Unlimited liability corporation

An unlimited liability corporation (ULC) within Canadian corporate law is a Canadian corporation designation, wherein shareholders are liable up to unlimited amounts for any liability, act or default of the corporation. By comparison, in most corporations, shareholders are not usually liable due to a limited liability model. ULCs can be used by American corporations for tax planning, as ULCs are treated as corporations for Canadian tax purposes but as flow-through entities for American tax purposes.

By 1997, unlimited liability corporations had been abolished in Canadian corporate law in all Canadian jurisdictions except for the province of Nova Scotia, where ULCs remain available. However, due to their increased use in American companies' tax planning since then, ULCs were permitted in Alberta and British Columbia starting in the mid-2000s.