Business law

Business lawyer in London, Ontario

I act for owner-managed businesses in London and across Southwestern Ontario: setting up the company, putting the shareholders’ deal in writing, buying and selling businesses, and the leases and contracts they run on. I look at how the pieces fit together, not just the document in front of you, and I work with your accountant so the legal and tax work line up.

Incorporation and corporate records

  • Incorporating under Ontario or federal law, with a share structure worked out with your accountant.

  • Organizing the articles, by-laws, resolutions and minute book.

  • Keeping the corporation in good standing, including annual returns through the Ontario Business Registry and the register of individuals with significant control that Ontario corporations must keep.

  • Bringing a minute book up to date when it has fallen behind, which often comes up when a business is being sold or financed.

Shareholder agreements

When two or more people own a company, a shareholder agreement sets out who decides what, how money comes out of the company, and what happens when someone wants out, becomes disabled or dies. I draft and review agreements covering:

  • Decision-making, and the decisions that need every shareholder’s approval.

  • Buying out a shareholder on death, disability, retirement or a falling-out, and how the buyout is funded, often with life insurance.

  • How shares are valued, rights of first refusal, and drag-along and tag-along rights.

  • Shotgun clauses and how disputes are resolved.

Buying or selling a business

The first question is whether to buy or sell the shares of the company or its assets. Sellers often prefer a share sale, which may let them use the lifetime capital gains exemption on shares of a qualifying small business corporation. Buyers often prefer to buy the assets and leave the company’s history behind. The right structure depends on the tax, the liabilities and the contracts involved, so I work it through with both accountants early.

  • Letters of intent, due diligence and the purchase agreement.

  • Employees, who generally keep their years of service when they stay on with the business after a sale.

  • Leases, supplier contracts and licences that need consent to be transferred.

  • HST on an asset sale, including the election that can remove it when all or substantially all of a business is sold.

  • Management buyouts and transfers to the next generation.

Non-competes

Ontario’s Employment Standards Act prohibits non-compete agreements with employees, with two exceptions: a seller of a business who stays on as an employee after the sale, and certain executives. A non-compete given by a seller as part of the sale of a business is treated differently and can be enforced if it is reasonable in scope, area and time. I draft them so they will hold up.

Franchises

Before you buy a franchise in Ontario, the franchisor must give you a disclosure document at least 14 days before you sign the franchise agreement or pay any money. I review the disclosure and the agreement and tell you plainly what you are committing to.

Commercial leases

I act for landlords and tenants on offers to lease and leases for office, retail and industrial space. I look at the rent and additional rent, the term and renewal options, who pays for repairs and improvements, personal guarantees, and whether you can assign or sublet the lease if you sell the business.

Useful links

Starting, buying or selling a business in London or the surrounding area? Get a quote or call (226) 402-0823.

This page is general information about Ontario business law as of September 2026. It is not legal or tax advice about your situation.