Professional Accounting Corporation

Incorporation

• Conducting Public Practice Activities through a Corporation
• Cost of an Incorporation Permit
• Permissible Names for Incorporations 
• Process of Applying for an Incorporation Permit 
• Changing the Name of the Professional Accounting Corporation
• Cancellation of an Incorporation Permit

Conducting Public Practice Activities through a Corporation

The Chartered Professional Accountants Act and CPABC’s Code of Professional Conduct, Bylaws and Bylaw Regulations permit flexibility in corporate organization.  Subject to applicable requirements under the Act, Code, Bylaws and Bylaw Regulations, a corporation may hold a member's interest in a public practice firm (e.g. John A Smith, Inc., Partner, X, Y and Z, Chartered Professional Accountants), or a public practice firm may itself be organized in corporate form (e.g. X, Y and Z Inc, Chartered Professional Accountants). 

In general, an incorporation permit is required from CPABC in any of the following circumstances:

• Incorporated Public Practice Firm.  If a corporation itself is a public practice firm, the corporation requires an incorporation permit.
   
• Incorporated Partner in an LLP.  If a corporation holds or will hold a direct partnership interest in an LLP that provides public practice services, the corporation is required to either have an incorporation permit from CPABC, or be recognized and approved for the practice of public accounting by another Provincial CPA body.
   
• Incorporated Partner in a CPA Firm other than an LLP.  If a corporation holds or will hold a direct partnership interest in any partnership that provides public practice services or that represents itself as a CPA firm in BC, the corporation is required to either have an incorporation permit or (if the corporation is not resident in BC) be recognized and approved for the practice of public accounting by another Provincial CPA body.
   
• Corporation Providing Public Accounting Services to a Member or Licensed Firm.  Where a member through a professional accounting corporation provides  services included in the definition of “public practice” only to another registered firm, the professional accounting corporation requires a permit.

In these circumstances, the corporation is also required to obtain CPABC’s approval for its corporate name (see Permissible Names for Incorporations).

Members are also permitted to use multi-tiered corporations (holding companies) to hold their shares in an incorporated public practice firm, or in a corporation holding the member's partnership interest in a public practice firm. These holding companies are also subject to certain applicable requirements under Section 39 of the Chartered Professional Accountants Act.

Please also note that an incorporation permit is not a licence to practice public accounting.  A practice licence (or extra-provincial licence) must be applied for separately, and must be obtained prior to the commencement of public practice activities through your corporation.  If you would like to apply for a public practice licence, visit Process of Applying for a Public Practice Licence.

Cost of an Incorporation Permit

The current costs associated with an incorporation permit include:

• One-time application fee of $315 ($300 plus GST); and 
• Annual incorporation permit fee of $110.25 ($105 plus GST). 

Permissible Names for Incorporations

Rules governing permissible corporate names are the same as those for permissible practice names as set out in CPABC Code of Professional Conduct Rule 401. Essentially, the corporate name must be an approved name followed by "Ltd.", "Limited" or "Inc.", "Incorporated" or "Corp.", "Corporation."  

While CPABC may consent to a specific corporate name, the BC Registrar of Companies must also approve the name.  The Organization’s approval indicates only that the Organization does not object to the proposed corporate name, but it does not reserve the name with the Registrar or imply that the Registrar has approved the name, or otherwise constitute approval of the corporate name under the Business Corporations Act.  Please note that the Registrar may refuse to approve a proposed corporate name that is similar to existing corporate names previously approved by the Registrar, and that your firm might not be permitted by the Registrar's guidelines to simply add the suffix "Ltd.", "Limited", or "Inc.", "Incorporated", or "Corp.", "Corporation" to your existing firm name.

Applying for a Professional Accounting Corporation Permit

To be eligible to apply for a professional accounting corporation permit, the applicant must be a member in good standing of CPABC with a direct or indirect proprietary interest in shares of the corporation.

To apply for an incorporation permit, please login to online services.

Once logged in:

• Select “Public Practice” tab
• Select “Apply for Professional Accounting Corporation Permit” tab on the right
• Select “Start a New Application”

Steps for applying for a professional accounting corporation permit

1. Select “Start a New Application” to open the “Application of Professional Accounting Corporation” Page.  There will be three application forms: Form 1A: Application for Consent to Corporation Name, Form 4:  Application for Professional Accounting Corporation Permit, and Form 4A: Certificate of Solicitor.
    
   1. Complete Form 1A: Application for Consent to Corporation Name first by selecting “Start” next to the application form’s name.  Answer the questions and select “Submit”.  
   2. Form 4:  Application for Professional Accounting Corporation Permit and Form 4A: Certificate of Solicitor will be available after Form 1A is submitted
       
2. The Director, Public Practice Licencing will review the submitted Form 1A and, if satisfactory, will grant approval in writing for the use of the corporate name.  The application status will change to “Incomplete”.
    
3. Log back into online services to click on the name of the professional accounting corporation permit to access the application forms again.  Complete Form 4 and download a copy of Form 4A from the “Application of Professional Accounting Corporation” Page.
    
   1. The applicant must request for a Lawyer of BC to review the requirements of Sections 39, 40, and 41 of the Chartered Professional Accountants Act and Bylaws 800 and 801 to ensure the corporation complies with all applicable requirements, and complete Form 4A: Certificate of Solicitor. 
      
      If the solicitor would like a copy of the CPABC Model Article Inserts, the solicitor can send an email request to publicpracticelicensing@bccpa.ca. 
       
   2. Upload the completed signed Form 4A and other supporting documentation as a PDF,JPG,DOC,DOCX,XLS,XLSX,PNG format into “Certificate of Solicitor (Form 4A) “.
       
4.  Proceed to pay the professional accounting corporation permit application fee of $315 ($315 + GST)*
    
   • Login to online services at https://services.bccpa.ca. 
   • Select “Public Practice” Tab
   • Select “Application Fees” Tab
   • Select “Professional Accounting Corporation Permit Application Fee”
     
     * If the application is for Holding Company Acknowledgment, this payment will not be required and the applicant can proceed to Step 5.
      
5. Once the Public Practice Licensing Department acknowledges their receipt of your application and payment, the application status will change to “In Process”.
   
   The Director of Public Practice Licensing reviews the application, and if approved, the status of the application changes to “Approved”.
    
6. A confirmation letter of the incorporation permit will be sent directly to the applicant’s email.

If you wish to change the name of your professional accounting corporation, you will be required to complete in full the following form:

•    Form 1B: Application for Consent to Change Professional Accounting Corporation Name;