Search LESA Resources
Areas of Law
Content Type
Author
Find by author/faculty...
Author listing includes first and last names only.
Date
-
OC-62183-10How do we reconcile the ease and relative safety of precedent usage with recent pushes from the bench, legal educators, and an increasing number of clients, towards clear and easy-to-understand language in contracts? This on-demand program points out common examples of the most prevalent pitfalls of using precedents – vagueness and ambiguity – and provides helpful techniques for spotting and correcting archaic and convoluted language, built into precedents over time, that confuses judges, lawyers, and clients alike. This on-demand program was originally broadcasted as a webinar on May 27, 2020. Total running time is 51 minutes.
-
62142.03This paper discusses employment and labour consideration that arise when selling a business through a share purchase or an asset purchase. Both federal and provincial legislation are discussed, and topics include occupational health and safety, human rights, privacy, and workers’ compensation law. This paper is part of a collection presented at LESA’s Buying and Selling a Business program in Calgary on December 3, 2019 and in Edmonton on December 10, 2019.
-
62142.02These materials include sample representations and warranties for both an asset sale and a share sale. Both samples include extensive annotated footnotes. Alternative sample knowledge definition clauses are also provided. This paper is part of a collection presented at LESA’s Buying and Selling a Business program in Calgary on December 3, 2019 and in Edmonton on December 10, 2019.
-
62142.01This paper examines key preliminary business transaction considerations including timelines, due diligence, letters of intent, and confidentiality agreements. This paper is part of a collection presented at LESA’s Buying and Selling a Business program in Calgary on December 3, 2019 and in Edmonton on December 10, 2019.
-
OC-62137-GPExplore the tax nuances of various kinds of share exchanges and rollovers. Review the tax implications of the sale of shares of a private business as compared to the sale of its assets, and discover helpful strategies and documentation tips for corporate/commercial practitioners. Identify how to help your clients with matters at the Tax Court of Canada. This on-demand program was originally presented as an in-person program on October 28, 2019. Total running time is 4 hours, 45 minutes. Each presentation sold separately.
-
OC-62137.07Review case law and highlight some of the legal tools for fixing mistakes in corporate and commercial documents, including common law rectification, rescission, and some provisions of the Business Corporations Act. The materials also include suggestions for how to deal with mistakes both during the drafting process and after it is completed. This on-demand program was originally presented as an in-person program in October, 2019. Total running time is 35 minutes.
-
OC-62137.06Review some fundamental asset sale tax concepts to help corporate lawyers understand the basic tax consequences that could arise from the sale. Topics include classification of property, depreciable versus non-depreciable capital property, drafting tips and traps, earn-outs and contingent considerations, restrictive covenants, common tax elections, and hybrid sales. This on-demand program was originally presented as an in-person program in October, 2019. Total running time is 39 minutes.
-
OC-62137.05Explore common income tax considerations that arise in share purchase transactions, with an emphasis on particularly important items for non-tax practitioners to understand. Discuss general income tax considerations and specific considerations for non-arm’s length purchase transactions. This on-demand program was originally presented as an in-person program in October, 2019. Total running time is 42 minutes.
-
OC-62137.04Discuss the context on section 85 of the Income Tax Act for drafting purposes. Identify situations where a section 85 rollover can be used as a tax planning tool, review legislative requirements and mechanics of the provision, and consider related income tax and sales tax matters. Discuss how to document a section 85 rollover transaction against this technical background. This on-demand program was originally presented as an in-person program in October, 2019. Total running time is 37 minutes.
-
OC-62137.03Discuss how section 86 of the Income Tax Act allows for the exchange of shares within the same corporation to occur on a tax-deferred basis when certain criteria are met. Identify how section 86 differs from section 51, note certain issues and situations to watch for, discuss the implications of the tax on split income (TOSI) regime, outline considerations when working with accountant, share best practices to implement in anticipation of Canada Revenue Agency review of section 86 transactions, and summarize post-transaction issues and opportunities. This on-demand program was originally presented as an in-person program in October, 2019. Total running time is 50 minutes.
-
OC-62137.01Dive into an introduction to the Tax Court of Canada and a judicial perspective on strategies for helping clients with Tax Court matters. This on-demand program was originally presented as an in-person program in October, 2019. Total running time is 42 minutes.
-
OC-62137.02Discuss the purpose of a tax-deferred share exchange and identify some fundamental concepts for planning and implementing a share exchange. Explore the technical requirements and mechanics of section 51 of the Income Tax Act. Review some practical issues that arise in planning or documenting a section 51 share exchange. This on-demand program was originally presented as an in-person program in October, 2019. Total running time is 40 minutes.
