Title transfers · Corporations
Corporate-held real estate is a common structure for liability protection, tax planning, and estate planning. The legal work to get there is a real estate transfer with corporate-side documentation. The decision to do it lives with your accountant; we handle the registration and the closing once it is made.
The cost of getting in
Three line items on every transfer-to-corporation file deserve attention before you commit:
PTT. Generally applies on the full fair market value at standard residential brackets — 1% on the first $200,000, 2% on the portion to $2 million, 3% to $3 million, 5% above. On a $2M property, that is $36,000 just to put the property into the corporation. There is a narrow exemption for transfers between related corporations, but the move from individual ownership to corporate ownership is usually a taxable PTT event.
Lender consent. Almost every institutional mortgage prohibits transfer of registered ownership without consent. Some lenders allow it; some require the corporation to assume the mortgage with re-underwriting; some refuse. Confirm the lender's position before committing — if the answer is "refuse," the only way to do the transfer is to refinance and discharge the existing mortgage, which adds cost and time.
GST. Usually does not apply on a previously occupied principal residence. May apply on commercial property, on substantially renovated property, on new construction, or where the property has been used in a GST-registered business. We confirm at intake.
Coordination with your accountant
Before we file the transfer, your accountant should have weighed in on at least the following:
We do not give tax advice. We work with your accountant on the timing and documentation, and we register the transfer in line with what you decide.
What we do
Our work on a transfer-to-corporation file: incorporate the corporation if it does not yet exist (on coordination with our corporate practice); pull title and confirm encumbrances; obtain lender consent; calculate PTT and assess any exemption; prepare the Form A transfer, the resolutions of the corporation accepting the transfer, the section 85 rollover documents (if your accountant has advised on a rollover), the trust conditions, and the shareholder ledger updates; sign with you and the corporation; and register the transfer at the Land Title Office.
Files involving multiple properties, multiple corporations, or family-trust ownership take additional coordination. We quote on the file once we understand the full structure.
Frequently asked
Three common reasons: liability protection (separating the property from your personal assets if a tenant or contractor sues), tax planning (deferring tax on rental income inside the corporation, although the small-business deduction generally does not apply to passive rental income), and estate planning (making the property easier to transfer to children through shares rather than through registered title). Whether it actually makes sense for your situation is a tax and accounting question, and you should work that out with your accountant before transferring.
Generally yes, on the full fair market value, at standard rates. There is a narrow PTT exemption for certain transfers between related corporations, but transferring property from yourself to a corporation you own is usually a taxable event for PTT purposes. On a $2 million property, that means roughly $36,000 in PTT just to put the property into the corporation.
Almost always. Most institutional mortgages contain a due-on-transfer clause prohibiting any change in registered ownership without lender consent. Some lenders provide consent on a transfer to a holding corporation; some require the corporation to assume the mortgage and re-underwrite; some refuse and the mortgage has to be paid out. Confirming this with the lender before deciding to transfer is critical.
GST does not usually apply on a transfer of a previously occupied principal residence to a holding corporation. On commercial property, recently completed homes, substantially renovated properties, or property used in a GST-registered business, GST may apply. This is one of the items we confirm at intake — getting it wrong is expensive.
Same legal mechanics in reverse, but with different tax considerations. PTT applies on the transfer out at fair market value. The corporation may have a deemed capital gain on the disposition, which can trigger corporate tax. Whether the resulting net distribution to you is treated as a return of capital, a dividend, or a capital gain depends on the structure of the corporation and the transaction. Talk to your accountant first.
Quoted on the file. A simple transfer of one property between you and a wholly-owned holding corporation is typically $1,800 to $2,400, depending on whether mortgage discharge and re-registration are required. More complex files (multiple properties, multi-corporation reorganisations) are quoted on the matter.
Tell us the property, the corporation (or whether you need one), the lender on title, and the timing. We'll come back with a quote and a list of what your accountant needs to confirm first.