How Will Québec’s Bill 96 Affect Your Business?

After a year-long legislative process, Bill 96 received royal assent on June 1, 2022. Bill 96 reinforces French as the official and common language of Québec and aims to further promote the use of the French language. It clarifies and strengthens the existing Charter of the French Language with new legal provisions. It also reinforces the role of the Office Québécois de la Langue Française (OQLF), the government body that ensures compliance with the Charter. 

Bill 96 imposes new obligations regarding the languages used in commerce and business, contracts, signage, communications between government and businesses, educational institutions, and courts. 

Businesses must prepare for the impact Bill 96 will have on the Québec judicial system and its procedures. Although the new rules will be gradually rolled out, several rules are already in force. Read on to discover how your business may be impacted by Bill 96. 

Businesses Must Offer Goods and Services in French 

Bill 96 obliges businesses to offer goods and services in French to consumers, non-consumers, and civil administration bodies. Before Bill 96, only consumers had the right to be served in French. However, this is now expected to change. Bill 96 is likely to enforce the use of French as a free-standing obligation and remove the loopholes in existing requirements. 

The Impact of Bill 96 on Contracts and Other Business Documents 

Under Bill 96, parties are required to draw all contracts of adhesion exclusively in French, with limited exceptions. This means that non-negotiable contracts which are pre-determined by one party should be served in French. Bill 96 also requires companies to present a French version of all contracts before either party can express the desire to be bound by another language version. 

If a subscribing party expresses the wish to be bound by another language version, the contract documents may also be drafted in that other language. However, they must receive a French version of the contract first. This new rule has some limited exceptions for loan contracts, extra-provincial relations contracts, and financial instruments. It also does not extend to contracts with specific standard terms that the parties would otherwise negotiate. 

In general, parties will not be bound by external clauses if they are not drafted in French, even if they are mentioned in the French contract. However, if a party requests for the contract to be binding in English, external clauses may also be drafted in English. 

Civil administration contracts in Québec must be drafted exclusively in French, regardless of whether the parties carry out their activities in Québec or not. Other civil administration documents must also be drafted exclusively in French, including documents transmitted with a view to the conclusion of a contract and all other contract-related documents. 

Websites and Marketing Materials

Bill 96 confirms that social media, websites, newsletters, brochures, catalogues, and other manuscripts must be provided in French. It also states that these media can be provided in languages other than French, but not under more favorable conditions than the French version. 

In the past, only businesses with a physical establishment in Québec were required to comply with this rule. However, these new rules may put businesses outside Québec at greater risk of falling foul of the regulations. 

Packaging and Labelling

The Charter of the French Language states that products must use French on their packaging. Descriptions or details in other languages can be included, but they should not be more prominent than the French version. 

Bill 96 maintains this provision and clarifies that listings provided in other languages cannot be on more favorable terms than listings in French. This echoes the previous Charter rules and should not require any changes in practice. 

Additionally, Bill 96 states that if a trademark in a language other than French appears on packaging with a slogan or product description, the slogan or description must also be provided in French. 

Public Signs and Commercial Advertising

The Charter of the French Language requires all commercial advertising and public signs to be in French. They may also use a language other than French, as long as the French is ‘clearly predominant’ over the other language. In practice, this means that the font size of the French text must be double the size of text in other languages. 

In addition, the current Charter allows trademarks to appear on public signs and posters in a language other than French, provided that the trademarks in French have a ‘sufficient presence.’ Companies usually satisfy this requirement by adding a generic or descriptive word in French to qualify the mark, such as 'café' or 'boutique.'

The Trademark Exception

In the past, the Charter of the French Language provided a ‘trademark exception’ to the above rules for English-only trademarks. The existing rules required that a ‘recognized’ trademark by the Canadian trademark law could appear exclusively in a language other than French on packaging, labelling, posters, and public signs. Many businesses, national and international, relied on this exception to ensure consistency in their brand image. 

Bill 96 restricts this exception, meaning that companies can no longer invoke this exception for unregistered trademarks and trademarks awaiting registration. In future, the trademark exception will only apply to registered trademarks, providing there is no corresponding French version in the Canadian Trademarks Database. Any company that relies on this exemption to do business in Québec should confirm that its trademarks are registered and its trademark applications are filed. This will ensure that these applications reach the registration stage before the new rules come into force.