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CPTBC GUIDE TO INCORPORATION
CPTBC Guide To Incorporation
PLEASE NOTE: This is an incomplete summary of the Incorporation process as it does not include the relevant regulations from the Health Professions Act, the College Bylaws and the Policies and Procedures.
- INTRODUCTION
A physical therapist may incorporate her or his practice as a health profession corporation under Part 4 of the Health Professions Act and Part 7 of the College’s Bylaws. The relevant sections of the Act and Bylaws as well as applicable policies are enclosed.
- PROCEDURE FOR OBTAINING A PERMIT
A health profession corporation may not carry on business unless it holds a valid permit from the College of Physical Therapists of BC. A health profession corporation that holds a valid permit may not carry on any activities, other than the provision of physiotherapy services or services that are directly associated with the provision of those services that would, for purposes of the Income Tax Act (Canada), give rise to income from business.
In order to obtain a permit, you must:
- Obtain approval from the College for your corporate name. Write the College a letter indicating the proposed name of the corporation and provide a signature line in the letter for the Registrar to approve the intended name. The College will fax or mail back the approval to you. See section 62(2) of the Bylaws and Policy 9.2 for guidelines about naming the corporation.
A name for a health profession corporation must consist of an individual’s last name (first name and middle name(s) are optional), or if more than one individual, their last names, followed by the words “physiotherapist corporation,” “physiotherapist corp., “physical therapist corporation”, or “physical therapist corp.”
- Reserve your corporate name: Apply to the Registrar of Companies to reserve your proposed name. Although this is not mandatory it is strongly recommended, as it will avoid disputes as to entitlement to an intended name.
- Register your corporation: Apply to the Registrar of Companies to register your corporation under the B.C. Business Corporations Act. You may wish to obtain legal or accounting advice about how to structure your corporation. College staff are not qualified to offer legal advice about tax matters or how to structure your corporation.
Voting and Non-Voting Shareholders
All of the voting shares of the corporation must be legally and beneficially owned by registered physical therapists. See section 43(1)(c) of the Health Professions Act.
Non-voting shares may be owned by a variety of specified individuals, including you, your spouse, your common law spouse, your children and other relatives who live with you. See section 43(1)(d) of the Health Professions Act.
Ceasing to qualify as a shareholder
If a shareholder ceases to qualify to be a shareholder (e.g., through ceasing to be a member of College, divorce, or ceasing to co-habit) the Board may, after a hearing, revoke the permit issued to that corporation or impose a fine up to $10,000. See section 44 of the Act. It is therefore a good idea to include in your articles of incorporation provisions for the immediate automatic disposition of shares to qualified shareholders.
- Apply for a Corporation Permit: Once your corporation has been registered under the B.C. Business Corporations Act, you may apply for a permit. Please forward to the College:
- the completed application form, Download an application form here.
- a true (i.e. notarized) copy of the certificate of incorporation from the B.C. Registrar of Companies, and any change of name certificates, and
- $200.00 permit fee (by cheque or money order, in Canadian funds only, made payable to College of Physical Therapists of BC).
- Please DO NOT include a copy of the company's articles.
If your application is complete and complies with the Act and Bylaws, the Registrar will issue a health profession corporation permit entitling your corporation to carry on the business of providing physiotherapy services to the public.
- Annual renewal of your Corporation Permit.
The College will forward you a Renewal form once a year on an annual basis for you to complete and return to the College with the $50.00 renewal fee. You may however download an application form to renew here.
- LENGTH OF PERMIT
The permit is valid from the date issued by the College until the 31st of March.
Renewal of Permit: Due annually. The College sends out annual renewal forms on an annual basis. To maintain your permit you must submit your renewal application, completed accurately and fully, with a renewal fee of $50.00 made out to the College.
- PUBLIC DISCLOSURE OF CORPORATE STATUS
A health profession corporation must disclose on all letterhead and business cards and in all other advertisements that the professional services are being provided by a health profession corporation. See section 62(8) of the Bylaws. “All other advertising” is interpreted to include brochures and exclude signage, logos, and newspaper or other advertisements or patient education materials. If a corporation is using a trade name, e.g., Strathcona Physiotherapy Clinic, both the trade name and the corporate name must appear on the letterhead, business cards and advertisements.
- CHANGE OF CORPORATE NAME
If you intend to change the name of your health profession corporation, you must apply to the College for a certificate that the College does not object. See section 62(7) of the Bylaws.
- CHANGE IN OTHER CORPORATE INFORMATION
The president of a corporation, or his or her designate, must promptly advise the College, in writing, of any changes to the information that was contained in the application for a permit or most recent application for a renewal permit.
- MORE INFORMATION
For more information, contact:
College of Physical Therapists of BC
302 - 1765 West 8th Avenue
Vancouver, BC
V6J 5C6
Phone: 604-730-9193
Fax: 604-730-9273
E-mail: registration@cptbc.org
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