Frequently Asked Questions
Business / Corporate
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 as our legal advice before deciding which option would be most beneficial for your business.
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Shareholders are people or other corporations that have shares in a company. They are the owners of the company.
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.
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.
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.
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.
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).
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.
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.
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
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.
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.
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.
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.
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.
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 & Estates
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.
If you die without a Will, your estate will be distributed according to the rules of intestacy which may not reflect your wishes. Additionally, where there is not a Will someone will have to apply to court to be appointed as `Estate Trustee` in order to look after your estate. Hence, without a valid Will, you cannot determine who should inherit your estate and the involvement of the court is a lot more likely to occur.
A Will is an important document to have, especially for spouses with minor children. A Will allows you to determine who should look after your minor children, in the event of death. If you do not have a Will, the court will make this decision for you without knowing your wishes. Another feature of a properly drafted Will is that it allows you to determine how your money should be managed to support your children when they are young.
Common-law spouses do not have the same rights to an inheritance as married spouses under the law. Hence, if you wish to leave an inheritance for your common-law spouse, it is important that you consult with a lawyer and consider setting up a well-prepared Will.
Having a Will is important regardless of the size of your estate. Your estate, whether large or small, will be distributed according to the law if you do not have a valid Will. Generally, the law dictates that the first $200,000 is given to the deceased person’s spouse and anything over is shared between the spouse and the deceased’s children. If there is no spouse, then the estate is divided among the children and if the deceased did not have a spouse or children, the estate is shared according to specific rules.
Probate is a process by which the court confirms the validity of a Will and examines whether the executor named in the Will has legal authority to act.
The probate process can be lengthy and expensive. Fortunately, there are ways to avoid it. A competent estate lawyer will be able to advise on how probate can be minimized.
In Ontario, if a Will is entirely handwritten by the testator and signed and dated by him or her, it is generally considered a valid Will. Witnesses are not required for the validity. However, handwritten Wills can be problematic for many reasons.Handwritten Wills are more likely to be challenged in court for example because the testator’s wishes stated in the will are either not clear enough or the capacity of the testator is at stake and cannot be proven. Disputes among family members and costs for the estate as a result of a poorly drafted Will can be avoided if a Will is drafted by an expert. At a minimum, it is a good idea to have an expert review your handwritten Will.
In general terms, a power of attorney is a document that authorizes another person to make decisions on the grantor’s behalf during the grantor’s lifetime in the event he or she is unable to make decisions regarding his/her assets or health-care.
A power of attorney is effective during lifetime, whereas a Will becomes relevant after death. Both are very important documents to have and will save your loved ones unnecessary costs and distress.