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As Canadian business lawyers we document and implement your business strategies. All business deals and structures need to be fully documented in writing to ensure that the business terms and conditions are clear between the parties. From shareholder agreements to leases and amalgamation agreements, we ensure that your business agreements are properly drafted to protect your rights and to implement your strategies. As Toronto tax lawyers we tax plan your affairs to minimize your taxes. As business lawyers we make sure that your tax plans are properly implemented. We can assist you with any of the following:

  • Shareholder Agreements
  • Leases
  • Purchase and Sale of Business
  • Franchise documents & agreements
  • Loan agreements
  • Personal Property Security Act (PPSA) General Security Agreements
  • Promissory Notes
  • Section 85 Rollover Agreements
  • Section 86 Share for Share Exchange Agreements
  • Section 87 Amalgamation Agreements
  • Butterfly Reorganizations
  • Employee Stock Options
  • Transfer Pricing Agreements
  • Emloyment Agreements
  • Independent Contractor Agreements


For contracts to be made in Canada, five conditions should be met. There should be mutual consent among all the parties involved. A contractual capacity should also be present, which is the mental ability to enforce the contract provisions. The contract should also be purposeful and must concern a specific and agreed-upon good or service. There should also be “lawful cause” or “valuable consideration.” Lastly, which is not usually required in all cases, there should be compliance in certain circumstances to formalities provided by law, such as a valid written instrument.

The purpose of a shareholder agreement is to regulate the relationship between shareholders with predictability. Without a shareholder agreement, shareholder conflicts will be much more difficult and resource-demanding to resolve.

A partnership is a unique business vehicle with very particular tax and liability concerns. You should be familiar with whomever will be a partner before starting a business partnership.


Pro Tax Tip

Tax Audits in Ontario

There are over 350,000 tax audit and review actions conducted by the Canada Revenue Agency on a yearly basis. Around 15,000 of these tax audits deal with “cash only” businesses (i.e. the underground economy). Additionally, an estimated 35,000 are tax shelter audits.

Get your CRA tax issue solved

Address: Rotfleisch & Samulovitch P.C.
2822 Danforth Avenue Toronto, Ontario M4C 1M1