Strategic Counsel for Every Stage of Business
From Incorporation to Mergers & Acquisitions—Protecting Your Commercial Interests in Ontario
Structuring Your Business for Success
Incorporations
Federal and Provincial incorporations. We ensure your minute book is organized and your corporate structure is optimized for tax efficiency from Day 1.
Shareholder’s Agreements
The ‘Prenup’ for business partners. We draft clear agreements defining exit strategies, dispute resolution, and shotgun clauses to prevent future conflicts.
Limited Partnerships
Structuring partnerships for investors and professionals. We define the liability limits for limited partners and the management rights of the general partner.
Joint Venture Agreements
Project-specific alliances. We outline profit-sharing, resource contribution, and termination rights for short-term commercial collaborations.
Mergers, Acquisitions & Sales
Whether you are exiting your business or acquiring a competitor, we handle the due diligence and closing.
Purchase and Sale of Business
(Assets vs. Shares)
We guide you through the critical choice:
Asset Transaction
Buying and selling specific equipment, inventory, goodwill, etc.
Share Transaction
Buying and selling shares of the corporation
Mergers & Acquisitions (M&A)
Complex transaction management for merging two entities. We handle the amalgamation agreements, regulatory compliance, and employee transition issues.
Reorganization & Tax Strategy
Working with your accountant to minimize tax liability
Corporation Reorganization
Restructuring your corporate hierarchy (e.g., adding a Holding Company) to protect assets from operating risks and purify the company for future sale.
Rollovers (Section 85)
Tax-deferred transfers of assets into a corporation. We prepare the specialized Section 85 Rollover agreements to ensure you don’t trigger immediate capital gains taxes when moving assets.
Commercial Contracts & Leasing
Commercial Leases
(Landlord & Tenant)
Reviewing and negotiating net leases for retail, office, and industrial spaces. We protect you from aggressive ‘Make Good’ clauses and unexpected CAM (Common Area Maintenance) cost hikes.
Commercial & Corporate Contracts
Drafting robust service agreements, supplier contracts, and employment agreements to secure your revenue streams and limit liability.
Franchising
Acting for Franchisors and Franchisees. From FDD reviews to Master Franchise Agreements, we ensure compliance with the Arthur Wishart Act.
FAQs
Bylaws are the standard administrative rules of the company. A Shareholder Agreement is a private, custom contract between owners that deals with sensitive issues like what happens if a partner dies, wants to sell, or gets divorced.
It depends. Sellers usually prefer selling Shares (to use their Capital Gains Exemption). Buyers usually prefer buying Assets (to avoid inheriting the company’s past lawsuits/debts). We help you negotiate the best path.
No, but it is highly recommended as, unlike residential leases, commercial leases have very few tenant protections. A bad lease can lock you into paying for the building’s roof repairs or prevent you from selling your business later.
Schedule a Consultation
Please use the inquiry form to request an appointment or inquire about our services. We aim to respond to all inquiries within one business day.