An incorporated company offers limited liability for various situations which may otherwise directly impact those individuals who play a key role in a business. Some business owners will start out by way of a sole proprietorship or partnership and later realize that the existing model no longer suits the needs of their business or the services offered. There may also be tax benefits to an incorporated business which you should discuss with your accountant. If you are looking to incorporate in Ontario or any other province in Canada, or if you are considering a federal incorporation, our lawyers can assist you. We can help you decided from a legal point of view if incorporating your business is the right move for you. Contact one of our experienced corporate lawyers today: 416-862-0000.
- Shareholder Agreements
The best time to consider preparing a shareholder agreement is before you incorporate your company and issue shares. However, the reality is that not everyone thinks of this when they start a business with other individuals. This can often lead detrimental consequences if there is a disagreement between the owners of the business and no documentation exists to govern the resolution of such disagreement. If you are thinking of starting a business with multiple owners or already own a business and all owners agree, you need a shareholder agreement. One of our lawyer’s at MSK can assist you with the preparation of a shareholder agreement. Contact one of our experienced corporate lawyers today: 416-862-0000.
- Asset Purchases & Sales
An asset purchase transaction takes place when a company sells all or substantially all of its assets outside the ordinary course of its business. The early participation of a lawyer can help avoid some of the pitfalls that can take place as early as the negotiation stage. For example, the signing of a non-disclosure agreement prior to engaging in discussing about the purchase and sale is a simple protection that is often overlooked. Failure to perform adequate due diligence as a buyer or seller is another pitfall that could yield unexpected outcomes after an asset purchase agreement is already signed. These are only a few of the considerations to take into account when entering into an asset purchase transaction. One of our experienced lawyers can assist you with your asset purchase transaction from start to finish. Contact one of our corporate lawyers today: 416-862-0000.
- Share Purchase Transaction
A share purchase transaction takes place when an individual or corporation sells some or all of its shares. This method of sale is often favourable to the vendor in comparison to an asset sale transaction, due to the lower tax consequences. For the purchaser there are serious advantages and drawbacks that need to be considered if purchasing shares. For one, the purchaser may have an advantage in negotiating the purchase price, since the vendor may benefit tax wise from a share sale transaction. On the flip side, purchasing shares of an existing company comes with liability risks for the purchaser. One of our lawyers can assist you with navigating your share purchase transaction and help you to ensure that the right protections are in place before your close your deal. Contact one of our experienced corporate lawyers today: 416-862-0000.
- Voluntary Dissolutions
There are many reasons why the directors of a corporation may decide to voluntarily dissolve a corporation. In order to do so, a corporation must file Articles of Dissolution with the Central Production and Verification Services Branch and include all required documentation in support of the dissolution. If you are considering dissolving you corporation, one of our experienced lawyers can assist you with this process. Contact one of our corporate lawyers today: 416-862-0000.
Amalgamating two or more corporations can serve different purposes, some of which include reducing ones overhead costs, using the losses of one corporation to reduce taxes payable by another corporation, expanding, diversifying or simply amalgamating as the result of a rollover (pipeline) transaction under the Income Tax Act (Canada). The type of amalgamation (i.e. vertical amalgamation or horizontal amalgamation) will depend on the relationship between the two corporations being amalgamated. When considering whether an amalgamation is right for your business from a financial and tax perspective, it is important to seek the advice of an accountant before commencing anything. One of our experienced corporate lawyers can assist you with your amalgamation. Call us today at 416-862-0000.
- Extra-Provincial Licensing
A company incorporated outside of one province may register an extra-provincial license in order to carry on business in another province. The steps required will vary from province to province. Foreign corporations you may also register in Canada in order to conduct business here. Contact one of our lawyers at MSK for more information: 416-862-0000.