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Incorporation Rapide is the fast and efficient solution that will allow you to move forward without worrying about all the important paperwork!
Incorporation Rapide Inc.
is here to help you incorporate
Incorporation Rapide Inc. is here to help you incorporate, whether a provincial or federal corporation, as well as to maintain your corporation’s records. Our firm is composed of lawyers practicing corporate law which are supported by an experienced and devoted staff.
Our firm was created to offer fast, efficient, personalized and accessible corporate services. Our team will take care of all the legal recordkeeping your corporation may require. To access our services, simply choose from one of our packages, and we do the rest!
With us, there are no hidden fees or unpleasant surprises. Our packages include all taxes and fees (government, corporate book and courier fees according to the desired package).
Federal Incorporation
- Express
- $1100
txs inc. - Federal Incorporation
- Numbered
- Registration in Quebec
- All expenses included
- Recommendations
and verification of the name
- Corporate book and resolutions
- Obtain your GST/QST numbers
- Standard
- $1330
txs inc. - Federal Incorporation
- Numbered
- Registration in Quebec
- All expenses included
- Recommendations
and verification of the name
- Corporate book and resolutions
- Obtain your GST/QST numbers
- Premium
- $1380
txs inc. - Federal Incorporation
- With a name
- Registration in Quebec
- All expenses included
- Recommendations
and verification of the name - Corporate book and resolutions
- Obtain your GST/QST numbers
- Elite
Most popular - $1490
txs inc. - Federal Incorporation
- With a name
- Registration in Quebec
- All expenses included
- Recommendations
and verification of the name - Corporate book and resolutions
- Obtain your GST/QST numbers
- Annual Bookkeeping
- $300
txs inc. - We keep your corporate books at our office (secure)
- Filing the Annual Return with the Registrar (with or without amendments)
- Three (3) basic changes
- Drafting of all basic annual resolutions and confirmation of the end of the fiscal year
- Payment of necessary government fees
Annual Bookkeeping
Importance of maintaining accurate records
Professional bookkeeping for your corporation helps avoiding omissions or errors which can have serious administrative, tax and financial repercussions.
Furthermore, the Quebec Business Corporations Act and the Canada Business Corporations Act provide, dictate that shareholders must adopt the corporation’s financial statements which are presented to them by the Board of Directors at the annual meeting of shareholders. This will then be followed by an assembly of the Board of Directors. The latter must be held annually, following the preparation and production of the financial statements.
The maintaining of records is therefore not only mandatory to comply with the law, but essential to show healthy management of the corporation.
What should I consider?
Designating number
Upon incorporation, a corporation may choose, instead of a name, to have a number assigned to it by the enterprise Registrar or by the Director, depending on the jurisdiction under which the incorporation is made.
A Quebec corporation will be assigned an eight-digit number similar to 2222-3333 Québec Inc. while a Federal corporation will be assigned a six-digit number in the form 123456 Canada Inc.
A corporation with a numerical designation is recommended to founders:
- Who want to have their corporation operate in several business sectors;
- Who have not yet decided on a name for the corporation;
- Who do not want to give their company a specific noticeable identity.
Other names, or aliases
Both provincial and federal corporations have the option of using one or more aliases which may be useful when targeting a segmented clientele. It is however important to know that, when a corporation may have multiple aliases, it may only have one legal name, which must appear on its contracts, invoices and other commercial bills (here, the numeric designation).
Should a corporation opt for just a designated name at the time of incorporation, it will always be possible for such corporation to add one or more aliases at a later date, which may also be modified or deleted at any time.
It should be noted however, that all aliases must at all times comply with the same legal requirements as a legal designated name, but, unlike the latter, may not be accompanied by abbreviations such as “inc.” or “s.a.”, which are exclusive to the legal names.
Always remember
The legal name cannot be used on its own, as it must always be accompanied by the suffix confirming the legal status of the company, which implies that aliases on the other hand, cannot be accompanied by the same suffixes (” inc. “, ” s.a. “, etc…).
Corporation with a legal name
The company will bear the corporate name you have chosen, in the form of ABCD INC.
A corporation with a legal name is to be preferred for people wishing to:
- Use a specific name for their corporation;
- Work in a specific field in which they want to have a specific branding;
- Build a marketable presence;
- Wish one day to trademark it.
Provincial corporations
Your company’s name must, however, comply with the laws and regulations in force. The most important guidelines to remember are the following:
- The name must be in French. For any additional information, refer to the Charter of the French Language;
- The name must not include an expression which the law reserves for another person or prohibits the corporation from using;
- The name must not contain an expression that evokes an immoral, obscene or scandalous notion;
- The name must not incorrectly indicate its legal form;
- The name must not falsely imply that it is a non-profit group or a public authority, or that the company is linked to such authority;
- The name may not be identical or be confusingly similar to a name reserved for or used by another person or group of persons in Québec.
Federal corporations
The corporation’s name may be either in:
- French only;
- English only;
- Both French and English;
- French or English, depending on where they operate.
However, certain rules must also be respected at the federal level, namely:
Names suggesting a sponsorship or institutional or governmental control
Unless the corporation obtains written consent from such authority, a corporation’s name should not imply that it:
- operates under royal or governmental patronage;
- is sponsored by the Government of Canada, a provincial or territorial government, or a foreign government;
- is affiliated with a university or professional association;
- carries on the financial activities of a financial institution or financial intermediary;
- operates in any stock exchange.
Misleading name
A name cannot mislead the public with respect to:
- the activities, goods or services to which the name is related;
- the conditions under which the goods or services are produced or provided;
- persons employed in the production or supply of goods or services;
- the place of origin of the goods or services.
Corporate book
Is the maintenance of the corporate books mandatory?
Despite popular belief, the maintenance of the corporate books is absolutely mandatory for all corporations, without exception.
Some people may incorporate without developing the habit of keeping corporate records, mistakenly thinking that it is only an unnecessary expense which is completely optional. These people are wrong in that any company doing business in Quebec (whether incorporated under provincial or federal law) must comply with the bookkeeping requirements. These must contain, in particular, the articles and the by-laws, shareholders’ agreements, the minutes of annual meetings, the securities register, the names of the directors, and may also contain a copy of the update declarations made mandatory by the Act respecting the legal publicity of companies.
Moreover, the Quebec Business Corporations Act and the Canada Business Corporations Act provide, among other things, that shareholders must adopt the financial statements of the corporation presented to them by the Board of Directors at the annual meeting of shareholders.
This will then be followed by a meeting of the Board of Directors. The latter must be held annually, following the preparation and production of the financial statements.
A corporate book is therefore not only mandatory to comply with the law, but essential to maintain evidence of good corporate governance.
What is in the corporate book?
The company’s book or the “corporate book” is used to collect various documents including:
- The certificate of incorporation and articles of incorporation;
- By-laws;
- Minutes of meetings and shareholder resolutions;
- The registers of directors, shareholders and officers;
- Securities registers and subscription offers;
- Transfers and dividends declared;
- Information related to taxes, fiscal and accounting year of the company;
- Share certificates.
What is the purpose of keeping accurate records?
The company’s corporate book is useful, among other things, in the following situations:
- Easily manage a tax audit;
- In the event of due diligence due to a sale of the company or its merger;
- In the case of audits by banks or private investors for investment or financing;
- Avoid the dissolution of your corporation for Quebec corporations only (failure to hold annual meetings for at least two consecutive years) In the case of Federal corporation, only its registration and ability to do business in Quebec will be revoked. Unlike its provincial counterpart, the federal corporation may not be dissolved;
- Avoid applicable fines for failure to comply with tax and corporate requirements;
- Avoid legal conflicts, keeping a record of all decisions made by the company;
- Document the company’s legal affairs, major transactions, dividends declared, share buybacks and new issues, among others.
Provincial or Federal Incorporation?
Many hesitate when the time comes to incorporate a new corporation, namely whether they do so under the federal jurisdiction (Canada Business Corporations Act or CBCA), or under the provincial jurisdiction (Quebec Business Corporations Act or QBCA).
A few reasons for a provincial incorporation:
- When planning to do business exclusively in Quebec;
- When the company’s head office is located in Quebec;
- When the new incorporation is a subsidiary of another Quebec chartered corporation;
- The directors are non-resudebts. (Federally, 25% of directors must be Canadian residents. If there are fewer than 4 directors, at least one of them must be a Canadian resident).
A few reasons for a federal incorporation:
- You plan to do business in multiple Canadian provinces;
- Your head office is located outside Quebec;
- The new incorporation is a subsidiary of another federally chartered corporation;
- You want to protect the company’s name across Canada, not only Quebec.