You can obtain your permit to practise law as a Professional Corporation through the Law Society of Alberta. You must complete the following steps to obtain a permit:
- Obtain Law Society approval
- Register the Approved Articles of Incorporation with Corporate Registries
- Apply for a permit
Please note: Apart from Schedules C and D found below, the Law Society cannot advise you on how to structure your law corporation(s), or on the corporate or commercial issues, income tax, or other related considerations that arise from incorporation. Please consult your accountant, financial advisor or corporate registry.
1. Obtaining Approval from the Law Society of Alberta
- Submit the Approval of Article of Incorporation form ensuring all name and shareholder requirements are in compliance with the Rules of the Law Society of Alberta and Legal Profession Act as specified on the form.
- The Articles of Incorporation Form obtained from Corporate Registry services and governed by the Business Corporations Act.
- The proposed schedules:
a) If schedules include restrictions on share transfers, schedules must specify that only voting shareholders are entitled to transfer shares.
b) the proposed schedules should include statements like the following with respect to restrictions and liability of the shareholders:
Restrictions, if any, on the business corporation may carry on:
None, but for greater certainty and without restricting the business which the corporation may carry on, the corporation shall have the following objectives:
a) to engage in every phase and aspect of rendering the same service to the public that a lawyer, being a member of The Law Society of Alberta, is authorized to render;
b) to purchase or otherwise acquire and to own, mortgage, pledge, sell, assign, transfer or otherwise dispose of, and to invest in, deal in and with, real and personal property necessary for the rendering of the services of a lawyer;
c) to contract debts and borrow money, issue and sell or pledge bonds, debentures, notes and other evidences of indebtedness and execute such mortgages, transfers of corporate property or other instruments to secure the payment of corporate indebtedness as required; and
d) to enter into partnership, consolidate or merge with or purchase the assets of another corporation or individual rendering the same professional services.
Other provisions, if any:
The liability of the shareholder(s) is limited as provided in the Business Corporations Act except in the circumstances described in Section 133 of the Legal Profession Act, which reads as follows:
“133(1) Notwithstanding anything to the contrary in the Business Corporations Act, every person who is a voting shareholder of a corporation during the time that it is the holder of a permit or of a corporation during the time that it acts in contravention of section 106(1) is liable to the same extent and in the same manner as if the voting shareholders of the corporation were during that time carrying on the business of the corporation as a partnership or, if there is only one voting shareholder, as an individual practicing as a barrister and solicitor.”
2. Registering Your Professional Corporation
- Once you have obtained approval from the Law Society of Alberta, you may register the professional corporation with Corporate Registry Services.
Upon successful registration, you are required to apply for a permit with the Law Society of Alberta to practice through your Professional Corporation. As per Section 137(1) of the Legal Profession Act, “No person shall engage in practice as a barrister and solicitor under any name containing “Professional Corporation” or the abbreviation “P.C.” unless that person is incorporated or continued as a corporation under the Business Corporations Act and the corporation is the holder of a permit not under suspension.”
3. Application for a Permit
- Submit the Permit Form 8-1
- The Certificate of Incorporation obtained from Corporate Registry Services
- The Registration Statement obtained from Corporate Registry Services
- Articles filed with Corporate Registry
- The Professional Corporation Application fee (subject to change annually)
• We do not require the original or hard copies of any of the above listed documents, a copies are sufficient and submissions by email are acceptable
• Professional Corporation permits expire annually and must be renewed by December 31st via your Lawyer Portal.
• Only Active members of the Law Society of Alberta are entitled to hold a professional corporation permit, as per Section 131 of the Legal Profession Act
• If a permit is no longer required, we require a Certificate of Dissolution or Certificate of Amendment obtained from Corporate Registry
• Approval from the Law Society of Alberta must be obtained prior to registering or amending professional corporations
Should you have any questions regarding the Professional Corporation process, please contact Membership or 403.229.4700.