Publication of the final amendments to Québec’s Regulation respecting the language of commerce and business

On June 26, 2024, the Québec government published the final version of the Regulation to amend mainly the Regulation respecting the language of commerce and business (the Regulation) in the Gazette officielle du Québec. This follows the January 2024 publication by Québec’s Minister of the French Language of a draft regulation (the Draft Regulation), which was subject to a 45-day consultation period.

The Regulation clarifies certain amendments made under An Act respecting French, the official and common language of Québec (Bill 96) to the Charter of the French Language (the Charter) and facilitates the implementation of the Charter.

What you need to know

Our previous bulletin summarized the proposed changes to the Regulation respecting the language of commerce and business. In this bulletin, we explain the differences between the draft and the final version of the Regulation, and present the key changes that will impact businesses.

• Recognized trademarks. The Regulation reinstates the “recognized trademark” exception (which includes registered and common law trademarks) for product and packaging information, public signage and commercial advertising, rather than limiting the exception to “registered trademarks” as previously proposed (although there is still a requirement in certain cases to translate generic terms and descriptions of the product embedded in such marks).
• Phase-out period and exceptions to the use of French on products and packaging. The Regulation addresses where certain product and packaging information can be provided exclusively in a language other than French. For example, a two-year extension to comply is available in certain circumstances for products manufactured before June 1, 2025 (or in certain cases between June 1, 2025, and December 31, 2025).
• Requirements for the predominance of French for products and the availability of related contracts in French. The Regulation also simplifies the application of certain Charter provisions related to packaging information and contracts of adhesion, and introduces new rules for public signage bearing trademarks and company names. For example, the Regulation clarifies the “markedly predominant” requirement for French, stipulating that “the space allotted to the French text must be at least twice as large as the space allotted to other text”.
• Inscriptions engraved or embossed on products. The Regulation does not contain a requirement that non-French wording be translated into French if it is “necessary for the use of the product” (the status quo only requires translation for text relevant to safety). However, the Minister of the French Language has stated that this is still under consideration. 
• Timeline for provisions coming into force. While most of the provisions will come into force on June 1, 2025, those relating to contracts of adhesion will come into force 15 days after they are published in the Gazette (i.e., on July 11, 2024).

Summary of the changes

Registered and recognized trademark exceptions

Without modifying the changes to the Charter provisions concerning the “registered trademark” exception, which will come into force on June 1, 2025, in accordance with Bill 96 (see our previous bulletin), the Regulation reinstates the “recognized trademark” exception for product and packaging information, public signage and commercial advertising. Thus, notwithstanding the amendments to the Charter that will come into force in less than a year, recognized trademarks (which includes registered and non-registered common law trademarks) will still be allowed to appear exclusively in a language other than French as long as no corresponding French version has been registered. This is a welcome change to industry. That said, while whether a trademark is registered or not is a simple question of fact, it remains to be seen how the Office québécois de la langue française (OQLF) will interpret common law trademarks on labels and marketing collateral. If possible, registering trademarks is advisable.  

The final version of the Regulation left out the initial provision that a pending trademark application would be considered a registered trademark for purposes of the exemptions. This language had been favourably received by brand owners given lengthy examination delays at CIPO; however, the “recognized trademark” exemption is arguably even broader.

If a non-French recognized trademark used on a product or its packaging includes a generic phrase or a description of the product, the generic/descriptive phrase must appear in French on the product or on a medium that is permanently attached to the product, subject to certain exemptions.   

The Regulation further clarifies the terms “generic term” and “description”. While the definitions of these terms largely mirror those in the Draft Regulation, the updated Regulation explicitly carves out certain items that will no longer considered “generic terms” or “descriptions” and thus are exempt from the translation requirement. For product and packaging information, the company name and the name of the product as sold are excluded from these definitions, which will be a welcome change for businesses. Designations of origin and distinctive names of a cultural nature are also excluded. These exclusions and definitions do not apply to public signage and commercial advertising, and ambiguity also remains as to how these exclusions will be applied in the context of secondary and tertiary marks and sub-brands that may not technically qualify as the name of the product. There is also some uncertainty regarding the required size and positioning of the French translation of generic terms and descriptions of products, since guidance that had previously been included in the Draft Regulation was omitted from the final version. It is expected that the OQLF will publish further guidance in due course, which may provide additional clarity.

Phase-out period and exceptions to the use of French on products and packaging

The Draft Regulation introduced a phase-out period for products that were not compliant with the new trademark exceptions, and this has been somewhat expanded under the final version of the Regulation.

If a product that does not comply with the new Charter provision regarding the exceptions for trademarks used on a product or its packaging was (i) manufactured before June 1, 2025, and (ii) no French version of its recognized trademark was registered by June 26, 2024, it may, until June 1, 2027, still be distributed, sold at retail, rented, offered for sale or rental, or otherwise marketed. This two-year extension also applies to products manufactured between June 1, 2025, and December 31, 2025 which are subject to the new labelling standards provided by the Regulations Amending the Food and Drug Regulations (Nutrition Symbols, Other Labelling Provisions, Vitamin D and Hydrogenated Fats or Oils) or the Regulations Amending the Food and Drug Regulations and the Cannabis Regulations (Supplemented Foods). 

Inscription on a product and documents available to the public

The Regulation left out the initial provision that the inscription on a product, which must be in French in accordance with section 51 of the Charter, extends to “the inscription displayed for the user using an integrated software”.

It also no longer states that (i) the requirement that the documents referred to in section 52 of the Charter (catalogues, brochures, folders, etc.) be drawn up in French and (ii) to make the French version available on terms that are as favourable as those in another language includes information published on websites and social media platforms, which was the position taken by the OQLF.

The Draft Regulation contained a provision to translate into French any inscriptions engraved, baked, inlaid, riveted, welded or embossed on products in cases where they are “necessary for the use of the product” (which was broader than the current requirement to only translate wording relevant to product safety). This provision was left out of the final version of the Regulation, but the Minister of the French Language has indicated that he is consulting on the matter and may still reinstate it.

Contracts of adhesion

All the proposed provisions relating to contracts of adhesion have been included in the final version of the Regulation.

Additionally, if the adhering party notes discrepancies between the French version and the version in another language that they were given or that they consulted, they may invoke either version, according to their interests. This new provision could have a major impact if a French translation does not conform to the party’s desired vocabulary.

Unlike the other provisions of the Regulation, which come into force on June 1, 2025, those concerning contracts of adhesion come into force on July 11, 2024.

Public signage and commercial advertising

The provisions regarding public signage and commercial advertising have remained essentially the same as those found in the Draft Regulation, with the exception of certain elements.

The Quebec government has kept the “markedly predominant” definition of the Draft Regulation requiring that “the text in French has a much greater visual impact than the text in the other language”. However, the Regulation no longer states that greater visual impact is deemed to occur when the French text is “at least twice as large as the text in the other language”. The new criteria state that “the space allotted to the French text is at least twice as large as the space allotted to the text in another language”. This is a welcome change that may save companies from having to rebrand signage and advertising. Finally, in the case of dynamic signage (i.e., signage that includes text in French and in another language displayed in alternation), the French text must be “visible at least twice as long as the text in another language”.