March 14, 2016We see what we expect to see, and the fashion industry has been making $ billions exploiting this principle. In the world of fashion, the label changes everything. In the world of legal (drafting) fashion however, lawyers, being human, will of course look at the headings, and must resist being influenced by them.
February 01, 2016This article discusses what is needed for a non-competition clause to be enforceable, specifically if 5 years is too long for a non-compete to be enforceable.
January 26, 2016Are you starting a business related to law, accounting or medicine? These high risk fields often operate as a 'Limited Liability Partnership' (LLP).
January 15, 2016What happens when leased equipment is installed in a rental property, and the tenant fails to pay the rent? The answer can depend on whether the equipment has become a ‘fixture’.
December 27, 2015Startup companies often struggle with the valuation calculation, and how to determine the number of shares to issue to a new team member.
December 22, 2015Do you ever get annoying emails from companies you’ve never heard of? Or continuous emails from a company you once agreed to receive an email from years ago?
December 11, 2015Are you trying to use the web to reach out to as many people as you can to build your business? - Not so fast! Canada’s new anti-spam legislation (“CASL”), which came into force July 1, 2014, creates restraints on your ability to do this if you are sending commercial electronic messages (“CEM”).
December 11, 2015Trademarks are the name, design, brand or logo that represent the products and services a company offers, they can be the major reason why consumers purchase the product or service.
December 03, 2015The other day I was at the library with my 10-year old son. I bumped into a bookshelf next to the children’s section and a book fell to the floor. I picked it up and was surprised to note that the book was an introduction to the topic of powers of attorney, written for the general public. As I glanced through it a title caught my eye: 'If powers of attorney are important, why do so few people have them?' Why indeed?
December 03, 2015In order to prevent the growing threat of debit and credit card fraud, in 2006, major credit card payment brands such as Visa and Mastercard collaboratively created the Payment Card Industry Council.
October 28, 2015A critical part of a company acquisition is ensuring that the transaction is not missing any of the consents required of the contractual counterparties.
July 16, 2015In days gone by, an act of God, strikes, horrible weather and the like could result in disruption of business to such an extent that a company would call upon a 'force majeure' clause to halt their requirement to perform their contractual duties.
May 26, 2015When declaring dividends it is important to be aware that your company may be susceptible to a reassessment by the Canada Revenue Agency (“CRA”). This is something you want to avoid, therefore knowing when reassessment can be triggered can be important to your business.
April 13, 2015I performed some searches yesterday to identify recent publicly-listed technology companies via TMX Money and I found that technology companies and biotechnology companies are starting to take a major share of new listings on the venture exchange. For a growing company in this space, this is good news.
February 23, 2015Selecting a board of directors or a board of advisors is an important decision and should be given careful consideration. Both roles are treated differently for liability purposes.
December 15, 2014To do business outside of the jurisdiction that a corporation is registered in, your corporation may need to apply for a licence for your corporation to be formed in that jurisdiction.
November 10, 2014This month Home Depot announced that it was hacked and that 56 million credit card accounts were compromised, and that around 53 million customer email addresses were stolen as well. This articles discusses how hackers could have breached security and a suggested security protocol that a company and its data security team should consider.
June 02, 2014I am often queried about what terms should be considered by companies that are considering entering into a merger, partnership or joint venture (which I will describe in this article as Joint Venture.
March 17, 2014When raising money in Ontario or anywhere in Canada for your startup company, you fall under the scrutiny of the rules of the Securities Act and related National Instruments that set the rules on the nature and type of disclosure that you need to provide to your potential investors.
September 30, 2013In this article, we describe four (4) simple steps to follow to make sure that your interests are protected when drafting a term sheet.
June 13, 2013Although the language appears the same every time you read these clauses, subtle differences can and will make a difference in interpreting your commercial agreement or acquisition transaction documents.