Articles of incorporation template Quebec
Updated on
Free template to adapt to your situation: replace the sample information (names, addresses, dates, amounts, references) with your own.
FreeTemplate letterWord · PDF · No sign-up
DownloadWord or PDF
Note: articles of incorporation are filed online with the Registraire des entreprises (Quebec) or Corporations Canada (federal). This template helps prepare the information.
Articles of Incorporation – Preparation Sheet
1. Name
[Name Inc.] [/ numbered company], with French version compliant with the Charter of the French language.
2. Head office
Judicial district of [Montreal]; address: [___].
3. Share capital
Unlimited number of shares of the following classes: Class A (voting, participating); Class B (non-voting, participating); Class C (preferred, non-voting, redeemable at the paid-up amount, discretionary dividend). Rights, privileges, conditions and restrictions: Schedule A.
4. Restrictions on transfer
No security may be transferred without the approval of the board of directors [or of the holders of the majority of the voting shares].
5. Directors
Minimum [1], maximum [10].
6. Other provisions
The number of shareholders is limited to 50 (excluding employees); public offering of securities is prohibited. [Borrowing powers of the directors.]
Incorporator(s): [name, address], signature: ____________
Free, no sign-up. Replace the sample information with your own.
DownloadWord or PDF
Drafting notes
- Under the Business Corporations Act (Quebec), the articles must state the name, head office district, share classes and limits on activities, if any (s. 4 BCA).
- Transfer restrictions preserve the “private issuer” exemption under securities law.
- Several share classes allow estate freezes and income splitting; coordinate with a shareholders’ agreement.
How to use this template
- Download the letter in Word or PDF with the button above.
- Adapt it to your situation: your contact information, the recipient’s, the facts, dates and amounts.
- Send it and keep a dated copy.
About the author
Sonia Pin Legal counsel, business law
Sonia Pin is a legal professional specializing in business law and commercial litigation. She drafts and updates the contract and letter templates published on Avocat Montréal, with a focus on Quebec civil law (Civil Code of Québec) and the practical requirements of the courts and administrative tribunals.
