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Unlimited Liability Companies

We have in-depth knowledge on the use of Canadian corporate hybrids (unlimited liability companies such as Alberta, Nova Scotia and British Columbia unlimited liability companies (“ULCs”)) and reverse hybrids (Canadian limited and general partnerships).


We have extensive experience in creating ULCs. A ULC allows for unique opportunities in cross-border tax planning because it is recognized as a corporation for Canadian tax purposes while being eligible to be treated as a flow through entity for United States tax purposes. The ULC can be a useful vehicle for acquiring, financing or forming a Canadian business.


We are also working with other advisers in dealing with existing and new projects involving ULCs in light of recent tax changes to the tax treaty between Canada and the United States.


Until recently, Nova Scotia was the only province in Canada that allowed ULCs. Over the years McInnes Cooper carved out a sizable practice setting up ULCs. Now, ULCs operate in three provinces of Canada: Alberta, British Columbia and Nova Scotia. We have the experience to choose the appropriate jurisdiction for forming the ULC depending on the nature of the transaction.


We offer the following services for our ULC clients:


  • Quick formation of ULCs in Alberta, British Columbia or Nova Scotia within 24 hours;
  • Availability of Alberta, British Columbia and Nova Scotia shelf ULCs;
  • Licensing entities across Canada, including extraprovincial licensing and tax accounts;
  • Annual corporate maintenance of entity;
  • Commitment to personal service with lawyers available around the clock; and
  • Competitive pricing.



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