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Hello & Welcome to my site! I’m a real lawyer with a real office and a real practice that’s focused on business law and business deals, especially IT deals, exclusively. I thrive on doing deals – the more complex or challenging the better.
I offer 33 years of business law experience to help entrepreneurs grow and protect their businesses. But please don’t get the impression that I’m an old-fashioned lawyer – I use the latest technology and methods to get deals done efficiently. I use my experience to exercise practical judgment.
What I Do for Business Clients:
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help buyers to purchase businesses without nasty surprises |
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assist owners to sell their businesses effectively |
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advise owners how to deal with troublesome partners or how to get bought out |
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strategize business startups: capitalization, governance, structure, distribution |
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resolve ownership, employment and contract disputes without going to Court |
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work with accountants & financial advisors to do tax reorganizations, rollovers, butterflys, mergers |
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design & implement distribution and licensing plans for manufacturers & distributors |
Practice Focus:
| I only do business law. I don’t go to Court. My main practice focus is: |
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acquisitions and dispositions of shares or assets; buying & selling a business
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ICT/IT business startups |
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Corporate finance – equity or debt |
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Syndications – limited partnerships, co-tenancy, joint ventures |
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Strategizing resolution of shareholder disputes |
I frequently quarterback
specialist lawyers to handle matters that are not in my comfort zone, acting much like an inhouse
general counsel.
These are some of the transactions and projects I’ve participated in lately:
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Providing strategic advice for IT start-ups: design initial capitalization of a social media product business so as to recognize founders, early investors, next round of venture or angel capital & flexibility for key employee participation. |
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Acting for Board of Directors on difficult governance issues: guidance and recommendations for shareholder meetings, procedural questions & ongoing management/membership issues. |
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Purchase
and sale of businesses: asset & share sales; management buy-outs, family succession,
shareholder buy-sells. |
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Shareholder & Partner Disputes: advising minority or control shareholders; negotiating voluntary or involuntary exits. |
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Corporate
reorganizations: strategize and implement key employee buy-ins,
capital restructurings with owner/operators. |
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Not for Profits expertise: corporate,
governance and HR aspects. |
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Securities: a special counsel on securities aspects; represent issuer obtaining venture capital; advising angel investors. |
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Source and
implement debt financings: secured bank loans, term equipment
loans, bulk lease financings, convertible debentures, factoring,
asset-based lending. |
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Access new
capital: angel investors, venture capital, strategic partners,
joint ventures, private placements, reverse takeovers, IPO
readiness. |
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Introduce
& distribute new products: licensing agreements, technology
transfers, royalty agreements, restructuring inappropriate
arrangements, IP protection strategy. |
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Strategize commercial
dispute resolution to avoid litigation, and obtain a timely and sound
business result, including shareholder & supplier situations. |
If you’re an seasoned entrepreneur who has reached the point where you recognize the long-term benefits of working with a chartered accountant for tax, estate planning & financial strategy (ie, you’ve outgrown a bookkeeper) and a corporate/commercial solicitor, for specialized advice & deal skills, then it’s quite likely that we’ll have a good fit.
If you’ve previously used a large downtown law firm, even better! I strive to deliver the best features of mega-firms: great service, deep expertise in business law areas and sound practical judgment without compromising long term interests (ie, not expediency). I’m delighted to take instructions from a financial intermediary or adviser instead of the client directly.
If you’re new to business, or at least new to being an entrepreneur, and all you really need is a corporation, then I’d be happy to help you, but I’m sure you’d be able to get that done more cheaply (but not better!) somewhere else. Incorporations are not a profit centre for me, because I actually spend a fair bit of time with the client. I make sure that everything is done to get you on the ground running (not just bare incorporation: my clerk and I will produce a completed Minute Book, with Officers & Directors, bank account, fiscal year end, initial share issuances, and all initial filings).
Dynamic
businesses are the core of my practice, and I give them the very best
service I can. Another characteristic of my practice is that I
often work closely with a financial intermediary
hired by the client to carry out a complex transaction.
My approach is direct. I don't sugar-coat my advice, I give it to you straight as to your best interest. Difficult deals often give rise to difficult issues, and smart entrepreneurs want to consider all major factors. Do you want an obsequious paper-pusher or a trusted expert counselor? I would be pleased to meet
with you to demonstrate how I can protect and grow your
business. (905-847-9707)
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