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Canada Corporation Formation

Quebec Company Formation

Quebec Corporation is an attractive entity for business establishing and setting up regional headquarters in Canada with generous tax regime for new investments, tax holidays for foreign researchers and experts and access to the North American market.

Incorporation: 1 month – month and a half + delivery time for the courier


Minimum paid up capital: No minimum capital requirement


Overview

Covering most of the northern part of the North American continent and with an area larger than that of the United States, Canada is the second largest country in the world.

Canada is not an offshore jurisdiction. All companies registered in Canada are considered resident, and their income, received anywhere in the world, is taxable.

A Quebec Corporation is an attractive option for company formation and is a great way of setting up a regional headquarters in Canada. The region offers a generous tax regime for new investments, tax holidays for foreign researchers and experts, and provides access to the North American market.

Incorporation limits the liability of a corporation's shareholders. This means that, as a general rule, the shareholders of a corporation are not responsible for its debts. If the corporation goes bankrupt, a shareholder will not lose more than his or her investment (unless the shareholder has provided personal guarantees for the corporation's debts). Creditors also cannot sue shareholders for liabilities (debts) incurred by the corporation, even though shareholders are owners of the corporation.

Because corporations are taxed separately from their owners, and the corporate tax rate is generally lower than the individual tax rate, incorporation may offer you some fiscal advantages. We strongly suggest that you ask a lawyer or accountant to help you assess whether incorporating might save you money.

While a partnership or sole proprietorship ceases to exist upon the death of its owner(s), a corporation would continue to live on even if every shareholder and director were to die. This is because, in the case of a corporation, ownership of the business would simply transfer to the shareholders' heirs.
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Name check + + +
Company incorporation
+ + +
  • Name check and approval
  • Filling the incorporation documents with the Registrar of Companies
  • Payment of the government filing fee
  • A standard set of original corporate documents
  • Payment of the Government Fee
  • Provision of registered agent and registered address for one year
  • Provision of company secretary for one year
Local secretary + + +
Government fees + + +
Registered office for 1 year + + +
Delivery of original documents - + +
Apostilled documents
- + +
  • If applying for a corporate bank account, you will need to order a full set of apostilled company documents when the account is opened outside of the country of Company.
Nominee director and shareholder
- - +
  • This service is required if you do not want your name to appear in the corporate documents or in the government registry. For this purpose, we will appoint another person or entity that will act on your behalf and for your interests and benefit. Such a relationship will be legally based on Power of Attorney and Trust Declaration. Despite Power of Attorney not being publicly available, such service does not guarantee 100% confidentiality. In case of request from public authorities the information about actual beneficial owner may be disclosed.
Total amount:
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Facts & Info for Quebec Company Formation

Company
Services
Requirements

General information 

Company structure

  • Only one shareholder (can also be a legal person, no nationality restriction or residency restrictions)
  • Only one director (can only be a natural person, no nationality or residency restrictions)

Confidentiality

  • Beneficial owners' details – Not part of public record
  • Shareholders' details – are part of the public record, if you wish to avoid it then please request a nominee service
  • Directors' details – are part of the public record, if you wish to avoid it then please request a nominee service

Taxation

0% - unless a company receives income in Canada

Other benefits

  • Newly formed corporation should hold its first meeting of directors (called an organizational meeting) shortly after incorporation. The orders of business of an organizational meeting are usually to appoint officers, issue shares, make by-laws, appoint an auditor until the first meeting of shareholders and make banking arrangements. The first annual meeting of shareholders must be called within 18 months following incorporation. After the first meeting, the directors must call an annual meeting not later than 15 months after its last meeting and not more than 6 months after its financial year end.

Accounting requirements

A fiscal year-end is the official last day of the fiscal year of a company. The fiscal year-end does not necessarily need to be 31st of December. Shareholders of a private company may choose not to appoint an auditor for any given fiscal year and all the shareholders must agree to this decision. However, the decision is valid until the next annual meeting, where all the shareholders must once again decide in not appointing an auditor for the following fiscal year. A Quebec company must file annual returns with the respective authorities.

Secretary

Required (can also be a legal person, no nationality or residency restrictions)

Registered Agent

Not Required

Registered office

Required

Company name

  • Language: French + version in any other language if desired
  • Letters: From Roman alphabet
  • Company name must end with such sufixes or their abbreviations: If a corporation's name does not include the term “société par actions” or “compagnie”, “corporation” it must comprise the abbreviation “s.a.”, “ltée” or “inc.” at the end to indicate that the corporation is a limited-liability corporation. Alternatively, a Quebec company may be in form of number for instance (24575 Quebec Inc.)
  • Restricted names: “Corporation/ Corp and Incorporated / Incorporée are not acceptable terms to be used for legal endings

N.B.

  • Restricted connections for company name: name of state, national or local government.
  • Any name that implies illegal activity or implies royal or government patronage is restricted.
  • Registrar may reject any name which it considers undesirable or contrary to the public interest.
  • Company name is restricted to be identical or similar that of an existing company.
  • In case when foreign language is used for company name the translation must be provided to Registrar

Incorporation

  • Name check and approval
  • Filling the incorporation documents with the Registrar of Companies
  • Payment of the government filing fee
  • A standard set of original corporate documents
  • Payment of the Government Fee
  • Provision of registered agent and registered address for one year
  • Provision of company secretary for one year

Please provide us with the following documents and data:

 Incorporation

  • A notarized copy of valid passport (of each Shareholder, Director, Beneficial Owner, Authorized Signatory)
  • A copy of proof of residential address (ex. utility bill of each Shareholder, Director, Beneficial Owner, Authorized Signatory that is not older than 3 months) in English
  • Optional: A notarized copy of Bank reference (of each Shareholder, Director, Beneficial Owner, Authorized Signatory)
  • Optional: CV (of each Director and Shareholder)

N.B.

  • If Shareholders and/or directors are legal persons, then it is required to submit full set of apostilled company documents and if company is operating more than 1 year it is required to submit certificate of Good Standing.
  • If documents are not in English language or language of particular country, then they must be accompanied by a notarized translation.

 Capital

  • Amount of paid up capital

 Company name

  • Three company names in order of preference