Leveraging a Corporate Will to Save Money on Probate Fees in BC
Introduction
Imagine discovering that your estate owes tens of thousands of dollars in probate fees simply because your privately held business was included in your standard personal will. In British Columbia, careful estate planning can often prevent that outcome. By using a separate corporate will, business owners can separate certain corporate assets from their personal estate so those business interests can usually be dealt with without being included in the probate application.
This article outlines what a corporate will does, who can use it, the financial impact, and how key BC cases have shaped this strategy.
What a Corporate Will Does
The primary function of a corporate will, also known as a secondary will, is brief but powerful: it keeps qualifying business assets out of the probate court process.
Typically, before assets in your estate can be disbursed, the will needs to go through probate, which is the legal process of handling a deceased person’s estate. In British Columbia, probate fees are calculated on the value of assets disclosed in the probate application and work out to roughly 1.4 percent on amounts over $50,000. A corporate will is drafted so that your private company interests can be administered outside of that probate application, where those assets do not legally require a grant of probate to transfer.
The court and probate registry are only involved with your personal will. Structuring your plan this way allows you to change how much of your estate is exposed to probate fees on qualifying assets, but only under specific circumstances and for certain types of property.
Who Can Utilize a Corporate Will?
Those claiming the benefit of avoiding probate fees through a secondary will are generally limited to specific categories of assets, such as:
Shares in privately held operating companies or holding companies; and
Certain corporate property, such as shareholder loans or declared but unpaid dividends.
By contrast, personal assets such as your primary residence, personal bank accounts, and vehicles generally cannot benefit from a corporate will and will usually remain in your primary, probated will. Other planning tools may apply to specific personal assets (for example, joint ownership or designated beneficiary plans), but that is separate from the corporate will strategy.
One of the most critical aspects of a corporate will is ensuring it does not accidentally cancel out your personal will. If the documents are not drafted carefully, the newest will might unintentionally revoke the older one. Missing this detail can completely undermine the multiple wills strategy and pull your corporate assets back into the probated estate, no matter how strong the rest of your plan may have been.
The Financial Impact: What Counts as Probate Exempt?
A fair distribution of an estate should take into account both financial efficiency and the wishes of the will maker. The goal is to achieve an estate plan that protects your legacy from unnecessary fees while still carrying out your instructions.
The financial analysis comes down to simple math based on BC’s probate fee structure. The province charges:
No probate fee on the first $25,000 of estate value;
0.6 percent on the portion between $25,000 and $50,000; and
1.4 percent on the portion over $50,000.
Consider a practical two part example:
Personal obligations: You hold $2.5 million in personal assets that will go through standard probate.
Corporate obligations: You also own private company shares worth $3 million.
If those $3 million of shares are left in your standard personal will, probate fees will be calculated on that amount at roughly 1.4 percent, exposing your estate to around $42,000 in probate fees on the company value alone, once you pass away. By carving out this $3 million asset into a properly structured secondary will, those shares can be administered outside the probate application, and your estate avoids that $42,000 in fees on that specific portion.
This illustrates that while probate is typically required for many personal assets, especially real property and larger sole name accounts, business owners can legally structure their affairs so that corporate wealth is treated differently and shielded from probate fees where the law allows.
Balancing Privacy and Legal Frameworks
An estate plan that follows standard inheritance principles but ignores the unique nature of private corporations can be both costly and unnecessarily public.
An influential case validating the dual will strategy in BC is Re Berkner (Estate), 2017 BCSC 619. In that case, the will maker executed two separate wills: a primary will meant to govern personal assets, and a secondary will explicitly designed to govern private company shares.
The executor applied for a grant of probate for only the primary will, aiming to keep the secondary will, and the substantial value of the corporate shares it contained, completely out of the probate process. The court determined that there is no legal obligation to probate every testamentary document a deceased person leaves behind and permitted the executor to probate only the primary will.
By accepting this approach, the court also reinforced the privacy benefit of multiple wills. Because the corporate will never entered the public court registry, the detailed financial information and succession plans for the business remained confidential.
Strategy for Business Owners
BC estate and corporate law require careful attention to detail to justify separating assets between multiple wills and to ensure the plan works as intended. Wealth alone does not guarantee a smooth transition; the structure and documentation have to support it.
If the corporate structure is complex, such as having multiple companies, holding structures, or cross border elements, that may increase the need for a secondary will and related planning to support both business continuity and probate fee efficiency.
If you believe your business could benefit from a corporate will, it is prudent to:
Act early to distinguish personal and corporate assets clearly;
Gather corporate records, financial statements, share certificates, and articles of incorporation;
Retain a lawyer experienced in corporate estate planning and multiple wills strategies; and
Consider appointing different executors for your personal and corporate wills, where appropriate.
Strong preparation and early legal advice can significantly increase the chances that your multiple wills plan operates as expected.
To reduce the risk of your estate paying unnecessary fees, book a consultation for estate planning at: Parr Business Law - Estate Lawyers Vancouver
Frequently Asked Questions
What is a corporate will in British Columbia?
Under British Columbia’s estate laws, a corporate will is a secondary estate planning document that deals specifically with your corporate property, such as privately held shares and certain related interests, keeping them legally separate from the personal assets governed by your primary will.
What constitutes grounds for avoiding probate fees in British Columbia?
Avoiding probate fees on particular assets generally involves holding property that does not strictly require court approval to be transferred, such as shares in a private corporation that can be re registered without a grant of probate. Each estate is assessed individually, taking into account the corporate structure and asset types involved.
How does one initiate a multiple wills strategy in British Columbia?
To initiate a multiple wills strategy in British Columbia, you need two distinct wills, one personal and one corporate, drafted so that each will applies to a clearly defined pool of assets and neither document accidentally revokes the other. Legal guidance is highly recommended because care is needed in the revocation clauses, executor appointments, and interaction with your corporate records.
What is the financial benefit of using a corporate will in British Columbia?
The financial benefit of using a corporate will in BC is avoiding the approximately 1.4 percent probate fee on the value of private company shares and other qualifying assets that are governed by the secondary will and therefore excluded from the probate application. Maximizing this exemption can be an important way to preserve your family’s wealth.
Key Takeaways
BC law allows business owners to use a corporate will to separate private company shares and related corporate property from personal assets.
Keeping qualifying business assets out of probate can save your estate roughly 1.4 percent in fees on those specific values (for example, avoiding about $42,000 in fees on a $3 million business).
Courts apply a strict standard to multiple wills: they must be drafted carefully so one does not revoke or undermine the other.
Cases like Re Berkner (Estate) confirm that probating only the primary will can be legally valid and can protect the privacy of corporate succession plans.
Early action, proper corporate documentation, and tailored legal advice are essential for a successful secondary will strategy.
Need Advice?
If you want to ensure your estate plan avoids unnecessary fees and future disputes, book a consultation with Parr Business Law. We will walk you through your options and help design a plan that protects your loved ones, your business, and your legacy.
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Editing for clarity and accuracy assisted by OpenAI, Perplexity, and Grammarly.
