Incorporation planning and corporate structure for new dentists

    Incorporation for New Dentists

    Understanding when and how to incorporate your practice

    When Should You Incorporate?

    General rule: Incorporate when earning $150,000+ annually and retaining $30,000+ after personal expenses. Below this threshold, incorporation costs often exceed tax savings.

    Most dentists incorporate 2-4 years post-graduation once income stabilizes and debt decreases.

    Key consideration: Can you live on less than total income through disciplined budgeting? Corporation allows tax deferral on retained earnings, but you must leave money in the corporation to benefit.

    If withdrawing all income personally, incorporation provides minimal advantage. Consider practice ownership strategies when planning your corporate structure.

    Tax Benefits of Incorporation

    Small Business Deduction Rate

    First $500,000 of active business income taxed at 11-12.5% (federal + provincial) according to CRA small business rates vs. 43-53% personal rate. Leaves 87-89% in corporation for investment vs. 47-57% after personal tax.

    Income Splitting Opportunities

    Pay reasonable salary to spouse for legitimate work (admin, bookkeeping). Saves $10,000-$25,000 annually by utilizing spouse's lower tax bracket. Must pass CRA's "reasonableness" test with documented duties.

    Lifetime Capital Gains Exemption

    When selling qualified small business corporation shares, first $1,250,000 (2026) of capital gains tax-free. Can save $300,000+ in taxes on eventual practice sale if structured correctly from incorporation.

    Investment Income Tax Deferral

    Passive investments in corporation taxed at 50-52% initially but refundable dividend tax credit recovers portion when paid out. Allows tax-deferred compound growth vs. personal investing at top marginal rates.

    Corporate-Owned Life Insurance Planning

    When incorporating, consider corporate-owned life insurance (COLI) as a future tax optimization strategy. Early implementation maximizes cash value accumulation through tax-deferred growth within your corporation. Once corporate retained earnings exceed $300K+, permanent insurance significantly reduces passive investment taxation (50%+ corporate rate vs tax-free growth in insurance), and the death benefit ultimately distributes to shareholders tax-free through the Capital Dividend Account.

    Costs of Incorporation

    Initial Setup

    Legal fees, articles, minute book

    $1,500-$3,000

    Annual Accounting

    Corporate tax return, T4/T5 preparation

    $2,500-$5,000/yr

    Annual Maintenance

    Corporate filings, minute book updates

    $500-$1,000/yr

    Additional Complexity

    Payroll remittances, HST filings, bookkeeping

    $1,000-$2,000/yr

    Total annual cost: $4,000-$8,000. Tax savings must exceed this to justify incorporation.

    Incorporation Checklist

    1. Name Search & Registration

    NUANS name search to ensure availability. Register with provincial corporate registry. Consider numbered company to avoid name restrictions.

    2. Articles of Incorporation

    File with province. Specify share structure (common vs. preferred), director details, registered office address. Lawyer recommended for optimal tax planning structure.

    3. Business Numbers & Registrations

    CRA business number, payroll account, HST registration (if applicable), WSIB registration, provincial licensing body notification.

    4. Banking & Insurance

    Corporate bank account, credit card, professional liability insurance in corporate name, practice overhead insurance if applicable.

    5. Shareholder Agreements

    If multiple shareholders, unanimous shareholder agreement defines rights, responsibilities, buy-sell provisions, and dispute resolution mechanisms.

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    Determine If Incorporation is Right for You

    Incorporation decisions require analyzing your specific income, expenses, and long-term goals. We'll create a detailed cost-benefit analysis showing exact tax savings.

    Let's review your situation and determine the optimal timing and structure for incorporation.

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