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PREC situation

Someone else is joining the corporation. What do the articles say?

A Personal Real Estate Corporation has exactly one controlling shareholder, who owns every voting share, so a second registrant cannot share control of yours and needs their own PREC. 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. 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.

A share structure written for one person

A PREC is incorporated for a single registrant, and its share structure reflects that. It cannot be shared between two registrants: it has exactly one controlling shareholder, who owns every voting share (Ontario Regulation 536/20, section 1 and section 2, paragraph 2). A second registrant cannot share control and needs their own PREC, and may hold non-voting shares in yours only if they are your spouse, child or parent (section 2, paragraph 5).

The articles are the layer underneath the agreement

People often reach for a shareholders agreement at this point, and that is the right instinct. But the articles sit underneath it, and if they were drafted for one person they may simply be silent on the arrangement you are now describing.

What the check will and will not tell you

It reads what your articles actually say and rates how well they are drafted to protect PREC status. It does not tell you how to structure the relationship between two registrants. That is a conversation for your lawyer, and it goes faster when you arrive knowing what you already have.

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.