Our law firm specializes in corporate and commercial law, litigation and regulatory matters, private mergers and acquisitions and assisting medium to large size family-owned business in their future wealth management strategy and planning. We have extensive experience representing clients in these practice areas and have a deep understanding of the business implications, strategic impacts and legal complexities involved.
We handle a wide range of litigation and dispute resolution cases, including contract, employment, and intellectual property disputes. In addition to court appearances across Canada provincial and appeal levels and several US courts, we are particularly experienced in navigating regulatory matters and have appeared before or dealt with all manner of regulatory bodies including Alberta Environment, Canada Revenue Agency, the Federal Pest Management regulatory authority (herbicides and pesticides), municipal highways and land use (in several jurisdictions), and professional oversight authorities (Law Societies, Social Workers Association and Securities Commissions among them). We bring a unique blend of business acumen with deep litigation expertise that work diligently together to protect the rights and business interests of our clients and achieve favorable business oriented outcomes.
Absolutely. Our firm is equipped to handle corporate matters of all sizes, from startups to established corporations. We provide comprehensive legal services, including business and legal strategy to enter new markets or business divisions, entity formation, contract drafting and negotiation, regulatory compliance, corporate governance, and more.
Our firm has a strong track record in mergers and acquisitions. We have successfully facilitated numerous M&A transactions, both domestic and international, representing buyers, sellers, and investors. Our expertise covers determining the best deal structure (asset or shares) the more favorable tax and regulatory implications of either, due diligence, negotiations, drafting transaction documents, regulatory compliance, plans of arrangements, take-over bids, and closing the deal.
We take a strategic and client-focused approach to litigation representation. Our team thoroughly analyzes each case, develops a tailored strategy, and provides aggressive advocacy in court and before other tribunals as required. Our clients are the core of our strategy and we work closely with clients at every stage of the process, to refine the strategy, execute it, and achieve desired outcomes.
Confidentiality is paramount in corporate transactions, and we take it seriously. We employ strict measures to safeguard our clients’ sensitive information and ensure that only authorized parties have access to it. Our team adheres to the highest professional standards and ethical guidelines to maintain confidentiality at all times. We are discreet and pride ourselves on building deep trusting relationships with our clients. Their success is ours too.
Scheduling a consultation is easy. Call or message us directly. Our team is responsive and will pick up immediately or reply promptly. You can arrange a consultation at a time convenient for you. If you prefer to reach out in writing, please do so by completing the contact form on our website. We would be so pleased to assist you. [Insert the contact information in this part – a direct line to Tammy or a new address? [email protected]?]
As the client, you are our lead. Together will decide the general direction and refine it to your desired outcome and budget. We take our relationship with you seriously and will bring our depth of experience in many areas to your needs. As your lawyer and trusted advisor, our primary responsibility is to provide you with legal advice on the different options available to move your matter forward, including the pros, cons and costs associated with each.
We will usually make a recommendation, but the final decision will be yours. We will then provide legal services necessary to carry out your instructions.
The Family Office- Family Business and Estate Planning – The core of our client base is mid to large family-owned businesses. Not only do we work with them to further their corporate and commercial objectives and operations, we assist them to plan and manage for their family’s long term profitability and financial security. We strive to deal with succession and seamless transitions at the operating, executive and corporate level, understanding the sensitivity and discretion required to advise each member of the family as appropriate. We can assist with corporate and tax planning, establishing trusts and other corporate vehicles, and short and long term strategic investing matters. We have access to highly sophisticated tax and investing professionals that with us, can guide you to achieve your family business estate planning strategy.
A Knowing which business structure is right for your business is a very important decision to make. Most common types of structures for your business would be one among sole proprietorship, partnership, joint venture and corporation. When picking between these structures, there are several factors you will have to consider:
1.Tax benefits and drawbacks
2. Liabilities
3. Partners and investors
4. Management structure.
The most used structure for your business is a corporation. It is owned by the shareholders who elects or appoints a board of directors to oversee and run it. Since a corporation is a legally independent entity, making its members not personally liable for the debt or other liabilities that the corporation might carry.
In closely-held corporations (those that do not offer its securities to the public), it is advisable to enter into a Unanimous Shareholder Agreement among all of the Shareholders. This is very common to protect the rights and obligations of each owner and can be tailored very specifically to how the business is run, how it may raise capital or debt and if a sales process or expansions are undertaken. It is particularly important to establish the process of changes of ownership in circumstances of divestiture, death, divorce or disability.
Federal incorporation would give your business name protection and more rights along with it to support your business across provincial jurisdictions. Extra-provincial registration is required to undertake business in more than one provincial or territorial jurisdiction. A federal level of incorporation could bring your business more global recognition and ease of operating across Canada. However, expect more paperwork for mandatory corporate files and this type of incorporation would also cost more to establish. The other option is to incorporate provincially. Each province has its own business corporation’s legislation – though many are very similar – the legislation is specific to each provincial jurisdiction. With provincial incorporation, your business is only entitled to operate in that province and outside that border your business will have no name protection and would require to be extra-provincially registered – even if you are only distributing into another jurisdiction. If you plan on operating your business only in one province, this might be just enough for you. You can change your level of incorporation later if you like and seek to obtain the same business name, however it may not be available in each province.
These are provisions typically in a Unanimous Shareholder Agreement where the process of each shareholder’s right to sell its interest to other shareholders or to a third party are outlined.
It is also known as a letter of intent. This is usually used when parties are not ready to sign a detailed contract but wish to share certain information confidentially in order to determine if a deal can be struck between them. Most terms in the LOI are non-binding except for confidentiality and due diligence provisions which bind the parties. The rest of the terms are meant to outline the general understanding of what needs to be completed by each party to enter into a binding agreement by a certain date.
Due Diligence is the review of the business and financial affairs of a potential target business by a potential purchaser. This process takes many forms and depends on the scope of the business and the sales process of the seller. Due diligence is highly recommended prior to making any decision or entering into a binding contract. The review of the target’s records and business operations can be undertaken by the purchaser or with its advisors and the determination is used to confirm the current and potential value of the business, its scalability and viability. It may undercover aspects not yet known or disclosed and can impact purchase price and other aspects of a future deal. Due diligence includes reviewing company’s legal standing, regulatory compliance (licensing and registrations to protect assets), financial records, physical assets, IP, licenses, permits, important employees, contracts and the need for third party approvals (such as lenders and regulators).
A copyright is granted to you once your original work is created. It helps you to choose how you work might be used by others which can done through licensing or other types of transfers.
A trademark is a word, symbol and/or design that is used to identify one party. Some examples of them are names, slogans and logos. Just like a copyright, a trademark does not need to be registered but if its registered there are great legal benefits to it.
A patent gives its creator exclusive rights in exchange of sharing it with the public. The main idea behind a patent is to encourage an innovative society that thrives on sharing and commercialization. It is much more expensive to go through the patent application process. Due to this, it is advised to gain assistance from an agent or an experienced attorney.