How to Register an Extra-Provincial, Foreign or US business in Quebec

Expanding an already-established extra-provincial, foreign or US business into Quebec is a straight-forward and simple task which involves registering the business at the Quebec Enterprise Registry.

However, before proceeding with the registration process, it is important for businesses to first determine if their activities in Quebec require business registration. According to the Act respecting the legal publicity of enterprises, any corporation that is “carrying on business activities” in Quebec is obligated to register their business at the Quebec Enterprise Registry. By-law, an enterprise is considered “carrying on business activities” in Quebec in one of these 4 situations, namely:

1. It possesses an address in Quebec
2. It or its representatives possesses an establishment or a post office box in Quebec
3. It or its representatives has a telephone line in Quebec
4. It or its representatives carries on an activity in Quebec for the purpose of making a profit

If the corporation remains unsure if their activities require registration after completing this analysis, they can always call Revenue Quebec to obtain a confirmation.

However, in the event that an extra-provincial, foreign or US corporation falls under of these 4 scenarios, the business must then register in Quebec. In order to do so, the corporation will have to complete a three-step process, namely:

1. Obtain a Quebec-based address or an Agent for Service
2. Register the extra-provincial, foreign or US business at the Quebec Enterprise Registry
3. Obtain the GST/QST Tax numbers and the Import and Export Tax Numbers, if necessary

It is important for corporations to remember that these steps must be completed within 60 days of beginning operations.

1. Obtaining a Quebec-based address or an Agent for Service

When filing for Quebec business registration, Quebec law requires that the business maintain or appoint a registered agent with a physical location in Quebec. This physical location in Quebec will be the corporation’s point of contact in Quebec with government and corporate registries. This requirement is mandatory for all corporations and without it, the corporation will not be able to register their company in Quebec.

As such, in order to obtain a physical address in Quebec, the corporation has two options:

• Obtain a Quebec-based address from a Virtual Office Provider

The first option is for the corporation to sign up with a virtual office provider that is housed in Quebec. In this scenario, the virtual office will become their physical location in Quebec and will receive all mail addresses to the corporation at that address in Quebec.

• Hire a Quebec Business Agent

The second option available to corporations is to hire a Quebec Business Agent in Quebec. The Quebec Business Agent (also known as a Corporate Domiciliation) will become the point of contact of the corporation in Quebec. In most cases, the business agent will use their office address as the Quebec-based address of the corporation and will forward all mail received in the corporation’s name to the corporation.

At Chalati Lawyer, we offer a full Quebec business agent service for corporations looking to register their corporations in Quebec. The corporation signing up for the service will be able to use our address as their corporate address in Quebec. For more information on this service, please visit our Quebec Business Agent page.

2. Registering the extra-provincial, foreign or US business at the Quebec Enterprise Registry

Once the extra-provincial, foreign or US based corporation has obtaining a Quebec-based address, they can then register their business in Quebec at the Quebec Enterprise Registry. The process is done by filing a “Déclaration d’immatriculation” at the Registry.

In order to complete the “Déclaration d’immatriculation”, the corporation will need to provide the registry with the following information:

1. The official name of the business
2. The current jurisdiction where the business is incorporated
3. The constituting law that the business was incorporated under
4. A French version of the name
5. The head office of the business in the jurisdiction where it is incorporated
6. The Quebec address of the business
7. The names and home addresses of the directors of the business
8. The names and home addresses of the shareholders of the business
9. The names of the President, Vice-President, Secretary and Treasurer of the business
10. The activities of the business
11. The number of employees the business will have in Quebec

Once the corporation has filed the “Déclaration d’immatriculation” successfully, they will receive an NEQ number from the Quebec Enterprise Registry.

If a corporation is unsure how to complete the “Déclaration d’immatriculation”, they can contact Chalati Lawyer for our business registration service. For more information on this service, you can visit our business registration page here.

3. Obtaining the GST/QST Tax Numbers and the Import and Export Tax Numbers, if necessary

Once the corporation has successfully registered their business in Quebec and has obtained their NEQ number, they can then register the sales tax numbers of their business in Quebec, namely the GST and QST tax numbers.

The GST and QST tax numbers are obligatory for any business that is carrying on commercial activities in Quebec and has an income that exceeds over $30,000.00.

In order to obtain the GST and QST tax numbers, the corporation will have to contact Revenue Quebec and they will have to provide them with the following information:

1. Names, home addresses and phone numbers of the directors of the business
2. Names, home addresses and phone numbers of the shareholders of the business
3. Estimated revenue of the business in its first year
4. If the business would like to remit on an annual, monthly or quarterly basis
5. Activities of the business

Finally, should the corporation be importing or exporting any goods into or out of Canada, they will need to also obtain an import and export number from Canada Revenue Agency.

In conclusion, registering a business in Quebec is a simple task for corporations that are looking to expand their commercial activities.  For more information on registering a business in Quebec, you can visit our business registration page here. For more information on our Quebec business agent package, you can visit our Quebec business agent page here. Finally, if you want more information, you can contact us here.