What is a joint stock company?
A joint stock company (also called company or legal entity) is a separate legal entity. As such, it has its own rights and obligations.
The purpose of a joint stock company is to carry on a business in order to make a profit which will be distributed, if necessary, among its shareholders.
Characteristics of a corporation :
- it has an existence separate from that of its shareholders;
- she owns property in her own name;
- it has rights and assumes obligations and responsibilities;
- it signs contracts through its directors;
- it can sue or be sued in the same way as a natural person.
How to incorporate a Quebec corporation?
- Important
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The Quebec government has set up the Starting a Business service, an online service that allows you to take the necessary steps to start a business with the various ministries and organizations and to follow up on each of your requests.
We advise you to start your business with this service, as only companies that have not initiated any steps with ministries and agencies can benefit from it. Companies that are not eligible for the service will still receive information about their obligations to the various ministries and agencies, depending on their legal form. You can access the service by clicking on the Start a business button on the right-hand side of this page.
To apply for the incorporation of a Québec corporation, the Registrar provides two online services:
- Produce articles of incorporation with the initial declaration;
- Produce articles of incorporation with the notice establishing the address of the registered office and the list of directors.
If your corporation already exists outside Quebec and you wish to register it in Quebec, you must use the online service File the declaration of registration of a legal person.
- Important
- Once the articles of incorporation have been published in the register, it is no longer possible to cancel the company other than by obtaining a court judgment. It is therefore very important that you make sure that it is a joint stock company that you want to incorporate.
Choosing the name of a company
You can
- or request a numerical designation (numbered company) in lieu of a name. The numerical designation that the Registrar will assign to you will consist of a number and the word Québec, followed by the word inc;
- or propose a name for the company.
If you are proposing a name, you must ensure that the name you choose complies with the law and regulations. For more information on business name compliance, see Business name definition and rules.
You must also verify that the name you have chosen is not used by another business in Québec. To do this, before filing your application, you can conduct a free name search and verification using the online service Search for a business in the register.
If you are of the opinion that the name you have chosen complies with the law and regulations and that the name is not being used by another business in Quebec, you may apply to the Registrar for a name reservation. Please note that name reservation is optional. It is done through the online service Submit a name reservation request. There is a fee for all name reservation requests. In addition, a reservation is valid for 90 days.
Rates and payment terms
For the fees that apply to a certificate of incorporation in connection with an application for incorporation of a company, see Fees.
Processing your application
If your application is complete and correct and the required fees have been paid, the Registrar will issue a certificate of incorporation and date it. The Registrar incorporates the corporation and registers it by assigning a Québec Business Number (QBN). The Registrar then files the articles of incorporation, the attached documents and the certificate of incorporation with the Enterprise Register. At this point, your corporation is incorporated.
Legal obligations of the joint stock company
If you have chosen to file articles of incorporation with the notice establishing the address of the registered office and the list of directors, you will have to file the initial declaration provided for by the Legal Publicity of Enterprises Act within 60 days of the date of registration of the business corporation. The company is exposed to administrative and penal sanctions if it does not file the initial declaration when it is required.
Once your company is registered, it will have legal obligations to fulfil on an annual basis. For more information, see Legal obligations arising from registration.
Customer service
Services Québec provides assistance to the Enterprise Registrar's clientele in person at one of its counters in Montréal or Québec City, as well as by e-mail and telephone. You will find the contact information for customer service on the page Contact us.
Customer service staff can help you understand the process of incorporating a corporation and the general rules of law. However, they cannot interpret these rules to fit a specific case or situation. If you need help in this regard, we invite you to consult a legal advisor.