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Blog
Entire Agreement Clause Insufficient to Protect Landlord’s Negligent Misrepresentations
Tuesday, January 31, 2023Daniel KuhnreichBusiness Law, Corporate LawCommercial Real Estate, Lease Agreement
In its January 12th 2023 decision of Spot Coffee Park Place Inc v Concord Adex Investments Limited 2023 ONCA 15 (CanLII), the Ontario...
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Lending Against a Partial Beneficial Interest?
Thursday, January 26, 2023Zev ZlotnickBusiness Law, Real Estate, Corporate Law
A beneficial interest is an individual’s right to benefit from assets held by someone else. With respect to real property, it is imperative...
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Ontario Court of Appeal Adds Good Faith Requirement for Rescission under the Condominium Act
Wednesday, January 18, 2023Business Law, Corporate LawAgreement of Purchase and Sale, GTA Real Estate, Condominium Act
Chang Jiu Chen, the Appellant in the December 20th 2022 decision of Chen v Brookfield Residential (Ontario) Limited, signed an agreement of....
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How Do I Get All My Lender Fees?
Wednesday, December 14, 2022Zev ZlotnickBusiness Law, Real Estate, Corporate LawLending, Interest Act, Commercial Mortgage Lenders
In Canada, lenders who take mortgages on real property as security should be mindful of section 8 of the Interest Act (the “Act”) and...
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Mortgage Assumptions and VTBs in a Rising Interest Rate Market
Thursday, October 13, 2022Zev ZlotnickBusiness Law, Real Estate, Corporate LawMortgage, Vendor Take-Back Mortgage
In light of substantial increases in interest rates, real property purchasers are looking for alternative lending arrangements. Some alternatives include...
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Using Corporate Structures to Invest in Real Estate
Wednesday, September 21, 2022Parish BhumgaraBusiness Law, Corporate LawLimited Partnership
One of the more interesting aspects of corporate law is how it allows for the use of corporate structures to facilitate investment. This article discusses how corporate structures can be used to ...
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How Do I Lend to LPs & REITs?
Tuesday, September 13, 2022Zev ZlotnickBusiness Law, Corporate LawLending, Commercial Real Estate, Limited Partnership, REIT, Real Estate Investment Trusts
Loan transactions commonly involve non-corporate entities such as limited partnerships and Real Estate Investment Trusts (“REITs”). It is important for lenders to...
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1-Minute Read for Commercial Mortgage Lenders: Beneficial Ownership vs. Registered
Tuesday, August 23, 2022Zev ZlotnickBusiness Law, Real Estate, Corporate LawCommercial Mortgage, Commercial Mortgage Lenders
Ownership of real property in Ontario is divided into legal or registered title ownership and beneficial ownership. Legal ownership and beneficial ownership of real property is...
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The CSE announces proposed amendments to its policies and forms
Tuesday, March 22, 2022Eliane Leal da SilvaBusiness Law, Corporate LawOntario Securities Commission
On December 9, 2021, CNSX Markets Inc. (the “CSE” or the “Exchange”) gave notice of proposed amendments to its current policies and related forms...
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2022: Important Changes to Wills and Power of Attorney Legislation
Friday, February 18, 2022Greg Farano LLB, CFA, TEP, Lindsay Ann Histrop, Ian SpiegelBusiness Law, Corporate LawWills
Significant changes have recently been made to the Succession Law Reform Act (“SLRA”) and Substitute Decisions Act, 1992 (“SDA”). Estates lawyers and clients looking for estate planning advice should
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Update: New Reporting Requirements For Trusts
Thursday, January 20, 2022Greg Farano LLB, CFA, TEP, Lindsay Ann Histrop, Ian SpiegelBusiness Law, Corporate LawTrusts
In a previous blog post, we discussed the proposed new T3 Trust Income Tax and Information Return reporting and filing requirements for certain express trusts. These changes
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Treatment of Digital Assets on Death
Friday, December 3, 2021Lindsay Ann HistropBusiness Law, Corporate LawSocial Media, Etherium, Litecoin, Ripple, Cardano, Dogecoin, Non-Fungible Tokens (NFT)
“Water is a useful metaphor for digital assets; they are just as fluid, ever-changing, and dynamic, which presents both...
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The ONCA at one month: the good, the bad, and the frequently misunderstood
Monday, November 22, 2021Clifford S. Goldfarb, James M. Parks, Heather Keachie, Christine JubianBusiness Law, Corporate Law, Non-Profit and CharitiesNot-for-profit Corporations Act (ONCA)
The Ontario Not-for-Profit Corporations Act, 2010 (the “ONCA”) came into effect as of October 19, 2021, and there are a number of misconceptions about its effect on existing corporations incorporated under the...
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Ontario Business Registry: Moving Businesses Online
Thursday, October 14, 2021Clifford S. Goldfarb, James M. Parks, Heather Keachie, Christine JubianBusiness Law, Corporate Law, Non-Profit and CharitiesNot-for-profit Corporations Act (ONCA), Ontario Business Registry
On October 19, 2021, the Ontario Ministry of Government and Consumer Services (the “Ministry”) will open the online Ontario Business Registry (“OBR”). The registry will
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Ontario Eliminates the Resident Canadian Director Requirement
Thursday, August 26, 2021Eliane Leal da SilvaBusiness Law, Corporate LawOntario Business Corporations Act, Bill 213: Better for People, Smarter for Business Act
The province of Ontario, by Bill 213, Better for People, Smarter for Business Act (“Bill 213”), has revoked subsection 118(3) of the Business Corporations Act (Ontario) (“OBCA”) which requires that...
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SPECIAL RELEASE Re Proclamation of Not-For-Profit Corporations Act, 2010 (Ontario) (the “ONCA”) ONCA will be proclaimed October 19, 2021
Thursday, August 19, 2021Clifford S. Goldfarb, James M. Parks, Heather Keachie, Christine JubianBusiness Law, Corporate Law, Non-Profit and Charities
The Government of Ontario has just announced that the ONCA will be coming into effect on October 19, 2021. The lengthy delay since...
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The Ontario government continues to modernize the way in which documents can be executed and sworn
Thursday, May 14, 2020Stephen A. Thiele, Lindsay Ann Histrop, Jennifer SearleBusiness Law, Corporate LawCOVID-19, Wills, Powers of Attorney, State of Emergency, Bill 190, Notaries Act, Commissioner for Taking Affidavits Act
The COVID-19 health emergency continues to cause the Ontario government to modernize legislation and to bring it into conformity with our technological world.
On May 12, 2020, the Ontario government passed Bill 190, the COVID-19 Response and Reforms to Modernize Ontario Act, 2020.
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Directors and officers need to stay focused and diligent during COVID-19 health emergency
Thursday, April 16, 2020Arlene O'Neill, Kathleen SkerrettSecurities Law, Business Law, Corporate LawDirectors and Officers Liability, Directors and Officers Insurance Coverage, HST/GST
With the COVID-19 health emergency continuing for a least another month in Ontario and non-essential businesses remaining closed, directors and officers must continue to remain focused of their duties and to protect the companies they serve as a director or officer and themselves from potential liability.
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Novel Coronavirus (COVID-19) Update: Federal and Provincial Government Relief Measures Available to Businesses
Thursday, April 2, 2020Stephen A. ThieleLitigation, Business LawCoronavirus, COVID-19, Layoffs, Wage Subsidy, Work-Sharing Program Extensions, Business Credit Availability Program (BCAP), Workplace Safety and Insurance Board (WSIB)
This blog will provide an overview of the most significant federal and provincial relief measures to assist businesses and entrepreneurs in the face of the unique and pressing challenges presented by the current COVID-19 pandemic.
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Social Clubs with Share Capital and the ONCA
Thursday, June 21, 2018Clifford S. GoldfarbBusiness Law, Corporate Law, Non-Profit and Charities, Ontario Corporations ActSocial Clubs
Transition Requirements for Share Capital Social Clubs Under the Ontario Corporations Act on Proclamation of the Ontario Not-for-Profit Corporations Act, 2010
There are 148 share capital social clubs currently in existence in the province of Ontario[1]. These are non-profit companies with...
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Evolution of the Shareholders’ Agreement in Canada
Monday, October 23, 2017Peter MoffattBusiness Law, Corporate LawShareholders’ Agreement
Business corporations statutes in most Canadian jurisdictions allow the shareholders of a corporation to restrict, in whole or in part, the powers of the directors of the Corporation to...
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PIPEDA - Draft Breach of Security Safeguards Regulations Published
Monday, September 25, 2017Catherine CarscallenPrivacy Law, Business Law, Corporate LawAnti-Spam, Digital Privacy Act, Breach of Security Safeguards Regulations
The Digital Privacy Act, passed in June 2015, made a number of amendments to Canada’s federal private sector privacy law, the Personal Information Protection and Electronic Documents Act (“PIPEDA”). Key among these amendments was...
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Keep it Simple and Safe – Explaining the new-found popularity of the SAFE
Tuesday, July 18, 2017George TorySecurities Law, Business Law, Corporate LawIPO, Preferred Shares, Investor Agreements
If it looks like a duck, swims like a duck, and quacks like a duck, then it probably is a duck.
Not for a SAFE.
In the case of a SAFE, or a ...
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Securities Distributions Outside of Canada. A Summary of the OSC's Proposed Rule 72-503
Tuesday, July 26, 2016Kathleen Skerrett, Heather ZordelLitigation, Capital Markets, Securities Law, Business LawOntario Securities Commission, Rule 72-503
The line designating when the Ontario Securities Commission (OSC) will regulate a distribution of securities is being redrawn. The current “rule”, Interpretation Note 1 Distributions of Securities Outside Ontario under a repealed OSC Policy 1.5 (OSC Interpretation Note 1.5) has...
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