Ontario Shareholder Remedies Explained

Denis Grigoras

Denis is a lawyer who draws on his background in complex legal disputes and transactions to problem-solve for his clients.

In the intricate world of corporate law, shareholders possess a slew of rights. When these rights are jeopardized, or when the corporation's actions seem unjust or prejudicial, shareholders can turn to specific remedies enshrined in the law.

Ontario Shareholder Remedies | Toronto Commercial Litigation Lawyers

In the intricate world of corporate law, shareholders possess a slew of rights. When these rights are jeopardized, or when the corporation’s actions seem unjust or prejudicial, shareholders can turn to specific remedies enshrined in the law. Let’s quick look at Ontario’s corporate landscape, focusing on the pivotal shareholder remedies available.

Introduction to Shareholder Remedies

In Canada, the corporate world is governed by a tapestry of laws and statutes. At their core, these laws aim to uphold and protect the rights of shareholders, ensuring fair play in the corporate arena. While the Canada Business Corporations Act (CBCA) provides a broad framework, it’s the Ontario Business Corporations Act (OBCA) that is especially pertinent for corporations in Ontario. While both acts have parallels, the nuances can sometimes make all the difference.

Zooming In On Two Key Remedies

  1. Oppression Remedy: Imagine being a minority shareholder in a company where decisions consistently seem to undermine your interests or where the majority shareholders take actions that diminish the company’s value, affecting your stake. Here’s where the oppression remedy comes into play. This flexible tool allows shareholders to challenge actions that are oppressive, unfairly prejudicial, or overlook their interests. Courts have a wide latitude in these cases, ensuring justice is served based on each case’s intricacies.

  2. Derivative Actions: Let’s consider a scenario where a company suffers harm due to some internal wrongdoings, but the directors or those in power refuse to take action. In such instances, shareholders can step in, wielding the power of derivative actions. Through this, they can sue on the company’s behalf, seeking redress for the harm inflicted on the corporation. It’s a way to ensure accountability even when those at the helm fail to act.

  3. Requirement for Leave: But there’s a safeguard. Before embarking on a derivative action, a shareholder needs the court’s nod of approval. This step ensures that the action isn’t frivolous and truly serves the corporation’s interests.

  4. Conduct of Derivative Action: Navigating the waters of a derivative action requires guidance. Courts can lay down directives on how the action should progress, ensuring the corporation’s welfare remains paramount.

  5. Interplay with the Oppression Remedy: The realms of derivative actions and oppression remedies often intersect. While both aim to redress grievances, their applications differ. Understanding when to deploy each remedy can make a world of difference in corporate disputes.

Legislative Framework: OBCA vs. CBCA

In the corporate world, understanding the legislative backdrop is crucial. While both the CBCA and the OBCA provide frameworks for shareholder remedies, their application varies based on the geographical scope and operational nuances of businesses. The CBCA governs federally-incorporated companies, facilitating businesses that operate nationally and even internationally, with a broader acceptance in foreign jurisdictions. In contrast, the OBCA caters specifically to Ontario-based corporations, offering streamlined processes such as combined tax and annual filings.  While the OBCA mirrors the CBCA in many respects, it also introduces provisions specific to the province’s needs.

Understanding the interplay between these two acts is essential for shareholders and corporate entities in Ontario. It not only dictates the available remedies but also shapes the broader corporate governance landscape.

Historical Evolution of Shareholder Remedies

The concept of shareholder remedies has evolved significantly over the years. Initially, shareholders had limited avenues for redress. Corporate entities wielded significant power, often leaving minority shareholders in the lurch.

However, landmark cases and evolving societal norms have reshaped the landscape. The introduction of the oppression remedy was a game-changer. It acknowledged the potential for misuse of power within corporate entities and offered shareholders a tool to challenge such actions.

Over the years, the courts have refined and expanded the scope of these remedies, ensuring they remain relevant and effective in the face of changing corporate dynamics.

Shareholder Remedies in Action: Hypothetical Scenarios

  • Scenario 1: Jane, a minority shareholder in TechCorp (a fictitious Ontario-based company), notices that the board consistently makes decisions favoring a particular group of shareholders while undermining her interests. Feeling sidelined, Jane can invoke the oppression remedy, challenging these prejudicial actions in court.

  • Scenario 2: EcoBuild Inc. (another fictitious entity) suffers significant financial losses due to dubious land deals orchestrated by its directors. While the company bleeds money, the directors refuse to take any corrective action. Paul, a concerned shareholder, decides to initiate a derivative action, aiming to recover the lost funds on the company’s behalf.

  • Scenario 3: John holds a significant stake in GreenTech Energy, a company pioneering renewable energy solutions. However, he notices that the board consistently greenlights projects that aren’t environmentally friendly. Concerned about the company’s direction and potential environmental repercussions, John can turn to the oppression remedy, challenging the board’s decisions and advocating for a more sustainable approach.

  • Scenario 4: DigitalWave, a tech start-up, has seen rapid growth. As they scale, internal disputes arise. Some board members allegedly engage in financial improprieties. The company’s reputation is at stake. Sarah, a minority shareholder, recognizing the gravity of the situation and the board’s reluctance to act, decides to initiate a derivative action. Her goal? To hold the erring board members accountable and safeguard the company’s reputation.

The Oppression Remedy

The oppression remedy is a powerful tool in the hands of shareholders. It addresses the concerns of those who feel sidelined, unheard, or unfairly treated by corporate decisions. The remedy isn’t just about financial implications; it also takes into account the reasonable expectations of shareholders. What did they anticipate when they invested? Has the company’s conduct defied these expectations? These are pivotal questions in oppression remedy cases.

The courts, when assessing an oppression claim, will look at various factors. These include the corporation’s conduct, the shareholder’s expectations, and whether such expectations were violated. The remedy is flexible, allowing courts to tailor solutions based on the specifics of each case. This could range from amending corporate policies to ordering buy-outs of shares.

Derivative Actions

Derivative actions are unique. They allow shareholders to step into the shoes of the corporation and take legal action on its behalf. Why is this necessary? Sometimes, a company may suffer harm due to the actions (or inactions) of those in charge. However, these very individuals may be unwilling to redress the harm, given their involvement. Here, shareholders can step in, ensuring the company’s interests are protected.

However, this power isn’t unchecked. Shareholders must first seek the court’s permission to initiate a derivative action. This is a safeguard, ensuring that such actions are genuine and not frivolous.

Shareholder Remedies: Beyond the Basics

While oppression remedies and derivative actions are two of the most prominent remedies available to shareholders, they are by no means the only ones. Let’s explore some of the other pivotal remedies:

Investigations: Shareholders, under certain conditions, can request the court to order an investigation into a corporation’s affairs. This is especially useful when there are allegations of mismanagement or misconduct. The investigation can bring to light any irregularities or wrongdoing within the company.

Court-Ordered Meetings: Sometimes, crucial shareholder meetings may be delayed or not convened, leading to stagnation in corporate governance. In such cases, the court can order such meetings to ensure the smooth functioning of the company and protect shareholders’ rights.

Appraisal Remedy: When certain corporate actions are taken that might affect the value of shares (like mergers), shareholders who disagree with such actions have a right to demand the company buy their shares at a fair value. This is termed the appraisal remedy.

Valuation by the Court: In certain disputes, especially concerning the buyout of a shareholder, the court can order a valuation of the shares to determine their fair price. This ensures that shareholders receive a just amount for their stake.

Rectification of Registers or Records: Corporate records and registers are pivotal. Any errors or omissions can have significant repercussions. Shareholders can seek the court’s intervention to rectify such anomalies, ensuring accuracy and transparency.

Reviewing the Election or Appointment of a Director or Auditor: Shareholders can challenge the election or appointment of a director or auditor if they believe the process was flawed or the appointed individual is unfit for the role.

Remedies for Materially Untrue or Misleading Statements in Proxies and Proxy Circulars: Shareholders rely on proxies and proxy circulars for making informed decisions. If these documents contain misleading or false information, shareholders can seek remedies, ensuring transparency and accountability.

Restraining or Compliance Orders: Courts can issue orders restraining certain corporate actions that might harm shareholders or compel the corporation to comply with specific legal obligations.

Liquidation and Dissolution of a Corporation: In extreme cases, where the functioning of a corporation becomes untenable or it’s in the best interest of shareholders, the court can order the liquidation and dissolution of the company.

The Landscape of Shareholder Disputes in Ontario

Ontario, with its bustling corporate environment, has seen a fair share of shareholder disputes. These disputes can arise from various factors: power struggles, financial disagreements, or divergent visions for the company. The province’s legal framework, through the OBCA, offers shareholders various avenues for redress. However, the law also encourages mediation and dialogue, recognizing that litigation can be both time-consuming and costly.

Mediation and Alternative Dispute Resolution

As highlighted earlier, mediation offers a collaborative approach to resolving disputes. But it’s worth delving deeper into its merits. Mediation, unlike litigation, is private. The discussions, the disagreements, and the eventual resolution remain confidential. This is especially valuable for corporations wary of public scrutiny.

Furthermore, mediation is often faster and more cost-effective. It’s a platform for dialogue, allowing parties to understand each other’s concerns and work towards a mutually beneficial solution.

Alternative Dispute Resolution (ADR) isn’t just about mediation. Arbitration is another tool, where a neutral arbitrator (or panel) hears both sides and makes a binding decision. It offers the structure of a court trial, but with more flexibility and privacy.

Final Thoughts

Navigating the corporate landscape in Ontario requires both knowledge and vigilance. Shareholder remedies, while vital, are just one facet of this intricate world. They offer protection, ensuring that those who invest in corporations—big or small—have avenues for redress when things go awry.

However, it’s essential to remember that litigation is just one tool in the arsenal. Open dialogue, mediation, and collaboration can often resolve disputes amicably, preserving relationships and ensuring the company’s long-term success.

In the end, whether you’re a shareholder, a corporate executive, or an interested observer, understanding the nuances of shareholder remedies is invaluable. It offers insights into the delicate balance of power, rights, and responsibilities that define the corporate world of Ontario.

Are you a shareholder in an Ontario corporation and feel that your rights are being overlooked or violated? Unsure about which remedy is best suited for your situation? Reach out to learn how you can protect your interests and ensure fair play in the corporate world.

Talk to a Commercial Litigation Lawyer

Stay Connected

More Posts

Choosing the Right Commercial Litigation Toronto

Discover the key factors to consider when choosing Commercial Litigation Toronto services. Grigoras Law offers expertise in diverse legal challenges, prioritizing client needs and business impacts. With proactive strategies, skilled negotiation, and cutting-edge technology, they ensure favorable outcomes while safeguarding client interests. Trust their client-centric approach for effective resolution.

Read More »

How Business Sale Lawyers Facilitate Smooth Transitions

Discover the critical role of business sale lawyers in navigating the intricate legal landscape of selling a business. Grigoras Law excels in providing expert guidance, conducting thorough due diligence, negotiating contracts, and mitigating risks. With a client-centric approach and comprehensive legal services, we champion your business interests for a seamless transition.

Read More »

How Appeal Lawyer Toronto Can Help You Win

Facing a challenging verdict in Toronto? Grigoras Law offers unmatched expertise in appellate litigation. Our expert Appeal Lawyers meticulously dissect trial records, crafting compelling arguments to navigate the complexities of higher courts. With comprehensive support and a strategic approach, we ensure every client receives the best chance for success.

Read More »

3 Benefits of Hiring a Business Sale Lawyer

Streamline your business sale with Grigoras Law. Our specialized Sale Lawyers provide expert guidance, navigating complex transactions with precision. We mitigate legal risks, ensuring your interests are protected at every turn. From negotiation to dispute resolution, trust us to achieve the best outcome for your business sale journey.

Read More »

Your Path to Legal Victory: Expert Lawsuit Lawyers Toronto, ON

Grigoras Law, a beacon in Toronto’s legal landscape, offers unmatched expertise in lawsuits. Their client-centric approach prioritizes individual needs, ensuring tailored legal strategies and comprehensive support. With a commitment to excellence and unwavering dedication, they deliver exceptional results, building enduring relationships based on trust and respect. Choose Grigoras Law for unparalleled legal counsel.

Read More »

Why Toronto Shareholder Agreement Lawyers Matter

Grigoras Law emphasizes the vital role Toronto Shareholder Agreement Lawyers play in safeguarding business interests. Their tailored solutions ensure clarity, fairness, and legal compliance, navigating complex landscapes and providing expert representation in disputes. With a client-centric approach, they become partners in business success, offering robust frameworks for thriving in competitive markets.

Read More »
Business Sale Lawyer

How Does a Business Sale Lawyer Guide You to Success?

Grigoras Law offers specialized Business Sale Lawyers to streamline the sale of your business, ensuring legal compliance and maximizing profitability. Our approach focuses on early engagement, due diligence, skilled negotiation, and addressing legal intricacies to protect your interests. With a client-centric philosophy and a comprehensive legal expertise, we provide tailored, cost-effective legal solutions designed for your success. Our commitment is to deliver value and support through every step of your business transaction.

Read More »

How a Business Lawyer Toronto Can Help Your Company Thrive

Grigoras Law highlights the importance of a Business Lawyer in Toronto for company growth, emphasizing legal compliance, contract management, business formation, intellectual property protection, and dispute resolution. They offer personalized, cost-effective legal services for small businesses, ensuring comprehensive support for navigating legal complexities and achieving business success.

Read More »

The Role of a Small Business Lawyer Toronto

Grigoras Law champions small businesses with tailored legal services, emphasizing compliance, contract management, business formation, IP protection, and dispute resolution, offering cost-effective solutions and comprehensive support for business growth and success.

Read More »

The Best Appeal Lawyer near me: Your Search ends here!

Grigoras Law offers expert appeal lawyer services, emphasizing a client-centric approach, transparent communication, and comprehensive legal expertise. Specializing in appellate processes and offering multifaceted legal solutions, they ensure personalized and effective representation for challenging court decisions.

Read More »

When is The Best Time To Hire Civil Lawyer Near Me?

Deciding to hire a civil lawyer is crucial when facing legal challenges. Grigoras Law emphasizes the importance of experience, communication, reputation, availability, and strategic planning in choosing a lawyer. They offer expert legal assistance for lawsuits, negotiations, and protecting rights.

Read More »
How to Choose the Right Toronto Civil Lawyer

How to Choose the Right Toronto Civil Lawyer?

Grigoras Law offers guidance in navigating Canadian civil litigation’s complexities, emphasizing the importance of selecting specialized Toronto civil lawyers for successful legal outcomes. It outlines steps for understanding your case, evaluating lawyer expertise and compatibility, and provides tips for choosing the right legal representation, stressing experience, budget, and personal fit.

Read More »

Is Civil Litigation Toronto Right for You?

Civil litigation in Toronto encompasses legal disputes outside criminal charges, including personal injury, property, and intellectual property conflicts, offering pathways to justice through compensation or settlements, guided by experienced litigators.

Read More »

Who Can Benefit from Defamation Lawyer Toronto?

Defamation involves spreading false statements that harm reputations, affecting individuals and businesses. Toronto defamation lawyers offer legal guidance, strategic representation, and reputation management to combat these damaging claims and protect clients’ reputations.

Read More »

Insider Tips to Identify the Right Defamation Lawyer Near Me

An outline covering the importance of hiring a skilled defamation lawyer, focusing on traits like expertise, success records, communication, strategic thinking, and client-centered approaches. Grigoras Law offers guidance in selecting top defamation lawyers in Toronto for effective case resolution.

Read More »

Difference Between Civil & Commercial Litigation GTA

Understanding the differences between civil and commercial litigation in Toronto is crucial for navigating legal disputes effectively. This text highlights the distinctions, procedures, and importance of choosing specialized lawyers for individuals and businesses, emphasizing Grigoras Law’s expertise in achieving favorable outcomes.

Read More »
Google Reviews | Toronto Defamation Lawyers

Can You Sue Google for a Defamatory Google Review?

For now, Thorpe v. Boakye serves as a pivotal case in understanding the evolving legal landscape around digital platform liability. It highlights a significant divergence between Canadian and U.S. legal systems in handling online defamation. Canadian courts appear more open to considering platforms like Google as publishers and thus potentially liable, whereas U.S. law, under the CDA, leans heavily towards protecting these platforms from such liabilities.

Read More »
What Business Structure Should I Use in Ontario | Toronto Business Lawyers

What Business Structure Should I Use in Ontario?

Starting a business is a thrilling adventure, akin to setting out on an uncharted path. Every decision made at the outset lays the foundation for future success. One such pivotal decision is selecting the right business structure. This isn’t just a bureaucratic step; it shapes the very essence of your business, influencing liability, tax implications, operational processes, and more.

Read More »
Sublease vs Assignment

Assignment vs. Sublease in Commercial Tenancies

Navigating the complex landscape of commercial tenancies becomes even more intricate when terms like “assignment” and “sublease” emerge. While these terms may sometimes be used interchangeably by those less acquainted with property jargon, they embody distinct concepts with specific legal implications. Grasping the differences between them is vital for both tenants and landlords to facilitate seamless transitions and evade potential pitfalls.

Read More »
Online Trolls

Defamation in the Age of Online Trolls

The freedom of the internet allows for uninhibited self-expression. While many embrace this freedom to share positive stories, ideas, and feedback, others exploit it to spread malicious rumors or make derogatory comments without facing immediate consequences. The cloak of anonymity can embolden such individuals, making the internet a potential hotbed for defamation.

Read More »
Stolen Funds

Sase Aggregate: Court of Appeal’s Take on Stolen Funds

In the constantly evolving realm of legal jurisprudence, the case of Sase Aggregate Ltd. v. Langdon offers intriguing insights into the principles of knowing receipt, knowing assistance, and unjust enrichment. This article dives into why Sase Aggregate Ltd., the appellant, was unsuccessful in both its initial application to the lower court and its subsequent appeal to the Court of Appeal for Ontario.

Read More »
Selling Your Business

Selling Your Business: The Importance of Proper Valuation

For many business owners, the question “How much is my business actually worth?” weighs heavy on their minds. This is particularly true if you’re considering selling your business. The value of your business significantly influences the returns you receive from its sale. This factor not only affects your negotiation strategies but also has potential implications for your future financial well-being. The process of determining this value is known as business valuation, and it’s an intricate, multilayered exercise that requires expert knowledge.

Read More »

Defamation Law Explained: How the Parties’ Conduct Impacts Ontario Cases

When the invisible line of respect between individuals in society is crossed through defamatory comments, the law provides a remedy through defamation lawsuits. However, these cases are not black-and-white. Their outcomes can be influenced by the actions and behaviour of involved parties – both before and after the publication of the defamation. In Ontario, this scrutiny of conduct plays a pivotal role in shaping legal outcomes.

Read More »
Defamation Damages

How Defamation Damages Work in Ontario: A Detailed Look

Understanding defamation law, especially when considering the potential damages, is no small feat. The nuances and complexities can be overwhelming, yet having a clear comprehension of what the damages entail is invaluable for plaintiffs and defendants alike. In Ontario, defamation law encompasses three key types of damages: Aggravated, Special, and Punitive Damages.

Read More »
Parliamentary Privilege

Between Privilege and Liability: Ontario’s Lawmakers in the Balance

When we talk about “parliamentary privilege,” we refer to a set of rights and protections that enable lawmakers at the federal and provincial levels in Canada to perform their duties without fear of being legally liable. These privileges safeguard the democratic principles Canada is built upon, ensuring each branch of government respects the others’ roles.

Read More »
False Light Tort

Shedding Light on the False Light Tort

In 2019, Ontario recognized “publicity which places an individual in a false light” – the “false light tort” – as a part of the common law. Despite its relatively straightforward definition, the false light tort remains puzzling due to its ambiguous parameters, unique elements, and potential utility.

Read More »
Canadian Tax on Professional Athletes

Extra Points: The Game of Canadian Taxation for Athletes

How does Canadian tax law impact professional athletes? To understand this, we need to think about multiple scenarios, and consider the athlete’s residency, their affiliations with Canadian or foreign-based teams, and the ever-changing political landscape surrounding the taxation of sports franchises in Canada.

Read More »
Airline Liability

When Bags Fly: Airline Baggage and Cargo Liability

When your cargo or luggage gets damaged or lost during international air transport, you might think that the airline will compensate you for your losses. However, the legal landscape surrounding airline liability for international cargo and baggage is complex. It’s governed by international conventions like the Warsaw Convention and the Montreal Convention, which establish specific rules and liability limits for airlines.

Read More »
The Business Judgment Rule

The Business Judgment Rule: A Director’s Guide to Risky Business

The business judgment rule has its roots firmly planted in the need to facilitate an environment of innovation and growth in business. Recognizing that running a business often involves taking risks, this rule has been developed to shield directors and officers who are willing to take calculated chances to propel a corporation forward.

Read More »
Civil Fraud

Civil Fraud: The Wolf in Sheep’s Clothing

Civil fraud, also known as deceit, is a serious economic tort or civil wrong that involves a deliberate deception through false representation. It requires four elements: a false representation by the defendant, their knowledge (or recklessness) of the falsehood, the plaintiff’s action influenced by this representation, and a loss suffered by the plaintiff as a result.

Read More »
Nevada's Court System

Silver State Justice: A Closer Look at Nevada’s Court System

The judicial system in Nevada plays a critical role in upholding the rule of law and ensuring the fair administration of justice. The courts covered include Municipal Courts, Justice Courts, Small Claims Court, District Courts, Family Courts, and Appellate Courts, comprising the Supreme Court and the Court of Appeals.

Read More »
Insider Trading

Insider Intel: Navigating the Gray Areas of Insider Trading

An “insider” is broadly defined, including the corporation, directors, officers, major shareholders, employees, and professionals like lawyers or accountants. Liability extends to those receiving confidential information from insiders (tippees). Insiders cannot tip others for trading advantages. If an insider tips an unrelated person, they are liable for damages and accountable to the corporation for benefits received.

Read More »

Will ChatGPT Replace Lawyers?

In recent months, the rise of advanced artificial intelligence and natural language processing technologies, such as Large Language Models (LLMs) like ChatGPT, has sparked a debate about their potential impact on various industries, including the legal profession. The million-dollar question inevitably arises: Will LLMs replace lawyers (and perhaps judges also), or at the very least, lead to a massive paradigm shift in law practice?

Read More »
Apologies and Retractions in Defamation Law

Sorry, Not Sorry: Apologies & Retractions in Defamation Law

In defamation cases, an apology may play a crucial role in the assessment of damages. However, it is important to note that courts lack the jurisdiction to order defendants to apologize. The existence of an apology, the sincerity of the defendant, and the extent of the publicity given to the apology are factors that courts consider when determining damages.

Read More »
Tracing Commingled Funds - The Lowest Intermediate Balance Rule

Tracing Commingled Funds: Unraveling the LIBR Mystery

The Lowest Intermediate Balance Rule (“LIBR“) is an essential concept in the legal world, particularly in cases involving the tracing of funds. It is an evidential rule that assumes that when a person commingles their own funds with funds belonging to someone else, they are assumed to have spent their own funds first.

Read More »
Equitable Fraud

Unconscientious, Unconscionable, Unfair: Equitable Fraud

Traditionally, fraud has been understood as involving deceit or intentional misrepresentation. However, the courts have expanded the concept to encompass equitable or constructive fraud, which includes various forms of unfair dealing and unconscionable conduct in contractual matters.

Read More »
Abuse of Power

Suing a City: Abuse of Power Lawsuits

Yes, believe it or not, you can sue a city. Municipal corporations, which include cities, are no longer immune to liability as they were in the past. They can be held accountable for various wrongdoings, such as tortious acts, breaches of contract, and neglecting statutory duties.

Read More »
Property Damage Claims

Rylands v. Fletcher: Property Damage Claims

Rylands v. Fletcher is a landmark case in English tort law that established the principle of strict liability for certain harmful activities. The rule states that a person who uses their land for non-natural purposes and accumulates a potentially dangerous substance on their property may be held strictly liable if that substance escapes and causes damage to another’s property.

Read More »
Notice Requirements

The Fine Print: Notice Requirements in Ontario Defamation Law

In Ontario, special notice requirements apply to defamation cases involving libel in a newspaper printed and published in the province or a broadcast from a station within Ontario. Plaintiffs must provide written notice to the defendant within six weeks after becoming aware of the alleged libel.

Read More »
Tort of Conversion

The Battle for Chattel: Understanding the Tort of Conversion

The tort of conversion primarily deals with the unlawful interference of another person’s movable personal property, known as chattels. In contrast to trespass to goods, conversion demands more than just a simple invasion of the plaintiff’s possessory rights; it necessitates an interference that denies the plaintiff’s title.

Read More »
The Principal Residence Exemption

The Principal Residence Exemption

The term “principal residence” refers to a taxpayer’s primary dwelling or housing unit for a specific tax year. The taxpayer, their spouse, common-law partner, former spouse, or child must ordinarily inhabit the residence. A personal trust can also claim a principal residence if it is regularly occupied by a specified beneficiary or their immediate family.

Read More »

From Threats to Torts: The Law on Intimidation

The tort of intimidation, a relatively less explored area of common law, has been recognized and established through a series of judicial decisions. The House of Lords in Rookes v. Barnard (“Rookes“) formally acknowledged the existence of this tort, which has since been accepted as part of the common law in Canada.

Read More »
Cosmetics Business

Starting a Cosmetics Business: For Entrepreneurs

The Canadian cosmetics industry generates billions of dollars. In 2021, the cosmetics market in Canada generated approximately USD 1.24 billion in revenue, and industry revenue is expected to grow by 1.45% annually to reach USD 1.8 billion by 2024.

Read More »
Domestic Contracts

Domestic Contracts: Essential Knowledge for Ontario Couples

Ontario’s Family Law Act (“FLA”) contains provisions under Part IV that regulate domestic contracts, including cohabitation agreements, marriage contracts, and separation agreements. These agreements primarily focus on legally enforceable matters, such as property division, spousal support, and children’s education.

Read More »
Spousal Support

Understanding Spousal Support: Key Elements

In family law, spousal support is central to helping spouses who have become financially disadvantaged due to the breakdown of a marriage or common-law relationship. This post examines the legal principles and case law surrounding spousal support, discussing child support priority, general principles, and various factors that influence support amounts and duration.

Read More »
Shareholder Loans

The Tax Maze: How Shareholder Loans Impact Your Taxes

According to Section 15(2) of the Income Tax Act, a shareholder (or a person or partnership connected to the shareholder) may be deemed to have received a taxable benefit equal to the amount of a loan or debt made by a corporation. This taxable benefit is included in the shareholder’s income for the tax year in which the loan or debt arose.

Read More »
Internet Communication

Is Internet Communication a Broadcast in Defamation?

Over time, Canadian provincial legislation regulating defamation has been updated to incorporate modern communication methods. However, since most of this legislation does not explicitly address the Internet, judges are often required to draw parallels between Internet communications and traditional media forms, such as newspapers and broadcasts, that are covered by the legislation.

Read More »
Incorporating in Ontario

The Entrepreneur’s Roadmap to Incorporating in Ontario

Incorporating a company in Ontario has become more streamlined and accessible thanks to the introduction of the Ontario Business Registry on October 19, 2021. This guide will provide a detailed overview of the incorporation process, from preparing and submitting the required documentation to understanding the fees and legal obligations involved.

Read More »
I was sued

I Was Sued, Now What? (A Step-by-Step Guide)

Litigation is a complex process that requires careful attention to detail and a thorough understanding of the rules and procedures that govern the legal system. In this blog post, we explore the various stages of a lawsuit in Ontario, from the initial pleadings to the final trial.

Read More »
Class Action Certification

All for One, and One for All: Class Action Certification in Canada

In the Canadian legal landscape, class actions represent a powerful mechanism for individuals who have suffered similar harm or losses to collectively seek legal redress against a common defendant. These lawsuits serve multiple purposes, such as providing access to justice for people who might not have the means to pursue individual litigation, encouraging behavioural modification in large corporations or organizations, and promoting judicial efficiency by consolidating numerous related cases into a single legal action.

Read More »
Shareholders' Agreement

Drafting an Effective Shareholders’ Agreement

An essential contract for small non-offering corporations, shareholders’ agreements define the rights, privileges, liabilities, and responsibilities of each shareholder. These agreements, also known as “unanimous shareholders’ agreements,” offer a framework to govern various aspects of a corporation’s functioning, such as delineating shareholder roles, placing limitations on certain actions, and regulating share transfers.

Read More »