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PREC situation

You are moving brokerages. Have you read your articles since the last one?

Changing brokerages is a moment when a Personal Real Estate Corporation's paperwork gets looked at again. A corporation is a PREC only while it meets the criteria in section 2 of Ontario Regulation 536/20, and your brokerage can pay it only while it also meets the conditions of its exemption from registration in section 3. Most of these turn on facts, such as who holds the shares and who is the director, and the articles can make a breach easier or harder, and the move is often the first time in years anyone reads the articles at all. The free PREC Articles Health Check reads your articles against both regimes that govern a PREC, the PREC conditions in Ontario Regulation 536/20 (administered by RECO) and the Income Tax Act rules, administered by the Canada Revenue Agency, that decide how the corporation is taxed, and rates each Red, Yellow or Green. A hint to take to your lawyer and CPA, not legal or tax advice.

The move is the moment they get read

A brokerage change puts your corporation in front of new people. The new brokerage has its own onboarding, its own paperwork, and its own questions about how you are paid. For a lot of registrants this is the first time since incorporation that anyone has actually opened the articles.

What tends to surface

Two things commonly come up. The first is simple currency: the articles were drafted around the arrangement you had then, and that arrangement has changed. The second is that the drafting was never PREC-specific in the first place, and nobody has had a reason to notice until now.

Two steps come before the first payment

Before the new brokerage can pay your corporation, a new written agreement among you, the corporation and the new brokerage must be in place (Ontario Regulation 536/20, section 3, paragraph 8), and the brokerage must confirm the PREC conditions in writing (section 4(c)). Separately, tell RECO in writing within five days of any change that affects the exemption, or that changes the corporation’s name or address for service (section 6(2)).

Better to know before, than during

It is cheaper and calmer to know where your articles stand before the onboarding conversation than to discover it in the middle of one.

How to check yours

The PREC Articles Health Check is free. You upload or paste your articles of incorporation and it reads them against both regimes that govern a PREC: the RECO PREC conditions in Ontario Regulation 536/20, and the Income Tax Act rules, administered by the Canada Revenue Agency, that decide how the corporation is taxed.

You get a Red, Yellow or Green rating for each regime, with every requirement named and what was actually found in your text. There are no forms to fill in.

The check runs in your browser and does not upload your document. Your articles are saved only if you choose to: as an encrypted copy kept for 90 days, if you ask for that when your report is emailed, or with your answers if you sign in to amend them.

What it is, and what it is not

The Health Check produces a drafting-quality hint from the article text you provide. It is a starting point to bring to a qualified lawyer and CPA, not a legal finding that your corporation qualifies as a PREC, and not tax advice. Always have a professional review before you rely on or file anything.

It does not replace your lawyer or your accountant, and it is not meant to. It is meant to make the conversation with them shorter and sharper: you arrive knowing where your articles stand and which protections need attention, instead of paying for that discovery from scratch.

Capital Toolkit is an automated service. It provides general information, not legal, tax or accounting advice, and it does not replace your own lawyer or accountant. Have a qualified professional review any document before you rely on it, sign it or file it.

If you want the full analysis

The rating and the list of which protections are present or missing cost nothing. What is paid for is the PREC Deep Dive at $100 CAD: the full clause-by-clause written analysis of what is wrong, why it matters, and what to raise with your lawyer. HST is added at checkout.