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OC-62495-6Explore the role of bylaws and how they are passed, and common and less common corporate bylaws. This on-demand program was originally presented as an in-person program titled Practice Foundations: Corporate Drafting on June 5, 2025. Total running time is 48 minutes.
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OC-62495-5Explore key components of articles of incorporation by walking through a precedent step-by-step. This on-demand program was originally presented as an in-person program titled Practice Foundations: Corporate Drafting on June 5, 2025. Total running time is 28 minutes.
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OC-62495-4Explore the essentials of dividends. This on-demand program was originally presented as an in-person program titled Practice Foundations: Corporate Drafting on June 5, 2025. Total running time is 1 hour, 3 minutes.
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OC-62495-3Explore the legal framework for USAs in Alberta, their practical applications, and the key considerations shareholders and advisors should bear in mind when negotiating and relying on them. This on-demand program was originally presented as an in-person program titled Practice Foundations: Corporate Drafting on June 5, 2025. Total running time is 1 hour, 20 minutes.
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OC-62495-2Explore strategies for drafting clear resolutions, common terms included in resolutions, and key considerations for deciding when a resolution is needed or not. This on-demand program was originally presented as an in-person program titled Practice Foundations: Corporate Drafting on June 5, 2025. Total running time is 1 hour, 3 minutes.
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OC-62495-1Part 14 of the Alberta Business Corporations Act outlines essential information on fundamental changes to a corporation. Through the lens of part 14, explore fundamental changes including amendment of articles, amalgamation, change of jurisdiction, extraordinary sale, lease, or exchange, and shareholders right to dissent. This on-demand program was originally presented as an in-person program titled Practice Foundations: Corporate Drafting on June 5, 2025. Total running time is 35 minutes.
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62505.01Understanding Section 86 share exchanges is crucial for lawyers advising clients on corporate reorganizations, estate freezes, and tax-efficient succession planning. This paper explores the practical knowledge to navigate the tax implications, avoid common pitfalls, and structure share exchanges effectively to confidently advise your clients. These materials were presented at LESA’s Section 86 Share Exchanges: Tax Considerations for Lawyers webinar on May 21, 2025.
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OC-62505Explore the practical knowledge to navigate the tax implications, avoid common pitfalls, and structure share exchanges effectively to confidently advise your clients. This on-demand program was originally broadcasted as a live webinar on May 21, 2025. Total running time is 1 hour.
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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.
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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.
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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.
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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.
