Effective October 1, 2020, brokers and agents in Ontario can
incorporate personal real estate corporations (PRECs) to receive
remuneration for their services to their brokerage. The following
is a summary of PRECs and the relevant considerations that may
apply.
Why would I want a PREC?
The primary benefit of a PREC is the ability to defer income
tax. Without a PREC, agents and brokers pay tax at their personal
rate on the commissions they earn, which can be as high as 53.5% at
the top marginal rate. If paid to the PREC instead, the commission
will be taxed at the corporate rate of 12.2% on the first $500,000,
assuming the PREC is eligible for the small business rate. This
leaves you with more money to invest within the corporation. While
money you later take out of the PREC will be subject to personal
income tax, your accountant may be able to advise on additional
savings strategies, such as the payment of a salary or
dividends.
How do I know if a PREC is right for me?
If you would have funds to reinvest after paying your living
expenses and taxes, a PREC may be worth considering. You should
speak to an accountant and corporate lawyer to assess whether a
PREC makes sense for you.
What are the requirements of PRECs?
PRECs require the agent or broker to be employed (either as an
employee or independent contractor) by a brokerage, and to be the
only voting shareholder, the sole director, and the president of
the corporation. Non-voting shares may be held by other family
members. There must also be a written agreement in place to govern
the relationship between the agent, the brokerage, and the PREC,
among other requirements.
Are there any restrictions on PRECs that do not apply to
regular corporations?
There are several. The PREC may not carry on business as a
brokerage, nor can it carry on the business of trading in real
estate (other than to provide the services of the agent or broker
to the brokerage). This will restrict the use of the PREC to buy
and sell real estate. The PREC may only receive remuneration that
is associated with trading in real estate from the brokerage, and
the agent or broker can only receive such remuneration from the
PREC or brokerage. Furthermore, the PREC’s name and any
advertisements must not suggest it trades in real estate.
Can my existing corporation operate as a PREC?
Yes. However, this would involve amending the existing
corporation to turn it into a PREC. Alternatively, to achieve
greater flexibility you may wish to incorporate a second
corporation to operate as the PREC instead. Please speak to your
legal advisor for more information.
Does the PREC provide protection from personal liability?
It does not. While the PREC may receive commissions earned by
the agent or broker, it is not a vehicle through which he or she
provides services.
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.
