C-48.1, r. 16 - Regulation respecting the practice of the chartered professional accountancy profession within a partnership or a joint-stock company

Section 1 Disposition versions

2012-09-01

1. Members of the Ordre des comptables professionnels agréés du Québec are authorized to practise their profession within a limited liability partnership or joint-stock company holding itself out as a partnership or company of chartered professional accountants or within which one or more members offer assurance services provided the following conditions are met:

(1)  at all times, more than 50% of the voting rights attached to the shares of the partnership or company are held:

(a)  by members of the Order or of a professional order of chartered accountants, certified general accountants or certified management accountants or the equivalent in a Canadian province or territory, who are practising the profession within the partnership or company;

(b)  by legal persons, trusts or any other enterprise, the voting rights or partnership shares of which are held wholly by one or more members of the Order or by persons referred to in subparagraph a who are practising the profession within the partnership or company;

(c)  by a combination of persons contemplated in a and b;

(2)   a majority of the directors of the board of directors of the joint-stock company, a majority of the partners or, where applicable, of the managers appointed by the partners to manage the affairs of the limited liability partnership, are persons referred to in subparagraph a of subparagraph 1 who are practising the profession within the partnership or company;

(3)  the board of directors or a similar internal management board is made up of a majority of persons referred to in subparagraph a of subparagraph 1, who shall, at all times, constitute the majority of the quorum of such boards;

(4)  one or more members of the Order who engage in professional activities within the partnership or company hold a partnership share or company share with voting rights;

(5)  the chair of the board of directors of the joint-stock company, or in the case of a limited liability partnership, the person who performs similar functions, is a partner or shareholder with voting rights and is a person referred to in subparagraph a of subparagraph 1;

(6)  only a person referred to in subparagraph a of subparagraph 1 who is practising the profession within the partnership or company is granted, by voting agreement or proxy, the voting right attached to a company share or partnership share held by another person referred to in subparagraph a of subparagraph 1, or by a legal person, a trust or another enterprise contemplated in subparagraph b of subparagraph 1.

The member of the Order shall ensure that the conditions set out in the first paragraph are included in the articles of constitution of the joint-stock company or in the contract creating the limited liability partnership and that these documents also stipulate that the partnership or company is constituted for the purpose of carrying on professional activities.

O.C. 57-2003, s. 1; S.Q. 2012, c. 11, ss. 34 and 43.