General Business Law
- Incorporations of new companies
- Updating and revising existing corporate records
- Creative Business Structures
- Corporate organizations and restructuring
- Mergers and Acquisitions
- Corporate Finance
- Financing – Secured and Unsecured
- Joint Ventures and Limited Partnerships
- Not-for-profit Corporations
- Shareholder and Partnership Agreements
- Employment and Independent Contractor Agreements
- Business Succession Planning
- Commercial Real Estate Leasing
- Equipment Leasing
- Licensing & Technology
- Shareholders & Partnership Disputes
Our firm understands the legal matters and transactions that are associated with successfully operating a business in a competitive market. In addition, we also seek to understand your business, needs, objectives and goals. We act as a principle advisor for many of our clients, some of which are leaders in their fields and industries, and we strive to ensure our clients do well.
We provide strategic legal advice in a broad range of business and transactional matters including:
- Organization of corporations, partnerships and joint ventures
- Financing assistance
- Corporate governance including assistance in disputes and director liability issues, shareholder agreements, voting arrangements and corporate secretarial services
- General commercial matters
- Assisting businesses with their day-to-day commercial needs including providing advice in relation to contracts, distribution, supply and equipment leasing.
Closely Held Companies
We represent a number of family businesses. Succession planning is one of the most difficult and important issues facing family business owners. With decades of experience in corporate estate planning and conflict resolution, Day + Borg LLP is qualified to shepherd our clients through a succession planning process essential to the well-being of our clients and their businesses.
Day + Borg LLP has been advising many of its clients since the inception of their commercial endeavours, and have worked side by side with our clients, watching them grow and evolve. We have seen the next generation take part in the family enterprise, or find their own path, and throughout we have provided our clients with the peace of mind that comes with sound and objective advice to guide them through important decisions.
A proper approach to succession planning requires multidisciplinary expertise. Our firm provides our clients with the legal expertise necessary to ensure goals are achieved, while working with our clients’ financial and other advisors, accountants, and banks to confirm our clients realize the full value of their business, and have the opportunity to preserve and protect their position in their industry or profession. The development and execution of a proper plan requires special skills and a level of understanding which we strongly believe that we possess.
- Acting for sellers and buyers in the sale or purchase of businesses
- Corporate organization for effective creditor proofing and tax planning
- Resolution of disputes involving shareholders, directors, and management
- Implementing estate freezes, staged buy-outs and other corporate/estate planning strategies
- Facilitating shareholder, partner and family member acquisitions and reorganizations
Good corporate governance is the properly coordinated result of appropriate corporate structures, compliance, best practices, proper staffing, transparency and capable management. Sound legal advice is fundamental to ensuring that these areas are appropriately addressed. Day + Borg LLP has the experience and resources to provide advice on board and committee structures and mandates, governance processes and policies, directors’ and officers’ duties and liabilities, the conduct of meetings, conflicts of interest, and compliance with legislative requirements.
We are able to advise on all aspects of governance issues for a variety of entities, including self-regulatory organizations, private companies, clubs, and not-for-profit companies. Our lawyers can assist you in developing an organizational structure and compliance program that effectively meets your needs and minimizes the risks to the business, officers, and directors. We can analyze and advise on directors’ and officers’ coverage to ensure that protection is effective and appropriate to your corporate structure. We can assist with difficult questions of the application of the fiduciary standard and other responsibilities of directors and officers. We can assist with the development of a corporate code of conduct that meets your corporation’s unique needs.
Mergers & Acquisitions
Our firm advises on all types of transactions, from inception to post-closing integration, including privately negotiated purchases of shares or assets, or a combination thereof, and acquisitions completed by way of amalgamations and plans of arrangement. We provide transactional services in a cost-efficient and innovative manner to achieve our clients’ objectives.
Our focused approach begins with first fully understanding each client’s business objectives and needs, and from there, successfully identifying and allocating risk, and then finally, structuring, negotiating, and efficiently completing the M&A transaction. We work with tax experts to create and implement taxation structures that will meet the specific requirements of each business.
Critical to the success of any M&A is specialized knowledge of the complex and varied legal and regulatory issues that will arise in such transactions. Where required, we can provide experience to address the specific challenges and needs of the merging parties.
Download our Business Intake Forms:
Residential Real Estate
Day + Borg LLP is located in a rapidly growing community. The corollary to this is we are involved in many residential real estate transactions, both on the sale and purchase side. We offer block fees for “straight-forward” conveyancing matters. Most transactions fall into this category, but sometimes problems do arise. Our lawyers have considerable experience in residential real estate transactions, and are able to deal with these more difficult transactions when they unravel. In the event that a dispute does arise, you can be assured that Day + Borg LLP will be a competent advocate for your rights.
For residential real estate transactions, our team of real estate clerks will be your primary point of contact. You will find that they are well-versed, helpful and efficient. They are qualified to field in a timely manner inquiries and issues on a summary basis. Basic inquiries related to residential purchase, sale, or mortgage transactions can be directed to our real estate clerks. Of course, your file will always be supervised by a lawyer, but the “team approach” is comforting when you need an immediate response to any questions that you may have.
With electronic registration, electronic transfers of funds, DocuSign, ZOOM virtual meetings, computer databanks for property registration, real estate conveyancing has dramatically changed in Ontario. Day + Borg LLP have kept its skills and computer hardware and software current in order to meet the challenges of automation and the pandemic emergency orders. If you would like us to assist you with your real estate needs, we would ask that you download and complete our intake form, and then email/fax us our intake form which you can find below, along with a fully signed copy of the Agreement of Purchase and Sale and any relevant attachments.
Download our New Purchasers Intake Forms:
Download our New Sellers Intake Forms:
Download our New Mortgage Intake Form:
Commercial Real Estate
Areas of our commercial real estate practice include:
- Commercial, Retail and Industrial Leasing
- Acquisitions and Dispositions
- Land Development
- Severances and Minor Variance Applications
- Construction Contracts
- Construction Management Agreements
- Conveyancing in Insolvency and Receivership Proceedings
Day + Borg LLP has experience in all areas of commercial real estate law, from the most complex joint ventures and land development projects to routine commercial purchase, sale and mortgage transactions.
We assist our clients as they structure, negotiate, and fund their projects, and we strive to creatively and effectively overcome any obstacles which often arise during the course of a transaction. Our lawyers work hard to resolve all problems or disputes, and work closely with architects, engineers, and interested third parties to ensure our client’s success.
Estate Planning, Wills and Trusts
Areas of our estate planning practice include:
- Last Wills and Testaments (Primary and Secondary)
- Continuing Powers of Attorney
- Powers of Attorney for Personal Care
- Insurance Trust Agreements
- Cottage Ownership Succession
- Inter Vivos Trusts
- Succession Plans
- Tax Planning
- Power of Attorney Disputes
- Estate Disputes and Estate Litigation
We work closely with our clients and their other professional advisors to develop a personalized estate plan. We can develop tax-planned trusts, insurance agreements and wills to accomplish our client’s personal objectives while minimizing adverse tax consequences, including the reduction of estate administration tax. As we have extensive experience in corporate/commercial law, we are well equipped to deal with the complex issues relating to business succession planning, ongoing wealth transfer, and recreational property issues. In this way, our clients are better prepared to deal with aging, illness, incapacity, and death.
Upon incapacity or death, we represent and advise estate trustees, attorneys, beneficiaries, heirs, surviving spouses and other family members. We have expertise dealing with the needs and challenges presented by disabled beneficiaries. When disputes arise in the administration of an estate, we can provide counsel to assist in a cost-effective resolution, whether by litigation or other dispute resolution mechanisms. Where formal conflict resolution is required or litigation is inevitable, Day + Borg LLP is able to handle both simple and complex estate disputes. We can assist in disputes with and between estate trustees, powers of attorney, estate administration, will challenges, guardianship applications, support applications, as well as consent and capacity hearings.
We also assist families in managing the legal and financial affairs or the personal care of elderly and disabled individuals with capacity issues. Our focus is on resolving matters and advancing our clients’ objectives in an efficient, non-confrontational and effective manner.
Estate Administration/ Probate
Areas of our Estate Administration/Probate practice include:
- Applications for Certificate of Appointment of Estate Trustee with a Will
- Applications for Certificate of Appointment of Estate Trustee without a Will
- Applications for Small Estates (With or Without a Will)
- Applications for Directions from the Court
- Applications to prove a Will in solemn form
- Application to prove holograph Wills
- Guidance to Estate Trustees on matters of administration of an estate
- Passing of Accounts
- Preparation of Communications and Reports to Beneficiaries
- Declarations of Transmissions
- Transmission Applications
- Survivorship Applications
- Preparation of Renunciations
- Preparation of Notices of Contestation
- Releases of Beneficiaries
The estate department of our firm provides assistance to estate trustees in the discharge of their responsibilities in the administration of complex and simple estates. We regularly prepare and file Applications for Certificates of Appointment of Estate Trustees (probate) throughout Ontario. We have expertise in preparing filings for the purpose of passing estate accounts before the Court where required and assist in the proper distribution of the estate assets.
Some testamentary instruments require direction from the Court and where necessary we can guide and support estate trustees on the process. In the case where a Will or specific terms of a Will are being contested we can provide the necessary legal support to adjudicate the issues.
We work with institutional estate managers and act for estate trustees, beneficiaries and other parties with an interest in the disposition of estate assets. We can assist with seeking court direction, proving wills in solemn form, seeking direction on vague wording, varying wills, appointing and replacing trustees, asserting a constructive or resulting trust, and other claims.
We regularly prepare Survivorship and Transmission Applications for the transfer of legal title of real property. Conveyances of property do not always require formal probate (Certificates of Estate Trustee With or Without a Will) and we can direct the estate trustee where required so that legal costs can be minimized. Estate trustees must file an Estate Information Return to provide information on how the amount of estate administration tax was arrived at when applying for the Certificate of Appointment, including specific details of each asset and we can prepare the necessary material for this return. In situations where a beneficiary has concerns with the administration of an estate we can provide legal help where required.
- Marriage Contracts (Prenuptial Agreements)
- Cohabitation Agreements
- Separation Agreements
- Divorce and Family Litigation
Once the separation agreement or court Order has been secured, we will provide assistance to enforce the provisions of the settlement or Order if required.
Download our Family Matter Intake Forms:
Whether you have suffered a wrong and need to make a claim against another party, or have just been served with legal documents, Day + Borg LLP can assist you. We understand that litigation is stressful, and that Ontario’s civil law system can be particularly complex and intimidating. Our lawyers will help you develop a cost-effective strategy in order to ensure that you have the optimum chance at achieving your desired results. We will fiercely advocate for your rights, and will provide you with step-by-step guidance throughout the entire litigation process. We will ensure that you do not miss any statutory limitation periods or filing deadlines that may impede or prejudice your legal rights.
Our lawyers have experience as both plaintiff and defence counsel, and we regularly act for both individuals and corporations. At the outset of your file, we will take the time to sit down with you in order to develop a comprehensive plan and litigation strategy that will suit your specific needs and budget.
Areas of our litigation practice include:
- Commencing legal proceedings (including initiating Statements of Claim, bankruptcy proceedings, estate litigation, family law litigation, and corporate/commercial litigation)
- Preparing Statements of Defence and Third Party Proceedings where required
- Debt recovery actions
- Commencing garnishments
- Conducting examinations for discovery
- Tracing of assets
- Initiating seizure and sale
- Realizing on both secured and unsecured assets
- Arguing motions for interlocutory relief
- Obtaining injunctive relief
- Attending mediation and arbitration hearings
- Conducting trials
- Negotiating and litigating (if required) shareholder disputes
- Contractual disputes
An affidavit is the written equivalent of giving oral evidence under oath by the “deponent”, who is the person who makes the affidavit. It is a written description of facts. The affidavit is sworn or solemnly declared to be true. An affidavit is usually made in the context of court proceedings. Hearsay evidence is allowed as long as the source of the deponent’s information is identified, and the deponent takes an oath that he/she believes the evidence is true.
A declaration made in a prescribed form before a justice of the peace, notary public, or other person authorized by to administer an oath. It is similar to an affidavit, except it is usually drafted for purposes other than court proceedings. It is a solemn declaration authorized by the Canada Evidence Act and the Ontario Evidence Act and is used to assert the truth of any fact or facts or of any account rendered in writing. The declaration is of the same force and effect as if made under oath and therefore has value as evidence.
Notarized Copy/Certified Copy
A notarized copy is a photocopy of an original document that has been certified by a Notary Public to be a true and accurate copy of the original document. A certified copy is similar, but the certification can be completed by a Commissioner as well.
Consent Letter To Travel
The Department of Foreign Affairs and Trade recommends that if a person younger than 18 is travelling alone or with only one parent or another adult, they have their parents’ consent for such travel. A Notary Public or Commissioner can draft and/or notarize this consent document for you. The consent document is drafted according to the Canadian Department of Foreign Affairs and Trade’s recommended specifications and the parent(s) granting consent must attend our office with valid photo identification. More information can be found here.
We are counsel to a number of clients in the construction industry. Our knowledge and experience in construction, CCDC standard contracts, liens, litigation, labour and real estate enables us to provide clients in the building industry with comprehensive support as well as practical and timely advice.
We regularly act for general contractors, subcontractors, material suppliers, owners, developers, and mortgagees. We are aware of the unique challenges faced by the suppliers of construction services and materials, as well as and their payers. In order to meet the challenges of the industry, we help our clients navigate the Construction Act and the TARION program in order to ensure that their activities are in line with the legislative obligations and that their legal rights remain secured and protected.
Construction projects often involve contracts between the owner, a contractor, many subcontractors, a mortgagee, and an architect/engineer. We have successfully negotiated, mediated (as counsel and as mediator), arbitrated, and litigated all types of construction disputes. Among other things, we have dealt with matters including issues relating to negligent or deficient work, tendering, procurement, money due, deficiencies, liens, and trusts. We understand that clients involved in construction disputes want a quick and reasonable resolution to their disputes, and we assist them in achieving that goal.
Furthermore, we also have experience advising clients in the negotiation and drafting construction-related contracts, including design-build, construction management, stipulated sum and cost-plus contacts and subcontracts. Construction agreements focus often on the allocation of risk. We are aware of the risks that are likely to materialize into disputes. Our ability to effectively negotiate fair and sound construction agreements is based on a long history of files and experiences that we have been involved in over the years as counsel.