Corporate, Commercial, Mergers And Acquisitions, Tax And Estate Planning

At Lazarus, we understand the challenges faced by businesses during daily operations. Navigating the legal and regulatory maze of domestic and international business law is demanding and can take focus away from managing your organization.

To facilitate the legal aspects of our clients' businesses, we have helped businesses of all sizes – from small startups to established corporations – deal with various legal issues with a focus on corporate services, corporate financing, and Mergers & Acquisitions.

Corporate
Services

Our goal is to guide our clients through the complex laws and regulations to ensure compliance with the act regulating their business. We offer a comprehensive range of corporate services tailored to your specific needs.

Our experienced team offers the following corporate services:

  • Incorporation

    Formation of Provincial or Federal corporations, including filing all the documents with the appropriate governmental authorities, the Articles of Incorporation, the accompanying Schedule, and organizing the Minute Book.

  • Annual Maintenance

    Filing of the statutory annual returns with the appropriate governmental authorities and drafting of annual resolutions.

  • Agent Representation

    Agent representation for extra-provincial corporations. Reach out to us for more information.

  • MSB and FMSB Licenses

    Assistance to apply for the appropriate Money Services Business License with Revenu Québec and FINTRAC.

  • Accounting

    Preparation of Financial Statements and Corporate Tax Filings.

M&A

Our mergers and acquisitions practice provides our clients with complete service as they embark upon the purchase or sale of a business enterprise. From the initial tax analysis to determine the optimum structure of the transaction, to the drafting of letters of intent, arranging of financing, negotiation and drafting of the share or asset purchase agreements and non-competition agreements, our lawyers and notaries will guide clients through each phase of these transactions, providing comprehensive analysis and solutions to the many issues that can arise.

We provide our clients with a well-established regional, national, and international scope of services for all corporate law related matters.

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Our M&A knowledge of complex transactions and structure allows us to provide insightful advice about the following services:

  • Tax due diligence
  • Employment Continuity
  • Foreign Investments
  • Intellectual Property
  • Share Purchase Agreement
  • Asset Purchase Agreement
  • Shareholders' Agreement

Lazarus is strategic in addressing all legal and regulatory implications of a transaction to minimize business risks.

Corporate
Financing

Lazarus has the experience to structure the financing needs of our clients. We work with traditional and alternative lenders to find the most suitable and cost-efficient structure.

Our goal is to maximize shareholder/equity value through short and long-term financial planning, using our global professional network to support every phase of the process.

Commercial
Law

Relying on years of experience and on our familiarity with the needs of our clients, our team can review, negotiate and draft many types of business contracts, including supply agreements, leases, franchise and royalty arrangements, licensing arrangements, manufacturing agreements, employment contracts, research & development contracts, loans and mortgages.

Corporate
Law

Corporate law is another area in which the Lazarus team has broad experience, from simple incorporations to sophisticated equity structures. Besides the establishment or reorganization of corporate structures, our team can assist with shareholder agreements, buy-sell arrangements, minority shareholder rights, corporate maintenance, amalgamations, dissolutions and winding-up transactions, financing structures and banking matters.

Tax and Estate
Planning

We have developed and offer our clients broad taxation expertise, including tax planning for our corporate clients and for individuals. For corporations and businesses, this involves the establishment of business relationships created or modified so as to minimize taxation, and the organization and proper structure of corporate groups, including parent, subsidiary and affiliate relationships to facilitate inter-corporate cash flow. For individuals, tax planning involves not only the minimization of present taxes, but includes estate planning so as to reduce or eliminate the high levels of taxation that often accompany the passing of one's wealth to children.

We have extensive knowledge and experience in the negotiation and drafting of a variety of documents, including the more common documents listed below:

  • Purchase and Sale Agreements (assets and shares)
  • Shareholder Buyouts
  • Option Agreements
  • Letters of Intent and Offers to Purchase
  • Merger Agreements (Amalgamation and Windup Agreements)
  • Unanimous Shareholders' Agreements
  • Rollover Agreements
  • Powers of Attorney and Mandates
  • Wills (Notarial and Non-Notarial)
  • Living Wills
  • Trust Deeds (Inter-Vivos, Testamentary, Alter Ego and Asset Protection)
  • Manufacturing Agreements
  • Royalty and Licensing Agreements
  • Management Agreements
  • Partnership, Joint Venture and Co-ownership Agreements
  • Security Agreements (Escrow and Hypothec Agreements)
  • Loan and Financing Agreements
  • Incorporations – Federal, Provincial, Foundations, Non-profit
  • Leases
  • Non-competition Agreements
  • Non-disclosure and Confidentiality Agreements
  • Employment Agreements
  • SR&ED Agreements (Research and Development)

We find solutions.

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