01 Plain Language for clients and counsel
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Complex legal topics explained clearly for clients, professionals, and the public, and precise enough to actually inform the decisions that follow.
Plain-language explainers, case commentaries, and practice notes across civil litigation, commercial litigation, business law, appeals, and select cross-border topics. Read, then get in touch if your situation calls for it. The Information Portal is a working archive, not marketing copy. Each post is written by counsel at the firm and drafted to the same standard of care we apply to the files we handle.
What you'll find
Each post is written by counsel at the firm and drafted to the same standard of care we apply to the files we handle. The aim is practical: explain the doctrine, note what has changed, and point to what matters next. Long-form articles, case commentary, and short practice notes on the mechanics of procedure.
Complex legal topics explained clearly for clients, professionals, and the public, and precise enough to actually inform the decisions that follow.
Recent developments, new case law, and procedural changes, written up as they happen with the practical consequences drawn out plainly.
Actionable takeaways so readers can move from reading to decision-making, whether that is on their own, with in-house counsel, or with us.
The information provided on this site is for general informational purposes only and should not be relied upon as legal advice. Content may not be comprehensive or current at the time you read it. Consult a qualified lawyer on any specific legal question or matter. Grigoras Law is not responsible for any damage or loss arising from reliance upon this information.
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Latest content
The Ontario Superior Court’s recent decision in McPherson v. Global Growth Assets Inc. is the first substantive interpretation of Ontario’s statutory protection from reprisals against securities whistleblowers. This article explains the framework, the decision, and its implications for registrants, their boards, and officers with statutory compliance responsibilities.
Who pays when the HVAC fails, the roof leaks, or a new building code requires expensive upgrades? The answer depends on the lease, the nature of the damage, and sometimes on principles of equity that courts apply to temper harsh results. This guide explains how Ontario courts allocate commercial lease repair obligations.
Mergers and acquisitions are among the most complex transactions in commercial law. When something goes wrong, the litigation that follows is every bit as complex as the deal itself. This guide explains the most common ways disputes arise from private M&A transactions in Canada.
If you retain an Ontario law firm, you might assume the invoice will always include 13% HST. That assumption is wrong more often than most clients and lawyers realize. The tax rate depends on where you are, what the legal work involves, and whether you are a Canadian or foreign client.
Lawsuits do not always involve parties who live in the same province. When a dispute crosses provincial or international borders, the first question is whether the Ontario court has the power to hear the case at all. This guide explains how that question is answered.
Contracts are built on the assumption that both parties know what they are agreeing to. But when one or both parties are wrong about a material fact, the terms of the agreement, or even who they are contracting with, the law of mistake may allow the contract to be voided, set aside, or corrected.
Imagine being sued not because you did something wrong, but because you spoke up. SLAPPs, Strategic Lawsuits Against Public Participation, are civil proceedings launched by powerful plaintiffs to silence critics through the cost and stress of litigation, not to recover genuine damages. Ontario’s Protection of Public Participation Act gives defendants a powerful tool to have these proceedings dismissed at an early stage. This guide explains what SLAPPs are, how the anti-SLAPP motion test works, what the Supreme Court of Canada has said, and what someone facing this kind of lawsuit can do about it.
A director resigns in anger at the end of a heated board meeting. Two days later, they want the resignation back. Can they simply withdraw it? The answer is no, not without the board’s consent. Once a director submits a valid written resignation, the corporation decides whether to accept the withdrawal, not the director. This post explains how resignation works under the CBCA and OBCA, what makes a resignation legally effective, and what Canadian courts have said about the limits of unilateral withdrawal.
The modern business enterprise rarely operates through a single corporation. Most businesses of any scale structure their operations across multiple related legal entities. This guide explains how subsidiary corporations work under the Canada Business Corporations Act and the Ontario Business Corporations Act, why businesses use them, and what legal consequences flow from the parent-subsidiary relationship, including the limits of separate legal personality and when courts will disregard it.
The absence of a shareholders’ agreement does not mean the absence of rules. It means the default statutory rules apply, and those rules were not written with your specific business in mind. For closely held corporations, the mismatch between the statutory defaults and the parties’ actual intentions is often severe. This guide explains what shareholders’ agreements are, how they interact with the corporate constitution, what every well-drafted agreement should contain, and the legal consequences of getting them wrong.
Government contracts represent some of the most significant commercial opportunities available to Canadian businesses, and some of the most legally demanding. From the Contract A doctrine to the Canadian International Trade Tribunal, the rules governing how governments award contracts are extensive, binding, and legally consequential. This guide explains how government procurement works, what your legal obligations are when you submit a bid, and what remedies are available if a government buying institution does not follow the rules.
Every business buys products and services. For businesses operating across multiple jurisdictions, every vendor or supplier contract is also a legal risk. A limitation of liability clause enforceable under Ontario law may be unenforceable in New York. An IP provision that works in England may assign ownership to the wrong party in Canada. This guide explains how these contracts work, what their most important provisions mean for your business, and where the legal rules shift depending on the governing jurisdiction.
Toronto condo prices have dropped sharply, leaving pre-construction buyers facing financing gaps of $100,000 or more. Many signed agreements years ago and cannot close at the original price. This guide explains every legitimate legal exit available to Ontario pre-construction condo buyers, from the right to rescind where disclosure was never properly delivered, to the 10-day cooling-off period, material change rescission, Tarion delayed closing termination, early termination conditions, financing conditions, equitable rescission for misrepresentation, and assignment.
Winning a lawsuit is one thing. Collecting on the judgment is another. Ontario provides a full arsenal of enforcement tools: writs of seizure and sale, garnishment, examination in aid of execution, receivers, fraudulent conveyances proceedings, civil contempt, and more. This guide explains every major enforcement mechanism available to judgment creditors in Ontario, how each one works, when to use it, and how to combine them for maximum recovery.
Arbitration offers businesses a faster, more private, and more flexible alternative to court litigation — but it is governed by a detailed legal framework that every party to an arbitration clause should understand. This guide explains how arbitration works in Ontario: the legislative framework, the arbitration agreement, how proceedings are conducted, the role of the courts, and how awards are challenged and enforced — including the key principles of competence-competence, party autonomy, and separability that shape every arbitration from start to finish.
Franchising accounts for over $120 billion in annual Canadian sales. Ontario’s Arthur Wishart Act gives franchisees some of the strongest statutory protections in the country, including strict pre-sale disclosure requirements and powerful rescission rights. This article explains how franchising is regulated in Ontario and across Canada, what the key franchise agreement provisions mean in practice, how courts have treated the franchisor-franchisee relationship, and how Canadian law compares to the US regime.
Guarantees are signed every day in commercial transactions — as a condition of a bank loan, a commercial lease, or a franchise agreement. They create serious personal liability, and they are often signed without full understanding of the risk. This article explains what guarantees are, what makes them enforceable, the defences available when a creditor calls on a guarantee, and the rights a guarantor has against both the creditor and the principal.
If someone has wronged you, there is a window of time within which you can sue — and once it closes, it closes for good. Ontario’s limitation periods framework sets a two-year basic deadline running from discovery, and a fifteen-year ultimate cap. But the rules are more nuanced than they look. This guide explains when the clock starts, when it can be paused, how specific claims like defamation, personal injury, and contract disputes are treated, and what happens across the country.
A minority shareholder who has themselves behaved badly may still succeed in an oppression claim — but the clean hands doctrine can limit or deny relief where the complainant’s own misconduct is directly connected to what they are asking the court to remedy. This article explains when the doctrine applies, when it does not, and what it means in practice for shareholder disputes.
Money laundering is one of the most serious financial crimes in Canada — and the obligation to detect and report it falls on a surprisingly wide range of businesses. Banks, real estate agents, lawyers, accountants, casinos, and dealers in precious metals all have detailed compliance obligations under the PCMLTFA. This guide explains the law, who it applies to, and what the consequences of non-compliance are.
A real estate agent’s legal obligations go far beyond finding a buyer or showing properties. In Ontario, agents operate under TRESA, the Code of Ethics, fiduciary duties, and the general law of negligence and misrepresentation — all at once. This article explains what those obligations are, illustrated with real cases where agents were found liable for falling short of them.
The most important question in any contract dispute is not whether there was a breach — it is what remedy the injured party can actually obtain. This article covers the full range of remedies for breach of contract in Canada: compensatory damages, specific performance, injunctions, gains-based recovery, and punitive damages, along with the limiting rules that govern each.
Most defamation cases involve something written. But spoken words can be just as damaging to a reputation, and in the right circumstances they are fully actionable. This article explains slander, how it differs from libel, when proof of actual financial loss is required, and when the law dispenses with that requirement entirely.
A false review on Google Maps can reach thousands of people and stay there indefinitely. The person behind it may be anonymous and untraceable. Can you sue Google instead? Recent Canadian decisions in Thorpe v. Boakye and Jeffery v. Almusslat suggest the answer is increasingly yes, where the platform had notice, had control, and chose not to act.
The board of directors sits at the centre of Canadian corporate governance, bearing ultimate legal responsibility for how a corporation is managed. This article covers the statutory requirements for board composition, the meaning of director independence, what powers the board can and cannot delegate, and how unanimous shareholders’ agreements redistribute duties and liabilities between directors and shareholders.
When you know a wrong has been committed but cannot identify who did it, ordinary civil procedure offers no path forward. The Norwich Order fills that gap. It compels a third party mixed up in wrongdoing to disclose information before proceedings start, allowing a victim to identify a wrongdoer, trace stolen assets, or confirm whether a cause of action exists. This article explains the test, the limits, and how the remedy works in practice.
Silence is generally not fraud — but in a meaningful range of circumstances it is, and the consequences are identical to an outright lie. This article explains when Canadian courts will find that a party’s failure to speak is actionable fraud, what duty to disclose arises and from what relationships, how half-truths are treated, and how fraudulent concealment can suspend limitation periods that would otherwise bar a claim.
Ontario’s corporate statutes give dissenting shareholders the right to exit at court-determined fair value — but the remedy is only as strong as the procedure you follow and the valuation methodology behind it. This guide covers all three types of appraisal remedy and explains how Chartered Business Valuators and courts actually determine what shares are worth.
Here is a scenario that sounds almost too harsh to be real. A woman agrees to pay her ex-husband’s life insurance premiums in exchange for
Breach of Fiduciary Duty When people or organizations place their trust in someone to act on their behalf, the law imposes a special standard of
When it is time to move from reading to resolving, Grigoras Law handles civil, commercial, and appellate matters across Ontario, and select cross-border files. The right counsel changes the calculation. For plaintiffs, that means a practical assessment of viable causes of action, a realistic view of recovery prospects, and a clear read on urgent interim relief if the facts support it. For defendants, it means pleadings assessed, defences triaged, and a strategy that keeps the file from consuming your business while it runs.
A contract has been breached, a partner has acted against your interests, a director has crossed a line, or money is at risk of disappearing. You want to understand what can be recovered, what urgent relief is available before trial, and whether the case is worth running.
Start plaintiff intake → Defendant intakeYou have been served with a statement of claim, an oppression application, or a demand that threatens proceedings. You need the pleadings assessed, the defences triaged, and a strategy that keeps the file from consuming your business while it runs.
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