korbatly.com | Corporate Incorporation
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In Canada, the federal and provincial governments all have jurisdiction over business incorporation. Incorporation is governed in Quebec by the Business Corporations Act and at the federal level by the Canada Business Corporations Act.

At the provincial level: Business 
Corporations Act,
RSQ, c S-31.1

Starting at $ 691.27

Federal: 
Canada Business Corporations Act,
RSC 1985, c C-44

Starting from $ 891.27

Time and expense of incorporation Incorporation is available on regular ($ 336) or priority ($ 501.50) The incorporation is sent within 48 hours ($ 200 – electronic filing)
Company name French version required Mandatory

name search (additional amounts)
It is possible to obtain a numerical name

A French version is required for registration in Quebec

Search for required name (additional amounts)
It is possible to obtain a numerical name

Residence of the administrators No requirement At least 25% of directors must be Canadian residents
The head office The head office must be located in Quebec The head office must be located in a Canadian province or territory
Registration in Quebec Registration is included in the incorporation process Registration is mandatory for a company doing business * in Quebec

Additional fees are expected ($ 336)

Annual update The declaration of update is required annually ($ 87)

It is possible to make the annual declaration by the declaration of income

The report is required annually in electronic version ($ 20) or paper ($ 40)

The declaration of update is required annually if the company is registered in Quebec ($ 88)

Place of Annual Meetings No requirement No requirement
Capital actions In limited or unlimited number with or without par value Registered shares without par value
Issue of shares At least 1 share must be issued during the legal organization of the company It is not required that shares be issued during the legal organization of the company
Release of shares Shares do not have to be fully paid at the time of issue The shares must be paid in full at the time of issue
resolutions Written resolutions may be drafted to serve as an assembly Written resolutions may be drafted to serve as an assembly
Status changes Special Shareholder Resolution Required

Amendments are available on Regular ($ 171) and Priority ($ 256.50)

Special Shareholder Resolution Required

Changes are available on regular service ($ 200)

fusion Merger is possible on regular service ($ 336) or priority ($ 501.50)

The company must have submitted its annual update statements

Merger is possible on regular service ($ 200)

The company must have submitted its annual reports

prorogation The company may continue under any other jurisdiction in regular service ($ 220) or priority ($ 330)

The company must have previously filed its annual update statements

The fees of the new jurisdiction apply in addition

The company may continue under any other jurisdiction on regular service ($ 200)

The company must have filed its annual

returns before the end of the year. The costs of the new jurisdiction apply in addition.

Dissolution There is a procedure to follow (several documents are required)

The company must have previously submitted its annual update statements

There is a procedure to follow (several documents are required)
Resumption of existence It is always possible to reconstitute a dissolved company It is always possible to reconstitute a dissolved company

* “… the person or partnership that has an address in Québec or who, by itself or through its representative acting under a general warrant, has an establishment or a post office box with Québec, has a telephone line or performs an act for the purpose of making a profit, is presumed to carry on an activity or carry on a business in Québec. (Article 25 of the LPL)