Management Retention and Equity Rollovers: Key M&A Tools to Align Interests
In many private M&A transactions, buyers aren’t just acquiring assets or shares, they’re also investing in the people who helped build the business. That’s where
Post-Closing Obligations in M&A: What Happens After the Deal Is Signed?
Closing day may mark the official transfer of a business, but it’s not the end of the road. Many responsibilities, obligations, and deliverables arise after
Due Diligence in M&A: What Buyers Should Always Verify Before Closing
When acquiring a business, excitement can build quickly, but smart buyers know that before signing the final agreement, there’s one critical step: due diligence. At
Non-Disclosure Agreements (NDAs) in M&A: What to Include Before Sharing Confidential Info
Before any serious M&A negotiations begin, one thing must be in place: a solid Non-Disclosure Agreement (NDA). Also known as a Confidentiality Agreement, this document
Transitioning Business Entity From Federal To Ontario Incorporation: Essential Considerations
Switching business structures can feel confusing. Federal and Ontario incorporations have clear differences, like name protection and compliance rules. This page explains the process of switching
Cross-Border M&A: Legal Considerations for U.S. Buyers Acquiring Canadian Companies
The Canadian market offers strategic growth opportunities for U.S. businesses especially in technology, manufacturing, and professional services. But cross-border mergers and acquisitions involve added legal
Escrow and Holdbacks in Private M&A: How They Protect Buyers and Sellers
When it comes to buying or selling a business, closing the deal doesn’t always mean the end of negotiations. Certain risks may extend beyond the
Working Capital Adjustments in M&A: Why They Matter
When buying or selling a business, the agreed-upon price often assumes a baseline financial position at closing. But what happens if that assumption turns out
Understanding Representations and Warranties in M&A Transactions
Whether you’re buying or selling a business, representations and warranties are among the most important and most negotiated provisions in any purchase agreement. These statements
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Can a Shareholders’ Agreement Take Priority Over a Corporation’s Articles or Bylaws?
Understanding the Hierarchy of Corporate Governance Documents in Ontario In Ontario, corporate governance is shaped by several key documents: the articles of incorporation, corporate bylaws,
The Risks of Operating Without a Shareholders’ Agreement
Many business owners in Ontario incorporate their companies and begin operations without ever putting a shareholders’ agreement in place. This oversight can lead to significant
Shareholders’ Agreement vs. Buy-Sell Agreement: Understanding the Key Differences
Business owners in Ontario often hear about the importance of having a shareholders’ agreement, but fewer understand how it differs from a buy-sell agreement. Although
Understanding Valuation Clauses in Shareholder Buyouts: What You Need to Know
Shareholder agreements are essential to the governance of a corporation, especially in closely held or private companies. One of the most critical yet often overlooked