Do you need a holding company?

A lot of business owners heard about the idea of having a holding company, but many do not really understand what a holding company can do, what the benefit is, and what the drawbacks are. This is a popular question that I get asked quite often. I will discuss the pros and cons of a Holdco so you can have a better understanding of a Holdco.

Do you need a holding company?

What is a Holdco?

A holding company is a type of business entity that primarily exists to own and control other companies’ shares or assets. In Canada, establishing a holding company can offer various benefits depending on your specific business objectives and circumstances. Here are some situations where having a holding company in Canada might be advantageous:

1. Asset protection: A holding company can help protect your business assets by separating them from operational risks. By holding the assets through a separate entity, you create a legal barrier that shields the holdings from potential liabilities arising in the operating companies. If you have a large amount of investments/cash or real estate property, having a holding company to hold these assets might be a good idea.

2. Tax-free Withdrawal of the Initial Investment from Business Acquisition: If you plan to purchase a business by acquiring a company’s shares, having a holding company to do the acquisition will make it easier to withdrawal your initial investment without paying personal taxes.

For instance, you are planning to acquire a car wash company for $1M through taking over 100% of this company’s shares. If you personally purchase the shares, this $1M investment counts toward the share price of the company. You will have to wait until in future you sell this company’s shares to withdraw this initial investment without paying any personal tax.

Alternatively, if you incorporate a holding company, and then lend this $1M personal money to your holding company as a promissory note and then the holding company acquire the car wash company’s shares. In future, when the car wash company has a profit, the profit can be distributed to the holding company through a tax-free intercompany dividend, and this money can be further distributed back to you through repayments of the promissory note. This way your initial investment can be repaid back to you sooner without any tax consequence. 

3. Succession planning: Holding companies can facilitate succession planning by allowing for the transfer of ownership and control of the operating companies to the next generation or chosen individuals. It offers a centralized entity through which shares or assets can be transferred or distributed.

4. Investment vehicle: A holding company can be used as an investment vehicle to hold and manage various investments such as stocks, real estate, intellectual property, or other assets. This can provide a level of separation between your personal assets and your investment activities.

While having a holding company can provide you with various benefits, there are potential drawbacks or considerations to keep in mind when establishing a holding company.

1. No access to Lifetime Capital Gain Exemption (LCGE): It’s important to note that the capital gains exemption ($971,190 in 2023) is only available to individuals rather than corporations, including holding companies. Holding companies themselves do not qualify for the capital gains exemption because they are not considered individuals for tax purposes. In the above car wash company example, if the holding company acquires the shares, the owner will not be qualified to claim the LCGE when selling the company shares in future.

2. Increased complexity and administrative burden: Holding companies often require additional paperwork, legal formalities, and ongoing administrative tasks such as maintaining separate financial statements and records for each subsidiary. This can result in increased complexity and administrative burden compared to a simpler business structure.

3. Costs of establishment and maintenance: Establishing and maintaining a holding company may involve additional costs, such as legal fees, accounting services, and registration fees. These costs can vary depending on the complexity of your structure and the level of professional assistance required.

4. Limited liability protection: While a holding company can provide some protection for your assets, it does not offer absolute immunity from legal claims or liabilities. There may still be situations where creditors or claimants can pierce the corporate veil and hold the holding company liable for the debts or actions of its subsidiaries.

5. Restrictions on loss utilization: Holding companies may face restrictions on utilizing losses incurred by their subsidiaries. The ability to offset profits of one subsidiary with losses from another may be limited or subject to certain conditions and regulations. A reorganization including amalgamation or wind-up may resolve this problem.

Having a holding company is a big decision, it might involve restructuring of your current corporate structure, careful tax planning is required before taking any action. Please consult Streamline Accounting Professional Corporation if you have any questions.

If you have any questions, please reach out and book an appointment with our team.

Attention Sole-proprietors: Tips to Make Taxes More Manageable

June 15th is the tax filing deadline for individuals who have a sole-proprietor business.

Attention Sole-proprietors: Tips to Make Taxes More Manageable

A sole proprietorship is a business structure where an individual operates and manages the business as the sole owner. It is the simplest form of business organization and does not require formal registration or incorporation. While preparing the sole-proprietors’ taxes, it deeply worries me that how can these clients come up with the money to pay all the taxes? For instance, a client earned $130,000 in gross business income, after deducting all business expenses; the net income is $90,000.

His tax liability looks like this:

  • Personal tax: $16,259
  • CPP: $6,999.60
  • GST: $4,852.00

Total: $28,111.57, which is 31% of his net earnings or 21.6% of his gross income

In addition, since the GST and personal tax owing are over $3,000 threshold, quarterly installment is also required. On June 15, the total tax liability for him is $38,667.07 that is 42.9% of his net earnings.

How could a small business owner come up with such a huge amount to pay taxes? He also needs to live and support his young family during this high inflation times. Without making the tax payments, late payment interest will be charged, installment interest will also be charged, the hole is just getting bigger and bigger… 

How could a sole-proprietor stay above the water? There are several suggestions that I recommend to all sole-proprietors:

Estimate and Set Aside Taxes Regularly: Since sole proprietors are responsible for their own tax payments, it’s essential to estimate and set aside funds for taxes regularly. Calculate your expected tax liability based on your business income, deductions, and applicable tax rates. Set aside a portion of your income in a separate tax savings account to ensure you have sufficient funds when tax payments are due. For example, the above client who makes $130,000 gross income, it’s crucial to put at least 20% of all of his customers’ payments into a separate saving account for tax.  Every business is different, some has more expenditures than others, if you are not sure about how much tax to put aside, please contact our office, and we will help you figure it out.

Separate Business and Personal Finances: It’s essential to maintain separate bank accounts and credit cards for business and personal expenses. I cannot emphasize enough how important this is. I have witnessed many business owners who successfully get out of the cashflow problem; their starting point is separating business and personal finances. Setting a personal budget and live with it, do not pull more money from the business bank account. This is the game changer.

Quarterly Tax Installments: If you anticipate owing more than $3,000 Canadian in taxes in the current or following tax year, the CRA requires you to make quarterly tax installments. These installments help you pay your tax liability throughout the year rather than in a lump sum at year-end. Installment interest and penalty will be charged if no installment is paid.

Contact CRA To Setup a Payment Plan: If you are already deep in the hole, please call CRA to set up a payment plan. They normally accept breaking the lump-sum payments into smaller amounts. In any case, do not ignore CRA’s calls, they are usually pretty good if you are still communicating with them.

Consider Incorporating Your Business: If your business is at a level that you have residuals after paying yourself, or you have enough income from other sources where the business is just a side kick, incorporation might be a good option to save tax. The corporation tax rate for active operating income is only 11%, which is much lower than the lowest personal tax rate at 25%. It also allows you to have access to the Life Time Capital Gain Exemption when selling your business. If you are interested or not sure about incorporation, please contact our office for a consultation.

In conclusion

Taxes will become manageable if you start managing it. As a business owner this is not a skill that is good to have; it is a survival skill that you must possess. Luckily, this is learnable and with some practice, you will be good at it. Our team from Streamline Accounting Professional Corporation is on your side to guide you through this process.

If you have any questions, please reach out and book an appointment with our team.

Underused Housing Tax (UHT)

Warning!! If you own a Canadian residential property, you might be required to file the Underused Housing Tax (UHT) before October 31th, 2023.

The impact of this brand new Underused Housing Tax is a lot broader than most Canadians have imagined. The legislation is quite long and complex; I’m writing this blog to specifically bring attention to affected owners who might need to file this return. If you are on the legal title of a Canadian residential property on December 31, 2022, and if you are one of the following described below, you need to file the UHT by October 31st, 2023. Minimum $5,000 penalty will be imposed on individuals and $10,000 on all other type of owners including corporations for late filing or failure to file.

Affected Owners:

  • Individuals who are not Canadian citizens or permanent residents of Canada: such as foreign workers, international students, and foreigners
  • Canadian controlled private corporations (CCPCs) and other privately held Canadian corporations: most of the corporations in Canada are under this category
  • Foreign corporations: incorporated outside of Canada
  • Individuals who own residential property as a trustee of a trust(other than as the personal representative of a deceased individual)
  • Individuals who own residential property as a partner of a partnership

If you have a holding company or any corporation that owns a residential property in Canada, you are required to file the UHT. In most cases, there won’t be any tax owing.

Examples of residential property:

  • detached houses
  • semi-detached houses
  • duplexes and triplexes
  • cottages, cabins and chalets
  • townhouses
  • condominium units

Examples of property that are not residential property:

  • buildings with 4 or more units
  • buildings that are primarily (50% or more) used for retail or offices
  • mobile homes, travel trailers, motor homes and camping trailers
  • hotels, motels, inns and bed and breakfasts

For more information regarding UHT, please click here.

As the deadline is fast approaching, if you are not sure whether you’re required to file the UHT, please take the following actions:

  1. Notify Streamline Accounting Professional Corporation by phone or email right away, and we will help you assess your situation and determine your filing requirement.
  2. If you are required to file, and you are a corporation, please apply for the RU number. Please click here for how to get a RU or we will help you if you are a current client with Streamline Accounting PC.
  3. We will provide you with a checklist to help you gather documents and information that are required to file the UHT.

If you have any questions, please reach out and book an appointment with our team.