Corporate Reorganization

Engineering Your Corporate Structure for What Comes Next.

Our office has extensive expertise designing corporate structures that optimize tax planning, put capital and business resources to their most efficient long-term use, and stay fully compliant with the Canadian Income Tax Act.

The corporate structure that made sense when you started your business rarely fits the business you've built. Retained earnings accumulate. Succession moves closer. Investors want in. Risk needs to be walled off from the assets you've worked to build. A structure that isn't re-examined doesn't stay neutral — it quietly costs you tax efficiency, exposes capital to unnecessary risk, and narrows your options.

A corporate reorganization re-engineers that structure on purpose: every step planned, cited to the specific provisions of the Income Tax Act it relies on, and sequenced to get you from where you are today to where your business needs to be.

This is not a generic restructuring template.
This is not paperwork for its own sake.
This is a citation-backed reorganization plan, engineered around your capital structure, your succession goals, and your growth plans.

How a Reorganization Engagement Works

Every reorganization we design moves through three stages.

1

Comprehensive Structural & Tax Diagnostic

We start by fully mapping where things stand today, including:

  • Current corporate structure and share capital
  • Adjusted cost base (ACB) and paid-up capital (PUC)
  • Existing tax attributes (RDTOH, GRIP, CDA, losses)
  • Shareholder and succession objectives
  • Creditor exposure and asset protection gaps
  • Lifetime Capital Gains Exemption eligibility

You can't optimize a structure you haven't fully mapped first.

2

ITA-Compliant Plan Design

Your plan is built as a fully documented package, including:

  • A step-by-step transaction sequence
  • Detailed footnotes citing the specific ITA provisions relied on
  • Before-and-after corporate organization charts
  • A figures appendix quantifying every step's tax result

Every step is explained — not just prescribed — so you understand exactly why the plan works.

3

Execution & Implementation Support

Your diagnostic gives you the plan. We support you through carrying it out:

  • Instruction letter for your corporate lawyer
  • Coordination of legal, valuation, and filing requirements
  • A client-facing deck walking through the plan
  • Post-implementation filing and minute book support

You don't have to translate a technical memo into action on your own — we walk it through with you.

The Benefits of Reorganizing Your Corporate Structure

A well-designed reorganization pays off in more than one way.

  • ✓ Optimized operational and capital tax efficiency
  • ✓ A structure built for business succession planning
  • ✓ Room to bring in investors and fund expansion
  • ✓ Income splitting and compensation flexibility among family shareholders
  • ✓ Creditor protection — isolating retained earnings and investments from operating risk
  • ✓ Preserved, or multiplied, access to the Lifetime Capital Gains Exemption
  • ✓ A cleaner structure that is easier — and more valuable — to sell
  • ✓ Reduced exposure to the passive-income grind-down of your small business deduction

Most businesses realize more than one of these benefits from a single reorganization.

Who a Reorganization Is For

  • Business owners whose operating company has accumulated significant retained earnings or investments
  • Owners planning succession to family, management, or a future sale
  • Businesses bringing in new investors or partners to fund growth
  • Multi-shareholder businesses whose interests need to be separated or realigned
  • Owners concerned about creditor exposure to personal or passive assets
  • Anyone whose corporate structure hasn't been reviewed since the business — or the tax rules — changed

If any of these describe where your business is headed, your structure is worth a second look.

Quarterly Review → Reorganization

Why Reorganization Is the Logical Next Step After Your Quarterly Review

Your Quarterly Review Identified

  • Growth or succession on the horizon
  • Retained earnings sitting exposed
  • A structure that hasn't kept pace
  • An opportunity worth acting on

A Reorganization Delivers

  • A plan engineered to the Income Tax Act
  • Optimized tax efficiency, now and going forward
  • Protection for what you've built
  • A structure that's ready for what's next

Your quarterly review flags the opportunity.
Reorganization is how you capture it.

Flat Fee — $30,000

Understanding the Investment

A fixed, one-time engagement — not an open-ended bill.

The Investment

  • A flat $30,000 fee — no hourly surprises
  • Full diagnostic, plan design, and figures appendix
  • ITA-cited plan memo and lawyer instruction letter
  • Execution support through to implementation

The Return

  • Ongoing annual tax savings from an optimized structure
  • Tax-deferred transfer of value under the plan
  • Preserved or multiplied Lifetime Capital Gains Exemption
  • Assets protected from operating and creditor risk

Your preliminary reorganization plan includes a full cost-benefit analysis — your projected savings measured directly against the $30,000 investment — so you know the payback before you commit.

The Cost of Not Reorganizing

Without a current structure, businesses often face:

  • Paying more corporate and personal tax than necessary
  • Passive investment income eroding your small business tax rate
  • Retained earnings and investments exposed to operating creditors
  • No plan in place for a tax-efficient succession or estate freeze
  • Diluted or complicated ownership when investors or partners join
  • A missed opportunity to multiply the Lifetime Capital Gains Exemption
  • A harder, less valuable company to sell when the time comes
  • A structure reacting to problems instead of preventing them

These costs compound quietly, year after year. A reorganization stops them.

Why Clients Choose Us

Clients choose our reorganization service because we provide:

A Generic Reorganization A Kilpatrick CPA Reorganization
Guesswork
An ITA-cited, subsection-referenced plan
A one-size-fits-all template
A structure engineered to your goals
Paperwork
Full execution support, start to finish
A vague savings estimate
A detailed cost-benefit analysis against your investment
A binder you don't understand
A plan explained to you, before you commit

This is not a generic restructuring template.
This is a corporate structure engineered for your business.

Your Next Step

Ready to See What a Reorganization Could Do for You

Tell us about your business and we'll put together your preliminary reorganization plan — including the cost-benefit analysis:

Request Your Reorganization Assessment →