Pre-Incorporation Contracts

If you are planning to incorporate a company, and need to arrange some contracts in advance, under the Alberta Business Corporations Act, you are able to act as an agent for a pre-incorporated company and enter into pre-incorporation contracts.

The company must then incorporate within a reasonable amount of time and adopt the contracts. If the company does not do either of the above, the agent may find himself or herself personally liable, unless the contract specifically protects the agent from liability.

If the intention is to incorporate the company within a reasonable amount of time and for the company then to adopt the contracts, you might consider getting your business started by entering into pre-incorporation contracts. However, since the personal liability may be high, we would recommend that you discuss a pre-incorporation contract with a lawyer.

NOTICE TO READER: The summaries of legal rights and remedies described above are general references to the Alberta laws existing at the date of the publication and may not apply to the reader’s individual circumstances. Also, the laws may change. These legal summaries are not to be relied upon as applicable to your individual circumstances and are subject to a complete review of the facts and applicable laws in every case.