Register a Business in the Province of Quebec

Oct 2, 2023

In Quebec, like in all other Canadian provinces and territories, it is necessary for most businesses to go through the process of business registration. The specific registration procedure will vary depending on the chosen business structure. It is important to note that joint ventures and sole proprietorships operating under the owner’s first and last name are the only types of businesses exempt from registration in Quebec.

When registering a business in Quebec, individuals have the option to include their first and last name as part of the business name, unlike in other provinces. If you plan to register a sole proprietorship in a different province, make sure to verify the specific business registration requirements of that province.

If you’re setting up a business in Quebec, there are specific steps to follow for registering it, depending on the type of ownership you’ve selected. The registration process varies slightly for sole proprietorships, partnerships, and corporations in Quebec.

 

Quebec Sole Proprietorship or Partnership Registration

Sole proprietorship businesses are owned by a single individual who is responsible for paying taxes on the business profits. This type of business is generally the easiest to establish. Partnerships, on the other hand, involve two or more owners who collectively operate and manage the business. There are various partnership structures available, such as limited liability and silent partners.

In Quebec, if you’re starting a sole proprietorship or a partnership that doesn’t include the owners’ first and last names in the business name, you need to register your business within 60 days of commencing operations.

The registration process is straightforward. You’ll need to complete a Declaration of Registration form and pay the applicable fee at an office of the Registraire des entreprises (REQ) in Montréal or Québec City.

Although English translations of the form are provided, it’s necessary to fill out and submit the French version of the form for business registration. You can access a PDF version of the form online on the Registraire des entreprises Québec website. It’s important to note that since October 2019, electronic filing of the Declaration is not permitted. You must fill out the form, sign it, and deliver it in person to a REQ service counter in Montréal or Québec City, or alternatively, to one of the courthouses in Québec. If you prefer, you can also mail your business registration form to the following address:

Registraire des entreprises
Direction des entreprises
P.O. Box 1364
Québec City, Québec
G1K 9B3

As of now, the cost of submitting a Declaration of Registration for an individual to establish a sole proprietorship is $35, while for a partnership it is $53. It is possible to expedite the process by paying a higher priority fee of $52.50 and $79.50, respectively.

After registering your business, it is necessary to annually file an Annual Declaration to reconfirm your business registration in Quebec. The specific fees for these filings change each year but are currently $35 for sole proprietors and $53 for businesses. Please note that if the registration follows a striking off, no annual registration fees are due in the year following registration.

Remember, if you operate your business using your first and last name as the business name, there is no requirement to register as a sole proprietorship or partnership. However, all registered businesses are automatically included in the business register maintained by the Registraire des entreprises (REQ), ensuring their public record.

 

Incorporating a Company in Quebec

To register a corporation, the steps vary depending on whether it will be a for-profit or nonprofit organization. Corporations are separate entities from their owners and have different options for tax responsibilities. This article focuses specifically on the process of incorporating a for-profit business.

When incorporating in Quebec, you need to decide whether you want to establish a corporation with a name or go for a numbered corporation. Both options have the same fees, but creating a numbered corporation involves a simpler procedure.

 

Numbered Corporation in Quebec

You’ll need to complete and send various documents to the Registraire des entreprises. These documents consist of the Articles of Constitution, the Notice Establishing the Address of the Head Office, a List of Directors form, and the necessary registration fee.

There’s no need for you to submit a Name Research Report. The Registraire will assign a unique number to your new corporation, which will serve as its legal name. Additionally, they will register your company by submitting the relevant paperwork and a certificate of incorporation to the enterprise register. The company will receive copies of the articles and certificates.

 

Named Corporation in Quebec

To create a named corporation, the initial step is to verify that the proposed company name is not already in use by any other businesses within the province. It is essential for your new company to have a distinctive name. To accomplish this, a name search must be conducted, and the resulting Name Research Report should be attached to the Articles of Constitution during submission.

The Registraire des entreprises Quebec provides various options to obtain a completed Name Research Report. You can either perform a free name search online or request the Registraire to conduct the research for you by submitting a Name Search Report or Reservation request online. In the latter option, you need to fill out the Name Search Report Application form, either print it and submit it personally or send it to the Registraire des entreprises.

Once you have obtained the Name Research Report, you can proceed to fill out the remaining documents required for incorporating your business in Quebec, which include:

– A copy of the Name Research Report
– If applicable, the Name Reservation Application
– The Articles of Constitution form (available in PDF format)
– The Notice Establishing the Address of the Head Office (available in PDF format)
– The List of Directors form (available in PDF format)

Although you can print the PDF forms, they must still be physically delivered or mailed to the Registraire des entreprises. The registration fee for a for-profit company in Quebec is $337 as of October 2019, and $505.50 for expedited service.

Similar to registering a numbered corporation, the Registraire des entreprises Québec will register your named corporation by filing the articles and accompanying documents. This will be done alongside the issuance of a certificate of incorporation, which will be sent to the company along with a copy of the articles and certificates.

 

Filing Initial Declaration for Corporations in Quebec

For both numbered and named incorporation, you must submit an Initial Declaration within 60 days after filing your articles in the register. During this period, there is no cost associated with this submission. However, if you exceed the 60-day limit, a fee of $73 will be applied.

 

Moving Outside Incorporations to Quebec

If your company is already established elsewhere but wants to start operating in Quebec, there is a specific procedure you should follow. You are required to submit a Declaration of Registration within 60 days of commencing business in Quebec and pay the corresponding registration fee. Additionally, you must submit an Annual Declaration and pay an Annual Registration fee to maintain your business registration.

Many Quebec corporations have the option to combine the filing of their declaration (information return) and income tax return, thereby paying the Annual Registration fee to Revenu Québec when filing their income tax return. In such cases, the corporation must ensure the payment of the Annual Registration fee within two months after the end of the registrant’s fiscal period; otherwise, interest or fees may be imposed.

 

Steps After Quebec Incorporation

You can rest assured that you don’t need to be concerned about applying for the NEQ (Quebec Enterprise Number) since this ten-digit number is assigned to your business automatically upon registration in Quebec.

Nevertheless, in addition to the NEQ, most businesses are required to register with Revenu Quebec (the MRQ). This is because they will need to handle Canadian Goods and Services Tax (GST), Quebec Sales Tax (QST), fulfill source deduction responsibilities, and submit corporate income tax returns.

 

Need more information? CBES is here to assist you; feel free to contact us for expert guidance.

 

You can find Contracts and Documents for Business Owners in Canada here businessdocs.ca

 

 

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