Under the Social Work and Social Service Work Act (SWSSWA), its bylaws and the Business Corporations Act, members of the Ontario College of Social Workers and Social Service Workers (the College) are permitted to incorporate for the purpose of practising social work or social service work. To do so, College members must adhere to all conditions and requirements in both the Business Corporations Act and the College bylaws (Bylaw No. 46) which includes obtaining a Certificate of Authorization from the College.
General overview of professional corporations
The Business Corporations Act allows a number of regulated professionals, including social workers and social service workers, to incorporate their practices in Ontario.
Although framework legislation is in effect, the ability to practise by means of a professional corporation will depend on whether the profession in question has had the necessary regulations and bylaws enacted.
For further information about professional corporations, please visit the ServiceOntario website.
How do I establish a professional corporation?
College members who intend to incorporate must first apply for a professional corporation name and incorporate with the Ontario Ministry of Government and Consumer Services (MGCS). These steps must be completed before applying for a Certificate of Authorization with the College.
The following steps outline the general process to obtain a Certificate of Authorization, which permits College members to practise social work or social service work through a professional corporation:
STEP ONE: Apply for a professional corporation name
College members must first apply for a professional corporation name by strictly following the Business Corporations Act naming convention. Please note that this must be done before incorporating with the MGCS.
Naming convention for a professional corporation
The name of the professional corporation must include the surname of one or more shareholders of the corporation, as the surname is set out in the College’s Online Register. The name of the corporation may also include the shareholder’s given name, one or more of the shareholder’s initials or a combination of given name and initials. Please note that all shareholders must be registered members with the College.
In addition, the name must include “Social Work Professional Corporation” / “travail social” or “Social Service Work Professional Corporation”/ “techniques de travail social”. The College will confirm if it objects to the establishment of a professional corporation under the proposed name.
Should a corporation propose to practise under a name other than its professional corporate name, evidence that the corporation has registered the practice name which is to be used by the corporation under the Business Names Act must be provided to the College.
If a professional corporation practises in a name other than its corporate name, the professional corporation shall include its corporate name in all written, electronic and other communications.
STEP TWO: Incorporate with the MGCS
After selecting a professional corporation name, College members must then incorporate with the Ontario Ministry of Government and Consumer Services (MGCS). For assistance incorporating with the MGCS, please contact the Companies Branch Help line at (416) 314-8880 or toll free at 1-800-361-3223 or at www.mgs.gov.on.ca.
STEP 3: Apply for a Certificate of Authorization with the College
College members interested in the process of incorporation must review and complete the applicable forms on this webpage.
The application fee for a Certificate of Authorization is $500. To be issued a Certificate of Authorization, the following documents are required as part of the application form:
- Completed application for proposed name (if applicable)
- Undertaking signed by each shareholder
- Statutory declaration of director
- Certificate of status issued by the MGCS
- Copy of Certificate of Incorporation
- A copy of every certificate of the corporation endorsed under the Business Corporations Act on the day the application is submitted (i.e. articles of incorporation, articles of amendment, etc.)
The College strongly recommends that applicants review all instructions found in the Certificate of Authorization Application Package before filing for incorporation.
SOCIAL SERVICE WORK
For legal or accounting questions, College members are advised to seek advice from an appropriate professional. The College does not provide any legal, accounting, tax or financial advice.
What is the benefit of setting up a professional corporation?
You may wish to seek advice from a qualified professional such as a lawyer or accountant with experience in corporations to provide you with the benefits. Generally some benefits may include Tax Deferral and favourable small business corporate tax rates.
Can I set up a social work or social service professional corporation without registering with the OCSWSSW?
A corporation cannot practice the profession of social work or the profession of social service work unless it holds a current certificate of authorization as provided in bylaw 46 of the OCSWSSW.
I want to establish a professional corporation for my social work/social service work practice. What do I need to do?
Registrants are required to obtain a Certificate of Authorization for a corporation that proposes to practice social work or social service work issued by the OCSWSSW. Please visit this link for more information on how to apply for a Certificate of Authorization https://www.ocswssw.org/members/professional-incorporation/
What is the fee for a Certificate of Authorization?
The application fee for a Certificate of Authorization is $500.00, less the amount(s) to a maximum of $200.00, paid in connection with an application for Proposed Name.
How long is the Certificate of Authorization valid for?
The certificate is valid for one year and must be renewed annually.
What is the renewal fee for the Certificate of Authorization?
The fee for an annual renewal of a Certificate of Authorization is $400.00.
What is the renewal date for my Certificate of Authorization?
The renewal date is on or before the anniversary date of the issuance of the Certificate of Authorization from the OCSWSSW.
What is required with my application?
- Completed application for Proposed Name (if applicable)
- Undertaking signed by each shareholder
- Declaration of director
- Certificate of Status issued by the Ministry of Government Services
- Copy of Certificate of Incorporation
- A copy of every certificate of the corporation endorsed under the Business Corporations Act on the day the application is submitted (ie: articles of incorporation, articles of amendment, etc.)
What can I name my corporation?
The name of the corporation must include the surname of one or more shareholders of the corporation as the surname is set out in the College register, and may also include the shareholder’s given name, one or more of the shareholder’s initials or a combination of given name and initials. Each shareholder must be a registered member of the OCSWSSW. In addition, the name must include “Social Work Professional Corporation” /”travail social” or “Social Service Work Professional Corporation”/”techniques de travail social”. You may submit an application form for a certificate regarding proposed corporate name prior to submitting your application package. The College will confirm if it objects to the establishment of a professional corporation under the proposed name.
What if I change the name of the corporation?
The College may issue a revised Certificate of Authorization to a professional corporation if the corporation changes its name after the certificate of authorization has been issued to it. The corporation shall, within thirty (30) days of such change, notify the Registrar in writing and give the Registrar copies of the documents evidencing such change.
What is required for the renewal of the professional corporation?
- Undertaking signed by each shareholder (if not previously submitted by the shareholder).
- Declaration of director signed not more than 15 days before the application for renewal is submitted to the College.
- Certificate of Status issued by the Ministry of Government Services issued not more than 30 days before the application for renewal is submitted to the College.
- Copy of every certificate of the professional corporation that has been endorsed under the Business Corporations Act since the corporation’s most recent application for a certificate of authorization or for renewal of its certificate of authorization (if applicable).
What happens if my renewal fee is late?
An administrative fee of $50.00 will be levied for each notice sent by the College to the director of the corporation for failure of the professional corporation to renew its Certificate of Authorization prior to the anniversary date of the issuance of its Certificate of Authorization.
What happens if I don’t renew my certificate annually?
If the professional corporation fails to renew the Certificate of Authorization on or before the anniversary date of the issuance of the Certificate of Authorization, the College may revoke the professional corporation’s Certificate of Authorization. The College shall revoke the professional corporation’s Certificate of Authorization 60 days after the date on which notice to do so is given.
What are other grounds for revocation?
Revocation can occur if:
- the professional corporation ceases to practice the profession with respect to which the certificate was issued;
- the professional corporation ceases to be eligible to hold a Certificate of Authorization;
- the professional corporation carries on business or activity that is not the practice of social work or social service work or activities related to or ancillary to the practice of such profession.
How can I reinstate my Certificate of Authorization if it has been revoked?
If a professional corporation’s Certificate of Authorization is revoked, a new Certificate of Authorization may be issued to the corporation only if the corporation is eligible to hold one and applies for a new certificate in accordance with Article V of the bylaw 46. A Certificate of Authorization cannot be reinstated.
What do I do if I shut down my professional corporation?
The professional corporation may, at any time, surrender its Certificate of Authorization by returning the original certificate to the College together with notice of the surrender thereof. The College will acknowledge receipt of the notice of surrender and revoke the Certificate of Authorization. Please contact a qualified professional, such as a lawyer or an accountant for advice to dissolve your corporation.