Search LESA Resources
Areas of Law
Content Type
Author
Find by author/faculty...
Date
-
62484.01This paper explores a variety of pre-transaction agreements that frequently occur in private mergers and acquisitions. It details their purposes, provides strategies for their use, and considers benefits and drawbacks when considering whether to utilize one agreement over another in certain situations. These materials are part of a collection presented at LESA’s Legal Strategies in Mergers & Acquisitions program in Edmonton on April 29, 2025.
-
62484.02This paper explores fiduciary duties, including codified duties set out in the Business Corporations Act, and considers whether fiduciary duties can be waived as a whole by contract or otherwise. As part of this consideration, it examines ways that directors and officers can shield themselves for liability in situations where the corporate opportunities doctrine is engaged. These materials are part of a collection presented at LESA’s Legal Strategies in Mergers & Acquisitions program in Edmonton on April 29, 2025.
-
62484.03This paper explores the representation and warranty insurance product; its cost, benefits, and drawbacks; and provides a summary of key drafting considerations for M&A lawyers to avoid common pitfalls in purchase and sale agreements that are underwritten by insurance. These materials are part of a collection presented at LESA’s Legal Strategies in Mergers & Acquisitions program in Edmonton on April 29, 2025.
-
62484.04This paper explores vendor protection considerations that are often overlooked, or if they are considered, they may be insufficiently done so. Topics addressed include: helping clients manage their expectations, earn outs, liability of limited partners in other jurisdictions, securing unpaid dividends and redemption amounts, vendor take back arrangements, entire agreement clauses, releasing directors, T4 tax slips, wire transfers, paying out encumbrances, differing time zones, ownership of emails and privileged communications, association/loss of CCPC status, fraud, warranty expirations, widow/widower clauses, indemnity limitations, minute books, non-competition agreements or clauses, and more. These materials are part of a collection presented at LESA’s Legal Strategies in Mergers & Acquisitions program in Edmonton on April 29, 2025.
-
62484.05This paper discusses common issues arising in private mergers and acquisitions, where owner-manager sellers have implemented tax-planned structures, and the benefits available under properly executed and maintained ownership structures. One primary case study will be used to explain the purpose of a simplified but common tax-planned structure and the benefits derived by sellers. A secondary case study shows a non-tax-planned structure to juxtapose against the primary case study, illustrating the disadvantages of not engaging in tax planning in advance of a contemplated sale. These materials are part of a collection presented at LESA’s Legal Strategies in Mergers & Acquisitions program in Edmonton on April 29, 2025.
-
62457.11This paper examines the classes of individuals entitled to make FMS claims; relevant provisions of the Wills and Succession Act; the applicability (and non-applicability) of family property and child support legislation to the Statute of Elizabeth; and unjust enrichment. This paper is part of a collection presented at LESA’s 2025 Refresher: Wills and Estates in Victoria, BC on April 10-12, 2025.
-
62457.10Estate litigation in Alberta involves navigating complex legal issues. This paper explores the role of the personal representative in managing estate disputes, provides insight into assessing the impact and advisability of litigation, and considers various factors that personal representatives and lawyers acting for interested parties should keep in mind when contemplating or continuing litigation. It also examines the use of estate caveats as a strategic tool in litigation and potential costs consequences of doing so. This paper is part of a collection presented at LESA’s 2025 Refresher: Wills and Estates in Victoria, BC on April 10-12, 2025.
-
62457.09Though the importance of dower rights has perhaps declined, as most married couples own their matrimonial home in joint tenancy, these rights continue to wield power and can have a variety of unintended and long-lasting consequences when the landowning spouse dies. This paper addresses the purpose of dower, the bundle of dower rights, ownership of land and dower, homesteads, consents and releases, life estates and their values, dispensing with consent, and practical problems. It also provides tips for a drafting solicitor. This paper is part of a collection presented at LESA’s 2025 Refresher: Wills and Estates in Victoria, BC on April 10-12, 2025.
-
62457.08This paper provides tips to support lawyers as they navigate less common situations throughout the application process, including “to be determined inventory” values, the irregularities section, recalling the application, service of notice to interested persons, other documents after the grant is issued, and withdrawal of counsel. It also provides examples of unusual circumstances and provides potential ways to address them. This paper is part of a collection presented at LESA’s 2025 Refresher: Wills and Estates in Victoria, BC on April 10-12, 2025.
-
62457.07Solicitors are obliged to address capacity issues when helping a client make a will. The test for capacity articulated in Banks v Goodfellow works for most situations. But what happens in unusual cases? Can lawyers (or judges) rely on the Banks test? This paper provides a framework to deal with capacity issues in non-standard transactions, both in lawyers’ offices during estate planning and in court during litigation. This paper is part of a collection presented at LESA’s 2025 Refresher: Wills and Estates in Victoria, BC on April 10-12, 2025.
-
62457.06This paper addresses less common or irregular assets that may exist in estate planning or an estate administration practice. Topics addressed include pets, firearms, shares in closely held corporations, life estates in the marital home, and valueless mines and minerals interests. The paper also includes precedent will clauses that could be used to address issues related to these assets. This paper is part of a collection presented at LESA’s 2025 Refresher: Wills and Estates in Victoria, BC on April 10-12, 2025.
-
62457.05Canvassing legislation, case law, and common practice, this comprehensive paper examines rectification, validation, and interpretation of non-compliant wills; evidence in estate matters, including s 85(2) of the Surrogate Rules, de bene esse evidence, admissibility of hearsay evidence in estate matters, and section 11 of the Alberta Evidence Act; accounting; settlement offers; and costs. This paper is part of a collection presented at LESA’s 2025 Refresher: Wills and Estates in Victoria, BC on April 10-12, 2025.
1
2
3
…
110
Next
