1. Setting the Scene – Sources and Overview
1.1 What are the main corporate entities to be
discussed?
The principal corporate entity in Canada is the business
corporation, which provides shareholders with limited liability
protection. These can be formed under Canada's federal
business corporations statute (the Canada Business
Corporations Act (CBCA)) or under a business corporations
statute of one of Canada's 10 provinces or three territories.
Most of Canada's provincial and territorial corporations
statutes are substantively very similar to the CBCA. As such, save
certain exceptions (see question 1.3 below), there has historically
been little competition among Canadian jurisdictions for
incorporation business, and it is most common for a private company
to incorporate either under the CBCA or in the jurisdiction of its
headquarters or main business operations. Historically, the
majority of Canadian public companies are incorporated under the
CBCA. Certain of
