Combine two corporations of the same group into one, cleanly and without interrupting the business.
A short-form amalgamation combines related corporations without the formalities of an ordinary amalgamation: a vertical amalgamation joins a parent corporation and its wholly-owned subsidiary, and a horizontal amalgamation joins sister corporations held by exactly the same interests. The corporations must be constituted under the same legal regime, either both Québec or both federal.
The lawyer responsible for your file prepares the authorizing resolutions and the articles of amalgamation, and makes the filings with the appropriate register. The corporation resulting from the amalgamation continues the existence of the amalgamating corporations: contracts, assets and obligations carry on without interruption.
Government fees are billed at cost, without taxes: $397 with the Québec registrar for Québec corporations, $200 with Corporations Canada for federal corporations. Ordinary amalgamations, between unrelated parties or involving complex structures, are handled by MEKA AVOCAT, which takes over where needed.
A subsidiary no longer has any reason to exist separately and you want to cut your compliance costs.
Combining first makes the coming sale, financing or reorganization simpler.
Bringing the assets and activities into a single corporation clarifies your structure.
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You send us the information your file requires, simply and online.
The lawyer responsible for your file prepares the documents and makes the required filings.
Your documents and official confirmations are sent to you by email.
Professional fees are $1,799 plus taxes, plus government fees at cost and without taxes: $397 with the Québec registrar (total $2,465.40) or $200 with Corporations Canada (total $2,268.40).
The short-form amalgamation is reserved for corporations of the same group: a parent and a wholly-owned subsidiary, or sister corporations held by exactly the same interests. It is authorized by resolutions of the boards, without an amalgamation agreement or a shareholder vote. The ordinary amalgamation, which is heavier, is handled by MEKA AVOCAT.
Three conditions: a parent-subsidiary relationship in wholly-owned form, or sister corporations held by exactly the same interests; the same regime of constitution for every corporation involved; and corporations in good standing with their register. We verify eligibility before proceeding.
The corporation resulting from the amalgamation continues the existence of the amalgamating corporations: it takes on their assets, contracts and obligations by operation of law, without any interruption of the business.
Yes. An amalgamation carries tax formalities, notably returns for the fiscal years ending at the amalgamation. We recommend bringing in your accountant; the lawyer can also discuss it with you in consultation.
A continuance beforehand can bring both corporations under the same regime before the amalgamation. See our continuance service, or tell us about your situation so we can confirm the best route.
We normally prepare and file within 24 to 48 business hours, depending on how busy the period is. The issuance of official documents by the authorities, such as the Québec enterprise registrar or Corporations Canada, depends on those authorities’ own processing times.
You add the service to your cart and pay securely online. You then send us the necessary information, and the lawyer responsible for your file carries out the mandate. You receive your documents by email.
No. The AI assistant exists only to help you choose among our services; it has no legal effect. All legal work is performed by the lawyer responsible for your file, a member of the Barreau du Québec.
If you withdraw before the work begins, we refund you, less processing and billing administration fees of $100. No refund is possible once the work has begun. If we are not in a position to serve you, you are refunded in full.
Our article on amalgamation of two corporations in the same group explains why the contracts follow without any assignment.
A reorganization can be a better answer than a dissolution : our article compares the possible outcomes.
Decisions are recorded in writing: see resolutions.
And the whole joins the minute book.
Order online, or talk to us first. Both roads lead to the same attention to detail.