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Dentist Incorporation Tax Savings Calculator, Ontario

Two decisions, not one. Whether to incorporate, and if you are buying a practice, whether to buy the assets or the shares. Work out the corporate tax, the goodwill and equipment depreciation you can claim, the deductible interest, and the deferral against staying unincorporated.

Class 14.1 goodwill at 5%
Asset against share purchase
HST on the practice sale
RCDSO fees confirmed

Step 1 — The Practice

Practice production, or your associate billings


Everything except interest and depreciation


After tax, to live on. The rest can stay in the corporation.

Step 2 — Buying a Practice

Buying the assets

Buying the assets
Buying the shares
Not buying a practice

Only an asset purchase gives you depreciation on the goodwill


Usually the largest part of a dental practice price


Chairs, imaging, sterilisation, fit-out


The practice loan balance


Percentage


Anything you already earn outside the practice

Yes

Yes
No

RCDSO permits it. The tax rules mostly do not.

Verdict


annual tax deferral

Corporate Tax

Depreciation Claimable

Left in the Corporation

Year One Setup Cost

What the Practice Earns and What It Is Taxed On

ItemBasisAmount

Depreciation on What You Bought

AssetClass and RateFirst YearSteady State

Asset Purchase Against Share Purchase

FactorBuying the AssetsBuying the Shares

Incorporated Against Unincorporated

StepBasisUnincorporatedIncorporated

Cost of Setting It Up and Keeping It

ItemBasisAmount

What You Keep From the Practice Profit

Unincorporated, after personal tax and CPP
Incorporated, after corporate tax

Points That Decide This

    What to Do Next

    Disclaimer: Corporate tax is Ontario at 11.2% on the first $500,000 of active business income and 26.5% above. Goodwill is depreciated in Class 14.1 at 5% on a declining balance and equipment in Class 8 at 20%, both with the half-year rule in the first year. The accelerated investment incentive can increase the first-year claim and is not modelled. Personal tax uses 2026 federal and Ontario brackets with the surtax, layered on the other income entered, with basic personal amounts of $16,500 and $12,950 which are approximate. Dividends are non-eligible with a 15% gross-up. The RCDSO Certificate of Authorization application fee of $750 and renewal of $175 are taken from the College’s published information, with the renewal rising after 3 August. Dental services are generally exempt supplies, so a dental corporation cannot usually claim input tax credits. This page is general information, not tax advice.

    Two Decisions, and Most People Only Think About One

    Incorporating is a tax and cash flow decision, and it hinges entirely on how much you can leave in the corporation after funding your own life. Buying a practice is a separate decision, and the choice between assets and shares moves far more money than the incorporation itself.

    A dentist buying a $1,000,000 practice will spend more time choosing a chair than choosing between an asset and a share purchase, and the second decision is worth tens of thousands of dollars.

    What It Costs to Incorporate

    ItemFee
    Ontario incorporation, government fee$300
    NUANS name search$25
    Our professional fee$35
    RCDSO Certificate of Authorization, application$750
    RCDSO renewal, per year$175
    Ontario annual return, per year$50
    T2 return and financial statements, per year$400

    Total setup is $1,110 and the ongoing cost is $625 a year. The corporation cannot practise until the Certificate of Authorization is issued, so the sequence is incorporate first, apply to RCDSO second, and bill through the corporation only once the certificate arrives.

    What Incorporating Actually Saves

    Practice income left in the corporation is taxed at 11.2% rather than up to 53.53% personally. That is a deferral of 41.33 cents on every dollar you do not need to live on, and it is the whole case.

    The deferral only applies to what you leave behind. A dentist billing $1,200,000 with $700,000 of overhead who needs $180,000 to live on leaves a substantial amount in the corporation and the case is obvious. An associate billing $300,000 who spends all of it defers nothing and should wait.

    The Family Share Split No Longer Works

    RCDSO permits family members to hold non-voting shares in a dentistry professional corporation. Before 2018 that was frequently worth more than the deferral. The tax on split income ended it.

    ExclusionAvailable to a Dental Corporation
    Excluded shares, 10% of votes and valueNo, denied to a services business
    Working an average of twenty hours a week in the practiceYes, if genuine
    Spouse of an owner aged 65 or overYes
    Reasonable return for a passive adult shareholderVery hard to support

    A dividend to an adult child at university is taxed at 53.53% with no personal credits available. A spouse who genuinely runs the front desk is a different matter, and that should be documented properly with hours and duties recorded.

    Asset Purchase or Share Purchase

    This is where the real money is. The buyer and the seller want opposite things, and the price should reflect whichever way it goes.

    FactorAsset PurchaseShare Purchase
    Depreciation on goodwillYes, Class 14.1 at 5%None
    Depreciation on equipmentYes, Class 8 at 20% on the new costOnly the seller’s remaining balance
    Historic liabilitiesLeft behind with the sellerYou inherit all of them
    Seller’s capital gains exemptionNot availableUp to $1,275,000 sheltered
    Who prefers itThe buyerThe seller

    The seller’s exemption is worth more than your depreciation, so the price should move. A seller sheltering $1,275,000 of gain saves far more than a buyer gains from a 5% declining balance write-off on goodwill. If you are asked to buy shares, the price should come down to reflect it. Agreeing to a share purchase at the asset price is the single most expensive mistake in a practice acquisition.

    Why Goodwill Depreciation Is Slower Than People Expect

    Goodwill sits in Class 14.1 and depreciates at 5% on a declining balance, with the half-year rule in the first year. On $800,000 of goodwill that is $20,000 in year one and $40,000 in year two, falling every year after.

    At the small business rate that is a tax saving of about $4,880 in the first year. Real, but modest against a purchase price of a million dollars, and much slower than the equipment write-off at 20%.

    AssetClassRateOn $800,000 of Goodwill
    Goodwill14.15% declining$20,000 in year one
    Equipment and fit-out820% decliningApplies to the equipment allocation

    That difference is why the allocation between goodwill and equipment in the purchase agreement matters to you and matters in the opposite direction to the seller. It has to be reasonable and both parties have to report it consistently.

    The HST Trap on a Practice Sale

    Dental services are exempt supplies, which means a dental corporation generally cannot claim input tax credits at all. Every dollar of HST you pay is a real cost, not a recoverable one.

    On an asset purchase, goodwill is generally not treated as consideration for a taxable supply, so no HST arises on the largest part of the price. The equipment allocation is taxable, and because you cannot recover it, that HST is money gone.

    On a $200,000 equipment allocation that is $26,000 of unrecoverable HST. It is one of the few situations where pushing more of the price into goodwill helps the buyer twice, though the allocation still has to be commercially reasonable and consistent between the parties.

    Interest on the Practice Loan

    Interest on money borrowed to buy assets used to earn business income is deductible. Where the corporation borrows to buy the practice assets, the interest is deducted against practice income, which is exactly where you want it.

    A share purchase is different. If you borrow personally to buy shares, the interest is deductible personally but only against income from those shares, which for most dentists means it sits largely unused. That is another reason the two structures are not interchangeable and should not be priced as though they are.

    Practical Sequence for a Practice Purchase

    1. Decide asset or share before the letter of intent, because it changes the price and both parties need to agree the allocation.
    2. Incorporate and get the Certificate of Authorization before closing, so the corporation can actually hold the practice.
    3. Agree the goodwill and equipment split in writing, and make sure the seller reports it the same way.
    4. Budget the unrecoverable HST on the equipment portion as part of the purchase cost.
    5. Put the borrowing in the right entity, so the interest is deducted where the income is.
    6. Set the year end deliberately, usually shortly after closing, to give a manageable first filing.

    What This Calculator Does Not Cover

    • The accelerated investment incentive, which can increase the first-year depreciation claim
    • Orthodontic practices, where part of the supply is zero-rated and limited input tax credits may be available
    • Associate agreements and whether you are genuinely independent rather than an employee
    • The lifetime capital gains exemption on your own eventual sale, which needs planning years ahead
    • Partnership and cost-sharing arrangements between dentists
    • Provinces other than Ontario, which have different colleges and different rules

    Get the structure right before the letter of intent. Once the deal is agreed as a share purchase at an asset price, nothing can be done about it. Full detail is on our dental accounting service page.

    Frequently Asked Questions

    Common questions from Ontario dentists.

    Should a dentist incorporate in Ontario?
    It depends on how much you can leave in the corporation after funding your own spending. Income retained is taxed at 11.2% rather than up to 53.53% personally, so the deferral is 41.33 cents on every dollar you do not draw. Setup is $1,110 including the RCDSO Certificate of Authorization and the ongoing cost is $625 a year, so it pays for itself quickly once there is genuine surplus. An associate who spends everything they earn should wait.

    What does the RCDSO Certificate of Authorization cost?
    The application fee is $750 and the annual renewal is $175 where paid on or before 3 August, rising after that date. You apply to the College after the corporation exists, and you cannot practise through the corporation until the certificate is issued. The corporate name must include your surname as it appears on the register plus the words the College requires.

    Should I buy the assets or the shares of a dental practice?
    As a buyer you want the assets, because you get depreciation on the goodwill and equipment, a fresh cost base, and you leave the historic liabilities behind. The seller wants a share sale because up to $1,275,000 of gain can be sheltered by the lifetime capital gains exemption. That exemption is worth more to the seller than the depreciation is to you, so if you agree to buy shares the price should come down materially to reflect it.

    How fast can I write off dental practice goodwill?
    Slowly. Goodwill sits in Class 14.1 and depreciates at 5% on a declining balance, with the half-year rule in the first year. On $800,000 of goodwill that is $20,000 in the first year and $40,000 in the second, declining after that. At the small business rate the first-year tax saving is about $4,880, which is real but modest against a seven-figure purchase price.

    Is HST payable on the sale of a dental practice?
    Goodwill is generally not treated as consideration for a taxable supply on an asset sale, so no HST arises on the largest part of the price. The equipment allocation is taxable. The problem is that dental services are exempt supplies, so a dental corporation generally cannot claim input tax credits, meaning HST on the equipment is a real unrecoverable cost. On a $200,000 equipment allocation that is $26,000 gone.

    Is the interest on my practice loan deductible?
    Where the corporation borrows to buy the practice assets, yes, and it is deducted against practice income which is exactly where you want it. If you borrow personally to buy shares, the interest is deductible only against income from those shares, which for most dentists means it sits largely unused. Putting the borrowing in the right entity matters as much as the rate.

    Can I pay dividends to my spouse and children?
    RCDSO permits family members to hold non-voting shares, but the tax on split income taxes those dividends at the top rate unless an exclusion applies. The excluded shares exclusion is denied to a services business, so it is not available to a dental corporation. What still works is a family member genuinely working about twenty hours a week in the practice, or a spouse of an owner aged 65 or over.

    Should an associate dentist incorporate?
    Only if there is surplus. An associate billing $300,000 with modest expenses who needs most of it to live on will defer very little and still pay the annual cost. An associate billing $500,000 who can leave $100,000 or more in the corporation is in a different position entirely. The other question worth settling first is whether your associate agreement genuinely makes you independent rather than an employee, because that affects everything.

    Settle the Structure Before the Letter of Intent

    Send us the practice financials and the proposed price. We will model the asset and share routes properly, tell you what the allocation should be, incorporate you and prepare the RCDSO application.

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