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Business / Corporate

Would it be right for my business to incorporate?

There is no right or wrong answer when it comes to the legal entity of your business. There are many different business structures, but the three most common are sole proprietorship, partnership, and corporation. Each has advantages and disadvantages that can seriously impact your business. We recommend that you get financial advice as well our legal advice before deciding which option would be most beneficial for your business.

Do I need an agreement when I start a partnership?

While it is not required to have a partnership agreement, it is highly recommended. If you are in a partnership, you should have an agreement between you and the other partners outlining each members’ obligations. Without an agreement, disputes about work responsibilities can arise and possibly dissolve your business. We can counsel you on the best partnership agreement and tailor your agreement so that it has clauses which will promote a healthy business transaction.

Who are Shareholders?

Shareholders are people or other corporations that have shares in a company. They are the owners of the company.

Should I have a Shareholders’ Agreement?

Yes. Similar to a partnership agreement, a shareholders’ agreement is an agreement between the shareholders of a corporation and may deal with many areas, including but not limited to voting rights and granting rights based on the shares held. The most common type of shareholder agreement is a unanimous shareholder agreement (USA) and every one contains clauses dealing with the parties, the running of the corporation, the financing of the corporation, shares, disability/death/insolvency of shareholders, and obligations with regards to shares under the Family Law Act. Our firm will help you draft Shareholders’ Agreements so that everyone understands their role and obligations as a shareholder.

What are the steps to incorporating?

There are many steps involved in incorporating a business and we can counsel you through them from start to finish. We will begin by conducting a NUANS name search to ensure your business name meets all requirement. Then, we will complete and articles, certificates, or other required documentation for your minute book. Finally, we will draft, negotiate, and review shareholders’ agreements. We will also give you legal recommendations, such as what should be in the shareholder’s agreement, throughout the entire process.

What is a minute book and does my business need it?

A minute book is a folder or binder that contains all required and important information of a business. A minute book is recommended because it houses vital business information like licenses, by-laws, and articles of incorporation, in an organized format. Our firm can not only create a minute book for your business, we can also ensure that certificates, resolutions, and all necessary requirements for your business are completed and that documents are filed correctly and efficiently.

What are by-laws?

By-laws are the rules a corporation sets out on how to run the business. They are signed by the officers of a corporation and set out how a business will function. Once established, by-laws can be amended through a majority of votes by the Board of Directors. In Canada, a corporation’s bylaws must minimally include who is allowed to be a member and notice of meetings to voting members.

What is the difference between a franchise and a licence?

A franchise is a contractual relationship between two parties: the franchisor, the owner of a business, and the franchisee, someone carrying on the franchisor’s business at one or more locations. A licence, on the other hand, grants a person (the licensee) access to an idea, design, formula or other thing owned by another person (licensor)

Do I need a contractor agreement when I hire someone?

Yes, you should have a written agreement with anyone you hire. At our firm, we can explain you the legal differences and implications of hiring a contractor or employee. We can then draft specific agreements between you and the person or company you hire or contract with. These agreements will include clauses that will clarify terms of work, compensation, termination of work, and other needed information between you and the other party.

What is the difference between copyright, patent, and trademark?

  • Copyright law protects your valuable literary, artistic, dramatic, and musical innovations from theft and unauthorized replication. At our firm, we can send an application to the Canadian Copyright Office to have your creations registered.
  • A patent is legal protection for your new inventions (machine or process). We can register your patents internationally or nationally and ensure that it follows the Patent Act and Rules legislation.
  • Trademarks are words, sounds, or slogans which individualize your business from other businesses. Our firm will file your trademarks and ensure that the law is followed.

I’ve just bought a medical clinic, what kind of legal services will I need?

For starters, you will need all sorts of agreements: from employee or contractor agreements to agreements with sharps disposal or suppliers. You may also need council on whether or not your business entity is the best for you and your business. Should you be in a partnership, sole ownership, or establish a corporation? Will you be buying or leasing a commercial building for your practice? Each of these options has legal considerations that we can discuss and advise you on. We can also aid you by submitting all legal documentation required to further establish your business.

Real Estate

What services do you provide for real estate?

We can ensure that you have a purchase or sale agreement that will best suit your needs. We do title searches, register deeds, as well as transfer funds between parties, among other services. We can also check and ensure that the sellers have paid any overdue charges, taxes, or mortgage funds.

What is a purchase and sale transaction?

A purchase and sale transaction occurs when a seller and buyer enter into an agreement as set out by their contract. In real estate, a purchase and sale transaction occurs as the two parties agree to exchange the property at hand to one of the parties. This contract is legally binding for both parties and if one of the parties breaks the contract the other can sue them for damages and costs.

What documents should I bring when purchasing or selling property?

When selling your property, you should bring all mortgage and tax information associated with the property you are selling. Whether you are selling or purchasing, you should always provide us with a list of all of the financial advisors and institutions you used so that we can quickly access you financial portfolio for the needed documentation ahead. Any purchase, sale, or lease agreement should also be brought along with any evidence of payments produced. Ownership documents and photo ID is also requested so that our firm can authenticate documents and follow required procedures.

What costs do I have to worry about when purchasing a home?

Many costs are incurred when purchasing a home. For instance, Land Transfer Tax is determined by the purchase price of your home and can range from the hundreds to the thousands of dollars. Title searches tend to price around $200 while the registration of deeds and mortgages cost $71.30 each. There are also many specific certificates (e.g. tax certificate or water certificate) and each one has a price. In addition to all of the costs mentioned above, title insurance can range from $200 to $400.

What is title insurance?

Title insurance is insurance purchased through a lawyer that protects you against errors, fraud, and other defects that may arise as you gain ownership of your new home.

When do I get the keys to my new home?

You may only receive your keys after the closing date agreed to in the purchase and sale agreement of the home. You can only receive the keys on this date because this is when the title of the new home is transferred to your name.

Wills

What is a will?

A will is a written document that highlights how one’s legal property will be managed or distributed after their death. A will can include specific information like how someone is to be buried and how property will be divided among heirs. A will can ensure that you have peace of mind in case of death. It also legally communicates your wishes on how your finances, property, and children are to be supported or divided after death.

Do I need a second will if I have property in another country?

Thanks to the “Convention Providing a Uniform Law on the Form of an International Will” of UNIDROIT in Washington, DC, several countries joined the convention to allow for an international will, including all Canadian provinces. This means that a Canadian citizen can write a will that discusses the division of property they own in Canada and in another country, as long as the other country is a signatory of this convention. An international will has to face the proper jurisdictional necessities for wills in both countries and has other specific requirements which our firm can explain and simplify to clients when we draft their will.

What if the country is not a signatory?

If the country in question is not a signatory of the convention, a second will must be carefully produced that will clarify property division in that country and that will not conflict with your Canadian will. In this case, we can help recommend the appropriate steps to take and discuss the required documents for your Canadian and secondary wills.

Which countries have signed the convention for an international will?

The countries who have signed the “Convention Providing a Uniform Law on the Form of an International Will” are: Australia, Belgium, Bosnia-Herzegovina, Canada, Croatia, Cyrus, Ecuador, France, Holy See, Iran, Italy, Laos, Libya, Niger, Portugal, the Russian Federation, Sierra Leone, Slovenia, United Kingdom, and the United States of America.

Why would a will be important to my family?

A will is for any adult, young or old, and should be especially considered by those who have children. A will can ensure how children are cared for and who is caring for your children in case of death. “Intestate” is when a person dies without a valid will. In this case, the beneficiaries of the will have to follow the Succession Law Reform Act (SLRA) and do not automatically have legal control of the estate. In other words, spouses, children, and kin of the deceased have no control over how the deceased’s estate is to be managed. The estate then falls into provincial legislation under the SLRA and distribution of an estate to the family can be delayed over a year after the death.

Do I need to appoint a guardian for my children in my will?

If you have children, you should designate a guardian and specify how property or money will be managed to support your child. In the case where you die and there is no spouse and no will to communicate your wishes, the Ministry of Children and Families will appoint a guardian for your child. When this happens, your child could be left with someone you don’t trust or, if the ministry does not find a guardian and/or no one accepts the responsibility, your child will become a ward of the state. This could mean that if you have more than one child they may be separated. Also, this does not mean that a family member will be appointed as the guardian of your child. Imagine the trauma your child will suffer after losing you and being displaced from their home and lifestyle because you failed to protect them by having a designated guardian in case of your death.

What is an executor?

Executors administer, according to your will, your estate, assets, and/or manage trusts for your beneficiaries. It is advisable to appoint your spouse either alone or with one or more other person. If your spouse is the sole beneficiary of your property, it may be preferable to name him/her as the primary executor. It is not advisable to choose an executor who resides outside of Canada.

What is a power of attorney?

A power of attorney is someone you name to act on your behalf if, for whatever reason, you are ever incapacitated or unavailable to act. There are two types of power of attorney: property and personal care. A power of attorney for property can make legally binding decisions on your behalf with regards to your property and/or finances while a power of attorney for personal care can make legally binding decisions with regards to your personal care.

What is a living will?

A living will is a document where you state how you wish to be treated if you become ill and then cannot communicate your desires for treatment. It is recommended that you also appoint an attorney of personal care. You will be able to authorize this person to make decisions for you in connection with medical treatment, admission to care facilities, and personal care decisions, as stated in your living will, if you draft one. Our firm can help you understand the specifics of a living will and of appointing an attorney of personal care.

Can I disinherit my child(ren)?

Although it is not recommended, you can disinherit your child(ren). If the child is dependent on you and/or under the age of 18, you may attempt to disinherit them from your will but then your will can be taken to court (probated) and the courts will administer your assets and estates as they deem reasonable.

Does my will expire?

No, wills do not expire. However, if they are not revised, they can become outdated. Wills are important to specify your desires for how your property and assets will be maintained or distributed after your death.

Do I need to update my will?

Having a will that has not been updated and does not meet your current desires can harm your family more than help them. In the case of a will that existed before a divorce, certain sections of the will, if not all of it, may still be held accountable. In a case like this, an ex-spouse can be listed as a beneficiary but not your children, limiting your children’s access to your estate and assets.

What is a codicil?

A codicil is a document that amends specific and minor parts of your will. It can be produced and attached to your will after it is signed by you and two witnesses. Although a codicil seems like an easy solution in comparison to drafting an entirely new will, it can bring legal complications later for your beneficiaries if it is probated (taken to court for fraudulence or falsity).

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What is an executor?

Executors administer, according to your will, your estate, assets, and/or manage trusts for your beneficiaries. It is advisable to appoint your spouse...

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Buzaker Law Firm
Address: 180 Steeles Ave W Suite 223–225
Thornhill ON L4J 2L1,
[email protected]
Phone: (905) 370-0484

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