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Dividends: What, When, How?

Dividend structuring and timing are making headlines presently. (For example:  The Globe and Mail:  Ottawa to rein in income 'sprinkling' by wealthy Canadians and the Financial Post: What the new...

Three reasons to declare the business of your company

As lawyers we are often guiding our clients on defining the “business of the company”, so I thought I’d write a post on this topic.   “Business of the company” is formally declared in ...

When to say no: The Right of First Refusal

We are often asked about the right of first refusal clause (ROFR), and so we thought it would be useful to survey the features of a right of first refusal clause here. For a business with sharehold...

Liquidation Preference: Cashing Out

A liquidation preference is a commonly requested investor term. The idea around a liquidation preference is that the investor will receive their funds out of the business prior to the existing shareho...

When is it time to change your corporation’s name?

  We had previously written an article on the selection of a business name, and as well a second article on defending your business name.  I thought I would write an article about changing a ...

Why Indemnify? Director’s Liability – Sources and Mitigation

When most of us think about directors of corporations, what comes to mind is the hefty pay (at least in bigger corporations), the prestige, and the power. But with power comes responsibility; the subj...

Authorizing vs. Allocating vs. Issuing Shares in your Company

Company owners or investors, when drafting or digging through the details of the ownership of company shares, will come across the concept of authorized shares, issued shares and sometimes allocated (...

Breaking Down Share Issuance Step by Step

This article provides an overview of the steps involved in issuing shares, once the negotiations with investors have been completed. To summarize, the process includes the following steps: 1) Subsc...

Dividends: What, When, How?

Dividend structuring and timing are making headlines presently. (For example:  The Globe and Mail:  Ottawa to rein in income 'sprinkling' by wealthy Canadians and the Financial Post: What the ...

Blog Bite: When can employers enforce employment agreements executed after an employee commences work?

This article posted on our partner site Mondaq.com discusses the enforceability of employment agreements executed shortly after an employee commences work. The author uses a recent Ontario Court of ...

Blog Bite: Why is it important to have an entire agreement clause in your contract?

This article posted on our partner site Mondaq.com looks at case law to show that if a contract does not include an entire agreement clause, materials other than the contract (e.g., emails) can be c...

Canadian Articles of Incorporation – Part 4 of 4: What to consider when selecting Directors for my business?

Canadian Articles of Incorporation – Part 4 of 4: What to consider when selecting Directors for my business? Introduction- Firstly, this post will outline exactly what a Director is ...

Canadian Articles of Incorporation – Part 3 of 4: Selecting and Protecting Your Corporation’s Name

Canadian Articles of Incorporation – Part 3 of 4: Selecting and Protecting Your Corporation’s Name Introduction- Choosing a business’ name is an extremely important decision that...

Canadian Articles of Incorporation – Part 2 of 4: Which Articles of Incorporation Should My Company Use?

Canadian Articles of Incorporation – Part 2 of 4: Which Articles of Incorporation Should My Company Use? Introduction- Upon considering whether one wants to incorporate their busine...

Canadian Articles of Incorporation – Part 1 of 4: Introduction to Incorporation

Canadian Articles of Incorporation – Part 1 of 4: Introduction to Incorporation Introduction- Incorporating a business can be one of the most important decisions any entrepreneur mak...

Blog Bite: What laws will govern an agreement when the parties are from different provinces?

This article posted on our partner site Mondaq.com discusses how parties who are from different provinces can decide together upon what governing law their contract shall preside under. If such a cl...

Blog Bite: How should school boards balance safety and privacy in deciding whether to implement video surveillance?

This article posted on our partner site Mondaq.com discusses the importance of effective privacy guidelines, policies, and procedures relating to video surveillance on school property. The author us...

Blog Bite: Does an entire agreement clause keep pre- and post-contractual considerations from being introduced to court?

This article posted on our partner site Mondaq.com uses case law to discuss the enforceability of entire agreement clauses since courts are more and more taking into account pre-contractual and post...

Blog Bite: Is an entire agreement clause enforceable against an unsophisticated party?

This article posted on our partner site Mondaq.com looks at case law to discuss how the level of sophistication of parties can determine the enforceability of entire agreement clauses. In the contex...

Blog Bite: Does the non-exclusive nature of a consulting agreement affect the amount of damages a claimant can receive for early termination?

This article posted on our partner site Mondaq.com denotes the significance of an Ontario Superior Court decision in which the court held that the non-exclusive nature of a consulting agreement dise...

Blog Bite: What should an employer keep in mind when terminating an older and/or long-term employee?

This article posted on our partner site Mondaq.com looks at case law to discuss how employers should be wary of the liability that can come with terminating older and/or long-term employees. Buffers...

Blog Bite: What are some things to keep in mind when drafting a governing law clause?

This article posted on our partner site Mondaq.com looks at the purpose of the governing law clause and considerations parties should make, like having a real and substantial connection to the locat...

Blog Bite: What part do the courts play in determining the governing law of a contract, if at all?

This article posted on our partner site Mondaq.com discusses how the courts favor leaving the decision of governing law up to the parties. Limits arise only if the contract is illegal (which can in ...
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