The Charter of the French Language (Québec) (Charter) establishes French as the official language of Québec and governs the use of the French language in a broad range of activities. In particular, it contains provisions about commercial advertising that have direct implications on commercial websites. Article 52 of the Charter sets up the general rule that commercial advertising such as catalogues, brochures, folders, commercial directories and similar publications must be drawn up in French. While the law does not use the terms “Internet” or “website,” the Office of the French Language (OFL), the provincial authority established to oversee the use of French in commerce and business, considers commercial advertising posted on a website to fall within the scope of article 52 of the Charter.

Doing Business in Québec

Article 2 of the Charter sets forth the fundamental right of every person to have all firms “doing business in Quebec” communicate with him or her in French. This is an important provision, as it sets the jurisdictional boundaries for which firms will be subject to the Charter – namely, those who are “doing business in Quebec.”

Is a franchisor who is located outside of Québec “doing business” in the province and therefore subject to the Charter? In the case of franchisors operating corporate stores in Québec or who have employees in Québec, the answer is straightforward; they are doing business in the province and must comply with the Charter (including website translation).

However, in the case of franchisors that do not have corporate stores or employees in Québec, the application of the Charter is more ambiguous. Franchisors may be deemed to be doing business in the province in a number of ways. For example, the OFL has, in the past, taken the view that when a foreign business begins to run Quebec-targeted advertising, it is deemed to be doing business in Québec. There are a variety of marketing activities that could be construed as targeting Québec.

A franchisor also may be deemed to be doing business in Québec if it is deriving profit from, or is controlling the sale of, products or services in the Province of Québec. There has only been a single case dealing with this issue that is applicable to foreign franchisors. In White International Management Inc. v. 9041-8351 Quebec Inc., [2002] R.J.Q. 89, J.E. 2002-197 (CA), the Québec Court of Appeal’s analysis focused on the elements of profit as well as control over the sale of products and services in Québec. While the issue was not definitively decided, the case nonetheless underscores the uncertainty of when a franchisor could be deemed to be either gaining a profit from, or controlling the sale of, products or services in the province of Québec.

Based on the current state of Québec law – and depending on the specific facts at hand – some franchisors’ current websites could be subject to Québec’s Charter requirements. If so, these requirements would require partial (or complete) translation of these websites into French.