I have a business idea, now what?

I have a business idea… Now what?

So, you have an idea and are ready to launch a business. What do you do next? You can start by reading this article. Below are a few things to consider when you are looking to start your own business:

 

1) Determine how you want to structure your business:

There are several ways to structure a business. The three basic ways are though a sole proprietorship, a partnership, or a corporation. Each of these structures have different legal characteristics and are treated differently from a tax perspective. These structures are briefly described below:

Sole Proprietorship: A sole proprietorship exists whenever an individual engages in business in his or her own capacity. All benefits and liabilities of the business are also the benefits and liability of the sole proprietor. Therefore, the sole proprietor is personally responsible for all of the obligations of the business and is liable for any wrongdoing of the business. On the other hand, it is generally less costly to operate a sole proprietorship.

Partnership: A partnership is a form of business organization where multiple persons carry on a business in common with a view of profit. A partnership is not a legal entity separate from its partners and, generally, each partner in the firm is jointly liable with the other partners for all debts and liabilities of the firm. The legal relationship between partners is often governed by a partnership agreement.

In Saskatchewan, there is also the ability to create a limited partnership, which is a form of partnership that provides limited liability to certain partners. A limited partnership consists of one or more persons or entities who are “general partners” and one of more persons who are “limited partners”. Only the general partner is liable for the obligations of the partnership, and the limited partners have no liability beyond the amounts they contribute to capital. However, in exchange for this limited liability, the limited partners must be passive investors and cannot take part in the management of the business.

Corporation: A corporation is a legal entity separate from its shareholders and the individuals who operate the business of the corporation. Some advantages of operating a business through a corporation include limited liability to shareholders (in other words, the shareholders are not liable for the obligations of the corporation) and advantageous tax treatment.

The above is only a brief overview of these business structures. Before making a decision on which structure is best, it is advisable that prospective business owners discuss each structure in detail with their legal and tax advisors.

 

2) Reserve and register the business name:

If you wish to operate your business under a business name, there is a specific process that must be followed to search the name (to ensure another business is not using the same or similar name), reserve the name, and register the name in the appropriate public registry.

 

3) Obtain a Provincial Sales Tax (PST) Number

All business operating in Saskatchewan must be registered with the Ministry of Finance to obtain a PST number. PST must be collected and remitted by a vendor of a retail sale of certain property or certain services in Saskatchewan, and failure to do so may result in a large tax bill along with interest and penalty payments.

 

4) Register with the Saskatchewan Worker’s Compensation Board (the “WCB”)

All employers engaged in any industry in Saskatchewan (except farming/ranching or any other prescribed industries) who hire workers an a regular, casual or contractual basis must register with the WCB. Employers in Saskatchewan who are subject to workers’ compensation legislation must report work-related injuries that require medical attention to the WCB and pay assessed amounts to the WCB.

 

5) Review land use and zoning bylaws

Municipalities and cities may enact bylaws which regulate the development and use of land within those municipalities or cities. Any business owner operating in Saskatchewan should ensure that his or her business conforms to any land use or zoning bylaws within the applicable municipality or city.

 

6) Obtain the appropriate business licence

Persons operating a commercial or industrial business will need to obtain a commercial business license and/or a non-resident business license in the city/municipality in which they operate.

Starting your own business can be daunting, but the legal advisors at Robertson Stromberg LLP can help you navigate through these steps and get your business off to a great start.

 

For more information, please contact Jon Ponath at 306.933.1365 or j.ponath@rslaw.com

COVID-19: Information for Employers

Candice Grant has supplied a handout for employers giving them useful tips on how to manage the workplace during the Covid-19 pandemic.

Introduction

As an employer, you may have concerns about how to manage your business and protect the health and safety of your employees during the COVID-19 pandemic. Below, we have addressed some of the common questions we have heard from employers. This information, which is current as of the date of publication (March 13, 2020), is not legal advice and we recommend consulting with your legal advisors for advice which is specific to your business.

Occupational Health and Safety

The Saskatchewan Employment Act imposes upon every employer an obligation to ensure, insofar as is reasonably practicable, the health, safety and welfare at work of all of the employer’s workers. This obligation includes a requirement to take reasonable preventative steps to ensure that the health, safety and welfare of employees is not harmed by an infectious disease such as COVID-19 in the course of their employment.

What constitutes “reasonable” steps will depend on the nature of the workplace (for instance, whether the employees interact with members of the public, whether tools or electronics are shared with other workers, whether employees have an ability to work remotely). An employer should carefully consider the potential sources of risk to employees in the course of their work, and what reasonable steps might be taken to alleviate those risks.

Employers may find it helpful to have a robust and comprehensive policy which outlines the responses that the organization will take in response to a pandemic.

Refusal to Work

Workers in Saskatchewan have the right to refuse to perform unsafe work if the employee has reasonable grounds to believe that the work is unusually dangerous to their health or safety (or the health or safety of any other person at the place of employment).

Any claim by an employee that it is unsafe to work is a serious matter which must be investigated by the employer. As indicated above, the employer must take all reasonable measures to protect the health and safety of its employees. It is not yet clear whether employees in Saskatchewan may be justified in refusing work because of potential for exposure to COVID-19. In the meantime, employers are encouraged to work with their employees to find solutions which address the employees’ concerns, while allowing the employer to continue to carry on business.

Absences from Work

Generally speaking, and as with any other illness, if an employee discloses that they are not feeling well or are showing symptoms which are consistent with COVID-19, it is reasonable for the employer to request that the employee refrain from reporting to work until they are well. In addition, the employer should have regard for the latest provincial and federal directions regarding the self-isolation of employees who have travelled or been in contact with others who may have been exposed. In some cases, it may be possible to allow the employee to work from home during a period of minor illness or self-isolation.

An absence due to COVID-19 should be handled the same as any other absence due to illness. Under The Saskatchewan Employment Act, an employee is generally not entitled to be paid while absent from work; however, some employees have entitlement to paid sick leave under a workplace policy, collective agreement or other employment contract.

The Saskatchewan Employment Act protects the jobs of employees who are absent from work due to illness or serious illness for up to 12 weeks. In addition, The Saskatchewan Human Rights Code, 2018 protects employees from discrimination on the basis of a prohibited ground, including disability. We strongly recommend that employers seek out legal advice specific to their situation before making any long term decisions with respect to their employees.

For further information, please contact:

Candice D. Grant

Direct: 306.933.1304

Email: c.grant@rslaw.com

Kusch and Clavelle Contribute to CBA BarNotes

The most recent issue of the Canadian Bar Associations’s BarNotes contains articles by two RS lawyers.

Travis Kusch’s article “Closely Held Corporations: Avoiding the Messy Break-up”  offers practical advice to families who enter into business together.

Curtis Clavelle contributed “When Can an Employee Sue an Employer?”.  In the article he gives guidance on the scope and effect of c. 43 of The Workers’ Compensation Act.

BarNotes is published three times a year and is provided to members of CBA Saskatchewan.

 

 

Marinko Jelovic Joins Robertson Stromberg Partnership

Congratulations to Marinko Jelovic who became Robertson Stromberg’s newest partner on January 1, 2019.  Marinko joined Robertson Stromberg as an articling student and, since his call to the bar in  2012, has been an important member of the corporate/commercial law team.

Area of Expertise Small Business