U.S. investors are increasingly aware of the risks-including potential adverse tax consequences-of investing in entities organized outside of the United States. In many cases, Canadian and U.S. legal advisors have responded by recommending that Canadian start-ups incorporate in the U.S. Sometimes, U.S. incorporation is the right decision for both the company and its investors.

However, there is no "one size fits all" answer. This chapter explores some of the advantages and disadvantages of incorporating in Canada and/or investing in Canadian corporations.

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