Quebec’s legislative framework for companies incorporated in the province, for years practically shunned by the business and legal community, has been revamped, modernized and simplified, drawing praise alike from corporate and commercial lawyers and shareholder activists.
Replacing both Part I and Part IA of the outdated and much-maligned Companies Act (Act), which was last updated nearly three decades ago, the Quebec Business Corporations Act (BCA) has the ambitious aim of making Quebec a national leader in the business legal landscape thanks to the introduction of measures that clarifies directors’ duties, simplifies the process of incorporating in the province, and grants new rights to minority shareholders.
“It brings Quebec into the 21st century,” remarked Benjamin Silver, counsel to McCarthy Tétrault LLP’s business law group in Montreal. “It’s got all the pluses that modern corporate statutes like the Canada Business Corporations Act (CBCA), the Ontario Business Corporations Act, and the new British Columbia Business Corporations Act but it has also kept a few things and has a few little twists that other statutes don’t have that will make it doubly attractive. It’s a good little package altogether.”