Corporate & Commercial Law — Ontario
Strategic corporate and commercial legal advice for Ontario businesses at every stage — from incorporation and leasing to complex transactions, governance, financing, and disputes.
Ontario-licensed corporate lawyers
OBCA, CBCA & commercial lawPractical, plain-language advice
Clear guidance you can act onBusiness-focused strategies
Startups to established corporationsVirtual and in-person consultations
Serving clients across Ontario
Who We Help
Our corporate and commercial law practice in Ontario serves businesses at every stage of their lifecycle — from entrepreneurs incorporating their first company to established corporations managing complex transactions, governance obligations, leasing arrangements, and disputes. We provide practical, results-oriented legal counsel tailored to each client's specific industry, structure, and goals.
Common situations we handle include:
Our Services
We cover the full spectrum of corporate and commercial legal needs — from day-one business formation and commercial lease review through complex financing, M&A transactions, and corporate litigation.
Commercial leases in Ontario are not regulated the way residential leases are — landlords draft these agreements entirely in their favour, and the stakes are significant. Whether you are a business tenant signing your first retail or office lease, renewing an existing one, or a landlord managing commercial tenancies, our commercial leasing lawyers in Ontario review and negotiate every term before you are bound. We cover rent, escalation clauses, renewal and termination options, assignment and subletting rights, permitted use, tenant improvement allowances, personal guarantee exposure, exclusivity provisions, and liability allocation. We act for both landlords and tenants across retail, office, and industrial properties throughout Ontario.
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Legal guidance on selecting and implementing the right business structure in Ontario — sole proprietorship, general or limited partnership, corporation under the OBCA or CBCA, or professional corporation. We handle federal and provincial incorporations, draft founding shareholder agreements, establish minute books and initial resolutions, and put in place the legal foundation your business needs from day one.
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Maintaining a compliant corporation in Ontario is an ongoing legal obligation. We assist with annual returns and regulatory filings, corporate minute book maintenance, bylaws, corporate resolutions, and ownership changes. Proper governance documentation is required for CRA compliance, business financing, and any future sale — and it starts with keeping your records current under the OBCA or CBCA.
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When your Ontario business evolves, the legal structure must follow. We advise on mergers and acquisitions (M&A), business sales and purchases (share deals and asset deals), share reallocations, buy-sell arrangements, corporate reorganizations, and dissolution. We manage due diligence, purchase agreements, representations and warranties, and post-closing obligations from start to finish.
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Well-drafted commercial contracts reduce legal exposure and protect your business relationships. We draft, review, and negotiate a full range of agreements — non-disclosure and confidentiality agreements, supplier and distributor contracts, licensing agreements, franchise agreements under the Arthur Wishart Act (Ontario), master service agreements, and technology and software contracts — all tailored to your business objectives and Ontario law.
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Access to capital requires careful legal structuring. We advise on debt financing arrangements, loan and credit agreements, share issuances and capital raises, securities compliance under Ontario and federal law, and private placement documentation. From early-stage funding to complex multi-party financing, we ensure the legal framework supports your financial objectives and meets regulatory requirements.
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When a business faces financial distress, timely and strategic legal intervention is critical. We advise corporations, creditors, and directors on restructuring options under the Bankruptcy and Insolvency Act (BIA), commercial proposals, receiverships, asset sales, creditor protection mechanisms, and director and officer liability. Our goal is to protect value and manage legal risk at every stage of financial difficulty.
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Business disputes require experienced legal counsel that understands both the commercial and legal stakes. We represent corporations, shareholders, directors, and officers in commercial and contractual disputes, shareholder and partnership conflicts, oppression remedy applications under the OBCA, and director and officer defence litigation before Ontario courts. Where possible, we pursue early resolution — but we are fully prepared to litigate when required.
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From hiring to termination, we assist Ontario businesses in managing their employment obligations. Our corporate employment practice covers executive and employee contracts, workplace policies, ESA-compliant termination and severance packages, and restrictive covenants — including non-compete and non-solicitation clauses structured to be enforceable under Ontario law and protect your business interests.
Learn MoreCommercial Leasing in Ontario
Commercial leases govern one of your most significant business obligations — your premises. Unlike residential tenancies, commercial leases in Ontario have no standard form and are not protected by the Residential Tenancies Act. A landlord's standard-form lease will typically favour the landlord on virtually every term. Before you sign, a commercial leasing lawyer reviews and negotiates the lease to protect your position as a tenant — or drafts a sound lease if you are the landlord.
Storefront and shopping centre leases with percentage rent, exclusivity, co-tenancy, and kick-out clauses requiring specialist review.
Net and gross leases for office space, including operating cost management, HVAC provisions, and sublet rights.
Warehouse, manufacturing, and flex-space leases with specific use, environmental, and building modification provisions.
Renewal option exercise, rent renegotiation, lease assignments when selling a business, and subletting approvals.
Key terms our leasing lawyers review and negotiate:
Effective corporate legal counsel starts with understanding your business model, risk tolerance, and goals. Our approach focuses on identifying legal and commercial risk early, structuring agreements and transactions to align with your objectives, and providing clear, actionable guidance — whether you are incorporating a company, negotiating a commercial lease, managing a shareholder dispute, or navigating a major transaction. We prioritize practical outcomes over procedural complexity and plain-language advice over legal jargon.
Detailed Practice Areas
Within each service category, our Ontario corporate lawyers handle a wide range of specific legal matters. Below are some of the most frequently requested services.
Incorporating under the OBCA (Ontario) or CBCA (federal), including post-incorporation documentation, initial resolutions, minute book setup, and share structure design.
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Protecting all shareholders through carefully structured agreements — share classes, transfer restrictions, exit provisions, drag-along/tag-along rights, and deadlock resolution mechanisms.
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Advising buyers and sellers in Ontario business acquisitions — due diligence, share and asset purchase agreements, representations and warranties, and post-closing obligations.
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Franchise disclosure documents, franchise agreements, renewal and termination rights, and franchisee rights under Ontario's Arthur Wishart Act — for both franchisors and franchisees.
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Protecting proprietary information and trade secrets through tailored NDAs for commercial transactions, employment relationships, and technology partnerships in Ontario.
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Helping Ontario businesses under financial pressure negotiate debt workouts, pursue BIA proposals, and implement restructuring strategies that stabilize operations and manage creditor obligations.
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Directors and officers face personal liability exposure for corporate obligations during insolvency. We advise on statutory liabilities, due diligence defences, and risk mitigation strategies under Ontario and federal law.
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Representing shareholders and partners in disputes involving oppression remedies, breach of fiduciary duty, deadlock situations, and derivative actions before Ontario courts.
Learn MoreLegal costs are an important consideration for any business. Where appropriate, we offer fixed-fee services for defined corporate tasks — including lease reviews, incorporations, and shareholder agreements — along with clear explanations of billing, scope, and timelines so you can make informed decisions and manage costs effectively.
Discuss Fees During Your Consultation →Frequently Asked Questions
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