How to buy a restaurant in Quebec: licences, ownership rules and what transfers

This page covers Quebec’s regime only. A restaurant needs a food permit from the Ministère de l’Agriculture, des Pêcheries et de l’Alimentation (MAPAQ) under the Food Products Act, and, if it serves alcohol, a restaurant permit from the Régie des alcools, des courses et des jeux (RACJ) under the Act respecting liquor permits. The RACJ page on restaurant permits is published in French; the points below are translated from it and from the two Acts, and no rule here should be assumed to apply in another province. Read buying a restaurant in Canada first for the wider picture, then use this page for what is particular to Quebec.

The food permit comes from MAPAQ

Section 9 of Quebec’s Food Products Act provides that no person may, without holding a permit in force, operate premises where an activity forming part of a restaurateur’s business is carried on, or premises where food intended for human consumption is prepared to be sold at retail or used to furnish services for remuneration, subject to the exception that paragraph sets out. Applications go to the Minister, and the Act says the Minister issues the permit if the applicant meets the conditions set and pays the duties fixed by regulation. MAPAQ’s page says a permit must be received before activities begin and displayed in view of customers, and that the duty to entrust hygiene and sanitation control to a holder of a food establishment manager training certificate still applies. For a buyer, the practical point is that the operator needs its own permit position confirmed before opening day, not after.

Changes to an existing food permit

MAPAQ’s page for restaurant and retail permits tells a holder who already has a permit and wants changes to it to use its request form. Section 12 of the Food Products Act provides that the rights granted under a permit cannot be validly transferred to another person, so the seller’s permit does not follow the business to a new owner. Ask MAPAQ what the buyer must file to obtain a permit in its own name, and plan the opening date around the processing time MAPAQ publishes.

Checking the food permit before you commit

The Food Products Act also provides that no permit is issued unless, in the opinion of the Minister, the applicant’s intended operations are in the public interest. MAPAQ’s page says the names of permit holders with a Quebec enterprise number are shown automatically in its list of establishments under permit, while other holders are listed on a voluntary basis. A search of that list is a quick way to see what is on record for the address, though a missing name proves nothing, so ask the seller for the permit itself.

What the restaurant permit covers

Under Quebec’s Act respecting liquor permits, a restaurant permit authorizes the sale of alcoholic beverages for consumption on the premises in an establishment whose principal and usual activity is to prepare and sell food there, if the beverages are generally served as an accompaniment to the food. The RACJ says the sale of alcohol must be complementary to that main business, not the other way round. A buyer who plans to shift the concept toward a bar should read that closely, because the Act lists a separate bar permit.

What the permit lets you do after closing

The Act respecting liquor permits also says a restaurant permit allows a patron to take home a partially consumed container of wine bought in the establishment, if it has been securely resealed. It authorizes the sale, for take out or delivery in a sealed container, of alcoholic beverages other than alcohol and spirits, if they are sold as an accompaniment to food the permit holder prepared, and section 27 extends that, on the same conditions, to certain alcohol- or spirits-based beverages defined by regulation. The RACJ adds that a restaurant-permit holder who wants to present a show, show films for adults or offer dancing must first obtain the Régie’s authorization. If your plan for the restaurant includes any of these, confirm that the existing permit carries them.

What happens to the alcohol permit on a sale

The RACJ says that after the sale of a business, the new acquirer must send the Régie an alcohol permit application. A request for a temporary operating authorization can also be sent, and the RACJ says such an authorization lets the acquirer carry on the permit’s activities while the application is processed. Changes that are not a sale are handled differently. When a director, partner, person responsible for administering the establishment, or a shareholder holding at least the share of fully voting shares the RACJ specifies changes, the Régie must be informed within 10 days of the change. The RACJ also requires its authorization before the layout of a restaurant-permit premises is changed, whether or not capacity changes with it.

What to ask the seller for

• The current MAPAQ permit, and any correspondence about changes made to it
• The RACJ restaurant permit and any authorizations attached to it, such as for shows, dancing or films
• Records of past notices to the Régie about changes of directors, partners or shareholders
• Any layout plan the Régie required to be kept on the premises
• Written confirmation that no RACJ authorization is pending for a layout change

Then browse restaurants for sale or the Quebec restaurants for sale pages.