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First 90 Days After Incorporating in Canada: Founder Checklist and Critical Setup Tasks

Canadian startup founder reviewing post-incorporation checklist with documents for legal setup, bank account, IP assignment, and operational structure

The first 90 days after incorporating a Canadian startup determine patterns that are remarkably hard to unwind later. Most founders optimize for speed—getting product built, talking to customers, raising capital. But in Canada, the early legal, financial, and operational decisions carry disproportionate weight.

These early decisions affect eligibility for government funding (SR&ED, IRAP), investor readiness during diligence, long-term tax efficiency, and whether your company is credible in the eyes of banks, customers, and partners. Get them right, and later processes move smoothly. Get them wrong, and you spend months during fundraising fixing preventable issues that create doubt in investor minds.

This is not a growth checklist. It's a founder survival and credibility checklist. The distinction matters enormously.

As you build within the Canadian Startup Ecosystem, understanding what to prioritize in those critical first 90 days—and what to defer—helps you build momentum without creating technical debt that surfaces later. Many Canadian founders have access to good incorporation guidance but lack clarity on what happens after incorporation.

This guide breaks down the 90-day sequence: what must be done immediately (Days 1-30), what must be built next (Days 31-60), and what must be prepared for external engagement (Days 61-90).

Days 1–30: Legal, Ownership, and Control Foundation

The first month is about making your company real in the eyes of investors, banks, and the Canadian government. Most mistakes in this period are silent—they only surface during fundraising, when fixing them becomes expensive and creates doubt.

Task 1: Confirm Incorporation and Share Issuance

Your incorporation documents should show:

  • Articles of Incorporation – Proof that your company is legally established
  • Share Certificate(s) – Documentation that shares have been issued to founders
  • Cap Table (basic) – Simple spreadsheet showing who owns what percentage

Many founders incorporate but never actually issue shares to co-founders, or issue them without documentation. This is a mistake.

If you have multiple founders, ensure shares are issued and documented immediately. If vesting was supposed to apply, ensure it's documented in writing (vesting agreement or co-founder agreement).

If you incorporated months ago and never issued shares, do it now. Retroactive share issuance during fundraising is a red flag to investors. It suggests either disorganization or hidden founder disputes.

Action: Pull your share certificates and cap table. If shares haven't been formally issued, issue them now and document vesting.

Task 2: Finalize Co-Founder Agreements

If you have multiple founders, a co-founder agreement must be in place. This should cover:

  • Equity ownership – Who owns what percentage and why
  • Vesting schedule – Typical 4-year vesting with 1-year cliff
  • Roles and responsibilities – Clear definition of who owns what
  • Time commitment – Full-time vs. part-time expectations
  • IP assignment – All founder-created IP belongs to the company
  • Departure scenarios – What happens if a founder leaves
  • Decision-making – What decisions require consensus vs. individual authority

This conversation is uncomfortable, which is why many founders delay it. But waiting until tension or opportunity arises makes it exponentially harder.

The agreement doesn't need to be complex or expensive. A Canadian startup lawyer can draft a straightforward co-founder agreement for $1,500-$3,000. This is the best money you'll spend early.

If you've been operating without a co-founder agreement, having one retroactively is possible but more complex. Do it now before fundraising or external complications arise.

Action: If you have co-founders and no agreement, schedule a lawyer consultation this week. If you have an agreement, confirm all founders have copies and understand it.

Task 3: Assign Intellectual Property to the Company

All intellectual property created by founders in connection with the business must belong to the corporation. This includes:

  • Software code – Everything built for the product
  • Documentation – Designs, specifications, technical writing
  • Customer research – Notes, recordings, interviews
  • Trademarks and brands – Any original content or naming

If code or IP was created before incorporation, it must be formally assigned to the company through an IP assignment agreement.

Why does this matter? Canadian law defaults to individual ownership (unlike the US, where employment agreements often include automatic assignment). Without explicit assignment, a founder leaving the company could claim ownership of critical IP. Additionally, government funding programs like SR&ED require clear company ownership. Investors will demand proof of IP ownership during diligence.

If IP ownership is unclear, you can't raise capital until it's resolved. Many founders discover this problem during Series A diligence and have to pay for retroactive legal cleanup.

Action: Create a simple IP assignment agreement (your lawyer can do this) and have all founders sign it. This assigns all past and future IP to the company.

Task 4: Open a Corporate Bank Account

Separate personal and company finances immediately. This is not optional.

Canadian banks move slowly, so expect 1-2 weeks for account opening if you have all documents. You'll need:

  • Incorporation certificate
  • Articles of incorporation
  • Proof of address (utility bill or lease)
  • ID (two pieces: passport + driver's license)
  • Authorization letter (from directors authorizing the bank account)

Some banks require minimum deposits ($1,000-$5,000) or monthly fees. Shop around. Many VCs expect to see clean separation between founder personal and company finances from day one.

Once the account is open, never mix funds. All company revenue goes to company account. All company expenses paid from company account. Personal reimbursements are documented and processed separately.

Action: Contact your bank this week to start the account opening process. You'll need incorporation documents, so have those ready.

Task 5: Register for Required Government Accounts

Depending on your activity, you may eventually need:

  • Corporate tax account (CRA) – For corporate tax filings
  • GST/HST account (CRA) – If you'll exceed $30K revenue
  • Payroll account (CRA) – If you'll hire employees
  • Workers' compensation account (provincial) – Required if you have employees

You don't need to activate everything immediately, but you need to understand what will be required as revenue or hiring begins.

In particular, plan ahead for GST/HST. Once you exceed $30K revenue, GST/HST registration becomes mandatory. The process takes 2-3 weeks. If you're approaching that threshold, start the process before you exceed it.

Action: Contact CRA (1-800-959-5525) or visit their website to understand which accounts you'll need. Set reminders for when you'll need to register (e.g., when hiring first employee, when approaching $30K revenue).

Days 31–60: Finance, Compliance, and Operating Discipline

The second month is about building internal discipline before external pressure arrives. This is where many founders skip steps that later become painful.

Task 1: Set Up Basic Accounting

Choose an accounting system and track expenses properly from the start. You don't need complex reporting, but you do need accuracy.

Options range from simple (spreadsheet) to sophisticated (QuickBooks, FreshBooks):

  • Spreadsheet: $0. Works if you have minimal transactions. Gets unwieldy as you scale.
  • Cloud accounting (QuickBooks, FreshBooks, Wave): $10-50/month. Scales with your business. Integrates with bank accounts for automatic categorization.
  • Accountant-managed system: $150-300/month. If you have complex transactions or plan to claim tax credits (like SR&ED), professional accounting early is worthwhile investment.

For early-stage startups, cloud accounting (Wave is free; QuickBooks is $30/month) is the sweet spot.

Setup takes 2-3 hours. You categorize your chart of accounts (revenue, cost of goods sold, operating expenses, etc.), connect your bank account, and start categorizing transactions.

Why this matters: Clean books are required for:

  • Government funding eligibility – SR&ED and IRAP require proper financial documentation
  • Investor diligence – VCs will audit your books. Clean books build confidence
  • Tax efficiency – You'll identify which expenses are deductible
  • Decision-making – You'll understand your burn rate, unit economics, and financial health

Action: Choose an accounting system this week. Set it up and categorize your first month of expenses.

Task 2: Document Founder Compensation Approach

Even if founders are unpaid, this should be explicit and documented.

Create a simple policy covering:

  • Current compensation status – Are founders paid or unpaid? If paid, what salary?
  • When compensation begins – When will unpaid founders start receiving salary? What triggers that decision?
  • Expense reimbursement – What personal expenses are reimbursable (equipment, travel, supplies)?
  • How expenses are approved – Does any founder expense need approval? Or do founders trust each other?
  • Tax treatment – Are reimbursements tracked separately for accounting?

This is not a formal policy document. It's a 1-page conversation documented in writing and agreed to by all founders.

Why this matters: Ambiguity here creates resentment. One founder works unpaid while another is paid early, and resentment builds. One founder buys equipment expecting reimbursement, but the other founder never approves it. Founder relationships break down over financial clarity, not philosophies.

Action: Have a conversation with co-founders. Document your compensation approach. Email it to all founders with subject line "Founder compensation approach – please confirm you agree."

Task 3: Understand Tax Obligations and Credits

Learn how corporate tax works, how GST/HST applies to your business, and whether your development work qualifies for SR&ED.

Key questions:

  • Corporate tax rate: In most Canadian provinces, small business tax rate is 11-13% on the first $500K of income. Know your provincial rate.
  • GST/HST: If you exceed $30K revenue, registration is mandatory and you collect GST/HST from customers (then remit to CRA). Certain services are GST/HST exempt (professional services, financial services); others are not. Understand your industry.
  • SR&ED eligibility: If your company does scientific research or experimental development (software development often qualifies), you may be eligible for SR&ED tax credits worth 15-35% of R&D spending. This is non-dilutive funding worth $50K-$500K+. Ask your accountant about eligibility.

Understanding Canadian tax credits and government funding can materially affect your runway. Companies that maximize SR&ED can extend runway 30-50% without raising additional capital.

Action: Schedule a consultation with a Canadian startup accountant who understands SR&ED. Cost is typically $200-$500 for initial consultation. Payoff is easily $50K+ if you're eligible.

Task 4: Establish Data Handling and Privacy Basics

Canadian customers and partners expect reasonable data protection early. You don't need enterprise-grade security, but you do need intentional handling of customer data.

Minimum steps:

  • Document your data practices – What customer data do you collect? How is it stored? Who has access? Create a simple policy (1-2 pages).
  • Understand privacy laws – PIPEDA (federal) and provincial privacy laws require reasonable security practices
  • Encryption basics – Customer data should be encrypted at rest and in transit (HTTPS for web apps)
  • Access control – Not every employee needs access to all customer data. Limit access to who needs it.
  • Data retention – How long do you keep customer data after they leave? Have a policy.

This doesn't require hiring a security firm. It requires intentional thinking about how you handle data.

Action: Write a simple 1-page data handling policy. Share it with your team. Update your terms of service to reflect your practices.

Task 5: Create a Simple Operating Cadence

Regular founder check-ins, documented decisions, and clear ownership of priorities prevent drift.

Minimum: weekly founder meetings (30 minutes if co-located, 45 minutes if distributed).

Structure:

  • What happened last week (5 minutes) – Brief recap of accomplishments
  • What's blocking progress (10 minutes) – Identify obstacles
  • Priorities for next week (10 minutes) – Clear ownership of what matters
  • Decision queue (5 minutes) – Any decisions that need founder consensus?

Document the meeting (even briefly: "Decided to pivot to SMB market; hiring sales rep next month") in a shared document. This prevents future disputes about what was decided and when.

Why this matters: Without operating discipline, founders drift in different directions. Six months later, one founder thinks you decided to do X, another thinks you decided Y. Documented decisions prevent this.

Action: Schedule weekly founder meetings and commit to 30-60 minutes. Create a shared document for meeting notes.

Days 61–90: External Readiness and Optionality

The third month is about preparing the company to engage the outside world without scrambling. Even if fundraising is months away, readiness compounds.

Task 1: Build a Clean Narrative

You should be able to explain what your company does, who it serves, and why it exists in one clear paragraph.

This is not marketing copy. It's internal clarity that investors and partners will test.

Example: "We build compliance software for financial advisors. Financial advisors waste 10+ hours/week on regulatory paperwork. We automate that, saving them time and reducing errors. We charge $500/month per advisor. Our ideal customer is independent financial advisory firms with 5-20 advisors, typically earning $40-150K/year."

This is clear, specific, and testable. It tells an investor what problem you solve, who you serve, what value they get, and how you monetize.

Action: Write your narrative in 2-3 sentences. Get feedback from a founder or mentor. Refine until it feels clear to someone who doesn't know your business.

Task 2: Prepare Basic Investor Hygiene

You don't need a pitch deck yet, but you should be able to answer diligence questions without stress.

Minimum investor-ready materials:

  • Cap table – Shows all shareholders, equity amounts, vesting status
  • Incorporation documents – Certificate of incorporation, articles
  • Co-founder agreement – If you have multiple founders
  • IP assignment – Documentation that IP belongs to company
  • Founder backgrounds – Brief descriptions of each founder's experience

Keep these in a shared folder (Google Drive, Dropbox) organized and accessible.

Why this matters: When an investor asks for your cap table or incorporation documents, having them ready builds confidence. Not having them (or finding inconsistencies during diligence) raises questions about your organization.

Action: Create a shared folder with all documents listed above. Verify they're accurate and complete.

Task 3: Map Funding Pathways

Understand which capital sources make sense for your stage.

Options include:

  • Angels and friends/family – Early capital from people who know you; typically $25-100K per investor
  • Accelerators – Programs like Y Combinator or Techstars that provide $25-150K + mentorship + investor introductions
  • Government programs – SR&ED, IRAP, provincial grants; non-dilutive funding $50-500K
  • Seed VCs – Venture firms focused on early-stage; typically $500K-$2M
  • Revenue-based financing – Alternative to equity; funding based on revenue ramp
  • Debt – Bank loans or lines of credit; unusual for pre-revenue startups but possible with revenue

Canadian founders who plan blended capital early extend runway and reduce dilution. A company might raise $200K from SR&ED, $150K from angels, and $500K from a seed VC—instead of raising $850K from VC alone (which would require giving up more equity).

Understanding Canadian government funding programs helps you design a capital strategy that maximizes non-dilutive sources.

Action: List which funding sources make sense for your stage and timeline. When would you pursue each? What would be your capital target by milestone?

Task 4: Clarify Hiring Intent

Even if you're not hiring yet, decide which roles matter first and whether they'll be employees, contractors, or co-founders.

This affects:

  • Taxes – Contractor vs. employee classification has different tax treatment
  • IP – If a contractor creates IP, ensure your contract assigns it to the company
  • Immigration – If hiring international talent, work permits are required
  • Stock options – If granting options, do you have a stock option plan in place?

Action: List the first 3-5 roles you'd hire for. For each, decide: employee or contractor? Full-time or part-time? When would you hire them?

Task 5: Revisit Founder Alignment

After 90 days of real work, expectations change. Reconfirm commitment, roles, and priorities.

Have a conversation covering:

  • Commitment level – Is everyone still all-in? Has anyone's ability to commit changed?
  • Roles – Are roles as expected? Do they need adjustment?
  • Pace – Is progress meeting expectations? Is anyone frustrated or over-extended?
  • Next milestones – What needs to happen in the next 90 days to validate the business?

This is a preventive conversation, not a crisis response. If a co-founder is unhappy, better to know now than discover it during fundraising.

Action: Schedule a co-founder offsite (even 2 hours) after day 90. Discuss how the first 90 days went and what comes next.

Common Early-Stage Mistakes to Avoid

Several mistakes are common enough to highlight:

Mistake 1: Delaying legal cleanup

"We'll sort out the IP assignment and co-founder agreement when we fundraise" is how founders end up spending $10K+ fixing preventable issues during diligence.

Do it now. Cost: $3-5K. Timing: now, in your first 90 days.

Mistake 2: Mixing personal and company finances

Personal and business funds should never mix. Ever.

This creates confusion for accounting, prevents claims for government funding, and signals disorganization to investors.

Mistake 3: Skipping IP assignment

Assuming that "of course we all own the IP together" is not sufficient. It must be documented.

Mistake 4: Assuming "we'll fix it later"

"Later" during fundraising is when you discover these issues, and fixing them costs time and money you don't have.

The best time to address these was day 1. The second-best time is now.

Mistake 5: Over-optimizing for growth before foundation is solid

Speed without structure creates fragility. Build your foundation first.

Conclusion: Credibility Compounds Early

The first 90 days after incorporating in Canada are not about scaling. They're about earning the right to scale.

Founders who build clean legal, financial, and operational foundations move faster later because they don't have to stop and fix preventable issues. When investors ask for your cap table, you have it. When customers ask about data privacy, you have a policy. When you want to raise a government grant, you have clean books.

In Canadian startups, credibility compounds early. This checklist is about compounding the right things.

ShoutEx Insights

Further Readings:

Last updated by the Team at ShoutEx on January 20, 2026.

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