The Business Behind the Smile: Incorporate Your Dental Practice
If you are a dentist in Ontario, you may be considering practicing through a dentistry professional corporation. This is a corporation governed by the Regulated Health Professions Act, 1991,[1] and incorporated under the Ontario Business Corporations Act.[2] While you can practice as an individual, incorporating offers numerous advantages. Some of these benefits include tax advantages associated with retaining earnings in the corporation, as well as some liability protection; however, there is no limit on professional liability.[3]
1. Corporation Name
Your corporation’s name must clearly indicate the health profession.[4] It must also include the words “Professional Corporation”.[5] For dentists, this would take the form “Dentistry Professional Corporation.” The name must also include the surname of one or more shareholders of the corporation, as set out in the College register.[6] It may also include the shareholder’s given name and/or initials.[7]
As numbered names are not permitted for professional corporations, you will need to obtain a NUANS report once you have selected a name. A NUANS report is a document that determines the availability of a proposed corporate name. You can conduct a preliminary search for your desired name on the Ontario Business Registry before ordering the NUANS report to verify its availability. The NUANS report must be dated within 90 days of submitting your Articles of Incorporation.
2. Directors
The officers and directors of the corporation must be shareholders.[8] You may set a minimum/maximum number of directors or a fixed number of directors. If you wish to maintain flexibility in your corporate structure and anticipate future expansion, setting a minimum/maximum number of directors may provide more flexibility.
3. Shares & Provisions
The voting shares of the corporation must be legally and beneficially owned, directly or indirectly, by a member of the Royal College of Dental Surgeons of Ontario (RCDSO).[9] Non-voting shares of the corporation may be owned by a member of the RCDSO, a family member of a voting dentist shareholder, or in trust for one or more minor children of a voting dentist shareholder.[10]
You may establish multiple classes of shares with varying rights and restrictions attached to each class. The Ontario Business Registry provides “pre-defined” text for shares and provisions. However, it may be advisable to draft customized share provisions tailored to your anticipated business needs and development. For example, you can have voting and non-voting shares.
A dentistry professional corporation must be restricted to the practice of dentistry or activities that are ancillary to the practice of dentistry.[11]
4. Certificate of Authorization
To practice through the corporation, you must obtain a Certificate of Authorization from the RCDSO.[12] If your corporation does not comply with the restrictions described above, the RCDSO may reject your application. Until you have been issued a Certificate of Authorization, you can practice dentistry and bill for services as an individual. You must apply for a Certificate of Authorization through the RCDSO Portal. The application fee is $750.00, and you will need the following documents:
Corporation Profile Report (also known as Entity Profile Report) from the Ontario Business Registry. It is valid for 30 days from the date it is generated.
Articles of Incorporation (provided to you on incorporation).
Form C Undertaking for each director and/or officer.
Form D Undertaking for each dentist shareholder.
The Certificate of Authorization expires annually on August 31, regardless of when it was first issued, and must be renewed annually. If your shareholders change, you must notify the RCDSO and complete a Notice of Change of Shareholders Form and Declaration.
Incorporating is a great opportunity to plan for the future of your dental practice. If you have any questions about incorporating, Arhire Law can help. Book a consultation with us to get started.
Thank you for taking the time to read. Have a nice day! - Stefania
[1] Regulated Health Professions Act, 1991, SO 1991, c 18.
[2] Business Corporations Act, RSO 1990, c B.16.
[3] Ibid, s 3.4(1).
[4] O Reg 39/02, s 1(4).
[5] Supra note 2, s 3.2(2).
[6] Supra note 4, s 1(4).
[7] Ibid.
[8] Supra note 2, s 3.2(2).
[9] Supra note 4, s 1(1)2.2.
[10] Ibid.
[11] Supra note 2, s 3.2(2).
[12] See “Health Profession Corporations”, online: Royal College of Dental Surgeons of Ontario < https://www.rcdso.org/en-ca/permits-and-renewals/health-profession-corporations>.
Last Updated: November 14, 2025
Disclaimer: This article is intended for general information purposes only. It is not intended as legal advice. It does not create a lawyer-client relationship and may not address your specific circumstances. You should consult with a qualified lawyer.