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61901.03British Columbia recently introduced the “Community Contribution Company”, a hybrid of for-profit business corporation and non-profit corporation without share capital. Its purpose is to allow limited investor returns within the context of a traditional for-profit company. This paper discusses the salient features of this new corporate structure, providing a balanced overview of its challenges and opportunities. It also reviews its various incarnations in other jurisdictions and outlines its potential uses in BC and Canada generally. This paper was presented at the Advising Charities, Not-for-Profits, and Social Enterprises Seminar in November 2013.
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61901.02Organized in a step-by-step fashion, with a full table of contents, this paper surveys some of the more difficult areas in the process of achieving and maintaining charitable status, and, for those who do not qualify (or choose not to), provides information on how to create and maintain simple non-profit status under the Income Tax Act. This paper was presented at the Advising Charities, Not-for-Profits, and Social Enterprises Seminar in November 2013.
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61901.01This paper seeks to define the term “social enterprise” and goes on to address questions like these: what considerations arise in giving advice to charities and not-for-profit organizations involving social enterprise? How does social enterprise currently fit into our legal system? What are the issues for individuals wanting to set up a social enterprise? Includes a list of reference materials including cases and articles. This paper was presented at the Advising Charities, Not-for-Profits, and Social Enterprises Seminar in November 2013.
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61864.06This paper provides a high level introduction to common elements of the domestic petroleum and natural gas legal practice. First, the paper discusses Alberta’s tenure system, which governs, administers, and regulates Alberta’s mineral rights regime. Next, the paper outlines various contractual arrangements affecting participants involved into the exploration, development, and production of petroleum and natural gas. Finally, this paper discusses the nature and importance of legal due diligence in transactions. This paper was presented at the Corporate Law for Legal Support Staff seminar held in February, 2013.
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61864.04This paper provides a basic overview of the procedure for a corporate acquisition, the key agreements involved, and the role of lawyers and support staff in an acquisition. The paper describes the types of acquisition agreements as well as the documents required at closing. This paper was presented at the Corporate Law for Legal Support Staff seminar held in February, 2013.
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61864.03This paper provides an introduction to transactional and financing due diligence practices by examining methods used by lawyers to investigate the business, legal, and financial affairs of a corporation in transactional and public financing contexts. This paper primarily focuses on corporate and securities due diligence, beginning with analyzing the purpose and objectives of due diligence in the context of the contemplated transaction, followed by an overview of general guidelines with respect to determining the scope of the due diligence investigation and an overview of the materials that would typically become the subject of an investigation. Due diligence precedents are included. This paper was presented at the Corporate Law for Legal Support Staff seminar held in February, 2013.
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61864.02After explaining the differences between Minutes and Resolutions, this paper provides a thorough account of a Minute Book, including its contents, record keeping, and annual filing requirements. Precedents for a Minute Book Review and Request for Incorporation and Organization are included. This paper was presented at the Corporate Law for Legal Support Staff seminar held in February, 2013.
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61864.01This paper provides a general overview of business structures, including sole proprietorships, partnerships, and corporations. Each business structure is explained and some of the advantages and disadvantages are identified. This paper was presented at the Corporate Law for Legal Support Staff seminar held in February, 2013.
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61858.03This paper outlines some of the typical tax issues facing a small or solo practitioner in general practice. Some of the topics covered include family tax, corporate tax, real estate taxation and tax issues related to wills and estates. The author also details a few new tax issues and useful planning ideas for the reader. This paper was presented at the Law and Practice Update program in November 2012.
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61850.04This paper discusses the material differences of directors’ duties and liabilities of not for profit organizations in Alberta from for profit organizations. Specifically, the author centers his analysis in the Societies Act, part 9 of the Companies Act, the Canada Corporations Act, and the new Canada Not for Profit Corporations Act. This paper was presented at the Directors’ and Officers’ Liabilities seminar in December 2012.
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61850.01This paper provides an overview of the key duties of directors and officers as well as a brief summary of other statues that may impose director and officer liability. Although the focus of this paper reflects the perspective of Canadian public corporations, many of the principles presented will be applicable to directors and officers in other contexts. This paper was presented at the Directors’ and Officers’ Liabilities seminar in December 2012.
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61861.03This paper addresses the basic questions surrounding estate freezes and comments on some of the important legal, planning, and tax considerations a practitioner should keep in mind when embarking on such a project. Topics discussed include what an estate freeze is and when and how one should be implemented. This paper was presented at the Advising a Private Family Business seminar in November – December 2012.
