Incorporate an unlimited company
Incorporate an unlimited company by filing the required form and documents with Registry of Joint Stock Companies.
Incorporate your unlimited company.
To incorporate an unlimited company, your filing needs to include:
- Memorandum of Association
- Articles of Association
- Statutory Declaration
- Notice of Directors and Officers
- Appointment of Recognized Agent
- Notice of Registered Office
Unlimited company
An unlimited company is unique and is most often used in complex international transactions. The liability of the shareholders in an unlimited company for the debts and obligations of the company is unlimited for up to 1 year after the company is dissolved.
Help incorporating
Registry of Joint Stock Companies can’t give you legal advice. The registry can help by describing the incorporation process and telling you what documents you need for incorporation, but it can’t help you prepare them. If you have questions about preparing incorporation documents, you should discuss this with your legal and accounting advisors.
Public record
Information you file with Registry of Joint Stock Companies is available to the public.
Who can use this form
Companies can use this form to incorporate as an unlimited company.
What you need to do
- Reserve a name for your unlimited company (Registry of Joint Stock Companies needs to approve name).
- Prepare a Memorandum of Association and Articles of Association.
- Complete the Company Incorporation Form online.
- Check the form for details on all required supporting documents.
- Include payment with your form.
- Submit your completed form, supporting documents and payment.
- If Registry of Joint Stock Companies approves the incorporation form, it files the form and issues a Certificate of Incorporation, Certificate of Registration and Business Number.
How long it takes
It should take 1 to 2 weeks to get the Certificate of Incorporation, Certificate of Registration and Business Number. It can take longer if more information is needed or if your form hasn’t been filled in correctly.
Cost
| Activity | Fee |
|---|---|
| Incorporation tax | $1,144.90 |
| Renewal tax | $1,144.90 |
Payment options
Credit card (Visa, Mastercard, American Express, Discover), debit card, cheque, money order, cash. Make your cheque or money order payable to the Minister of Finance. Payment options may vary depending on how you submit the form.
When you pay online you need to pay the fee by credit card (Visa, Mastercard, American Express, Discover, Visa Debit, Debit Mastercard).
Before you start
Make sure you have:
- approved name for your unlimited company from Registry of Joint Stock Companies
- at least 1 subscriber (person) and a witness available to complete and sign the Memorandum of Association
- all subscribers (people) and a witness available to complete and sign the Articles of Association
- consent of officers and directors for each subscriber if there is more than 1 subscriber
Online
When you file online you need to create an account or sign in. You also need to upload any supporting documents in PDF format, including required signatures, Articles of Association, Consent of Officers and Directors, Memorandum of Association and Statutory Declaration - Company Formation.
You can use the Statutory Declaration Form (PDF), Notice of Directors and Officers Form (PDF), Appointment of Recognized Agent Form (PDF) and Notice of Registered Office Form (PDF) if you’re unable to file online. Or you can prepare your own documents. Send your completed forms, supporting documents and payment by mail. Or drop them off at Registry of Joint Stock Companies or Access Nova Scotia.
Renewal
You need to renew your unlimited company’s incorporation each year. You should get a renewal notice by mail or email a month before the renewal date. It’s your responsibility to renew on time.