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An Overview of the Share Purchase Process

When one is purchasing (or selling) a business, there are generally 2 routes – a share purchase or an asset purchase. In this article, we are go...
Mar 2024
Article

Federal Government to Create Public Transparency Register for Private Federal Corporations

Following British Columbia and Quebec, the federal government has introduced new legislation that, if enacted, will create a federal register of indiv...
Oct 2023
Article

Affiliated Corporations and the Land Transfer Tax Exception

This article is intended to offer an overview of the exception for affiliated corporations provided for in subsection 3(9) of the Land Transfer Tax Ac...
Oct 2023
Article

Investing in U.S. LLCs: The Canadian Perspective

Canadians investing in the U.S. are frequently asked do so through U.S. limited liability companies (LLCs). Unfortunately, while this structure works ...
Jul 2023
Article

Deferred Payment on the Sale of Owner-Managed Businesses

Deferred payment on the sale of an owner-managed business is commonplace. Getting it right, however, by addressing the issues across a range of legal ...
Jul 2023
Article

Investing in Early-Stage Ventures: The Questions That Everyone Should Ask

Broadly speaking, there are two schools of thought when it comes to investing in early-stage ventures. There is the “same boat” approach w...
Jul 2023
Article

Impacts on Business Corporations of the Less Red Tape, Stronger Economy Act, 2023, S.O. 2023, c.9 (the “Act”)

Schedule 4 of the Act makes several amendments to the Business Corporations Act, R.S.O. 1990, c. B.16 (the “OBCA”). The bulk of these amen...
Jul 2023
Article

The Corporate Minute Book and Maintenance

You may have heard that corporations are required to maintain minute books, but what is a “minute book” and why does a corporation need on...
Jun 2023
Article

ONTARIO NOT-FOR-PROFIT CORPORATIONS ACT

WHAT IS THE ONTARIO NOT-FOR-PROFIT CORPORATIONS ACT? While the Ontario Not-for-Profit Corporations Act, 2010, S.O. 2010, c. 15 (the “ONCA”...
May 2023
Article

Whose (Copy)Rights Are They, Anyway?

Intellectual property (“IP”) refers to creations of the mind: inventions, artistic and literary works, symbols, designs, names, and images...
May 2023
Article

Corporate aspects of the amendments to the Prohibition on the Purchase of Residential Property by Non-Canadians Act Regulations (the “Act” and “Regulations”)

Over the past few months, we have posted several articles on the Act and its implications (see original article, update 1 and update 2). To expand on ...
Apr 2023
Article

A Quick Guide to Directors’ and Officers’ Duties and Liabilities in Ontario

Every corporation registered under the Ontario Business Corporations Act is required by law to have a board of directors and it is customary for them ...
Mar 2023
Article

Legislation Update: New Requirement for Private Corporations Under the Ontario Business Corporations Act

Introduction of the Transparency Register effective Jan 1, 2023 As of January 1, 2023, private corporations incorporated or continued under the Ontario Business Corporations Act (the “OBCA”) are require...
Jan 2023
Article

The Advantages and Disadvantages of Purchasing Real Estate Using a Holding Company

What is a Holding Company? A holding company is a company that does not carry on business. It sells no goods and provides no services. Instead, it typ...
Dec 2022
Article

Four Benefits of a Shareholders’ Agreement

Last month, I wrote about some of the pros and cons of incorporating. If you have taken the plunge and have incorporated a business with multiple shar...
Sep 2022
Article

Tax Loopholes: Devious Dealings or Dumb Drafting?

Original published on LinkedIn This week’s announcement that Ottawa is closing a loophole which allows non-residents of Canada to claim the prin...
Oct 2016
Article

Tax Traps of US Business Travel

The next time you travel to the US and a customs official asks whether your purpose is business or pleasure, consider the consequences. Outside the U....
Mar 2016
Article

Agribusiness: Compensable Pest Control Product Registrations

The regulation of pesticides in Canada is shared between the federal and provincial levels of government. The federal government is responsible for pr...
Mar 2016
Article

A Corporate Law Makeover

Ontario’s Ministry of Government Services recently published a Report calling for the transformation of the province’s business legislatio...
Dec 2015
Article

Canada: The New Thin-Cap: Lenders Take Heed!

Canada's thin-capitalization rule has changed. Intra-group loans into Canada must be reviewed if adverse tax consequences are to be avo...
May 2012
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