov
Senior Consultant, Barrister and Solicitor (ONT)

Our senior consultant, Evgene (Eugene) Jakubov relies on more than twenty years of experience as a licensed lawyer and more than ten years working with MSB’s and other growing business providing them with various licensing, compliance and legal support services. For many years, Eugene worked as a legal consultant for medium sized financial services organizations such as credit card issuers, POS distributors and acquirers, and organizations offering unique financing solutions for small and medium businesses.


Being a successful entrepreneur himself, Eugene understands the importance of proper compliance in such industry as MBS. All our legal and governance documents have been prepared by Eugene in a manner that will make their implementation and use by your business as simple and as efficient as possible.


It is this combination of in-depth understanding of the MSB industry from one side and many challenges that businesses face while implementing new compliance regimes from another that position Eugene as one of the leading experts in the field of licensing and compliance for MSB’s in Canada.

Take the Next Step
If you are looking for a professional and experienced service provider for MSB licensing and compliance, look no further than CBES. Contact us today to schedule a consultation and discuss various options of MSB licensing and compliance services. Our team of dedicated professionals will support and accompany your business throughout the licensing process and will make sure that all your questions will be answered and all your concerns will be addressed.

Together, we will ensure your Canadian MSB gets its license and operates in compliance with the FINTRAC laws and regulations.
+1.647.569.2377
info@cbes.ca
1-300 Supertest Rd
North York, Ontario
M3J 2M2