Corporate Law

Director Resolution vs Shareholder Resolution: What Every Ontario Corporation Needs to Know

Director Resolution vs Shareholder Resolution: What Every Ontario Corporation Needs to Know

Key Takeaways Director resolutions govern day-to-day operations; shareholder resolutions control fundamental changes to ownership and structure.  Under the OBCA, written director resolutions require 100% of directors to sign, while written ordinary shareholder resolutions require a simple majority.  Special resolutions under the OBCA require two-thirds approval at a meeting or unanimous written consent from all voting

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Investor-Ready in 60 Days: An Ontario Founder’s Legal Checklist

Investor-Ready in 60 Days: An Ontario Founder’s Legal Checklist

Key Takeaways  Getting ready for investors starts well before you receive a term sheet. Founders ought to address legal gaps early, before investors discover them.  The most common issues that stop deals are missing IP assignments, incomplete board minutes, and cap tables that do not match up.  Founders must ensure all founder agreements, shareholder agreements,

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Shareholder Exit Options in Ontario: Managing Buyouts, Disputes & Succession

Shareholder Exit Options in Ontario: Managing Buyouts, Disputes & Succession

Key Takeaways Business succession planning is essential. More than 90% of small businesses in Ontario lack a formal plan, putting them at risk of quietly closing. To avoid expensive disputes, Ontario businesses need a clear shareholder agreement that spells out buy-sell and valuation terms. The oppression remedy in the Ontario Business Corporations Act provides strong

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Business Registration And Incorporation In Ontario For Immigrant Entrepreneurs

Business Registration And Incorporation In Ontario For Immigrant Entrepreneurs

The Rise of Immigrant Entrepreneurship in Ontario Ontario has quietly become one of the most exciting places in the world for immigrant entrepreneurs. Walk into any innovation hub in the Greater Toronto Area, stroll through the markets of Mississauga, or browse the emerging tech corridors of Waterloo – and you will find business owners who

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A Strategic Guide to Terms and Conditions for Digital Products

A Strategic Guide to Terms and Conditions for Digital Products

Ontario digital businesses face a shifting legal landscape with the Consumer Protection Act 2023 and the Law Commission of Ontario’s 2024 recommendations. Generic Terms and Conditions templates no longer suffice. A robust, tailored agreement protects your intellectual property, limits liability, ensures AODA accessibility, and bans deceptive dark patterns. Courts enforce clickwrap consent, not passive browsewrap

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The New Frontier: Structuring M&A Deals in the Age of Artificial Intelligence

The New Frontier: Structuring M&A Deals in the Age of Artificial Intelligence

Artificial intelligence has fundamentally changed M&A transactions, yet traditional due diligence frameworks were never designed for probabilistic, evolving AI systems. For Ontario business leaders acquiring AI driven companies, the risks are substantial: IP contamination from third party AI training, data privacy non compliance under PIPEDA, algorithmic bias triggering human rights claims, and regulatory uncertainty following

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