PRACTICE AREAS
BUSINESS ASSOCIATIONS
Enterprise and Investment Structuring
Business Acquisitions and Sales
Commercial Agreements
The International Element
Enterprise and Investment Structuring
“Business associations” refers to every form of organisation through which one might carry on business or flow income from property, i.e., dividends, rents, royalties or interest. At the highest level, these include corporations, partnerships and trusts. These categories further divide, however, as different jurisdictions offer their own variations such as unlimited liability companies (ULCs), limited liability companies (LLCs), C-Corps, S-Corps, limited partnerships (LPs), limited liability partnerships (LLPs) and the various iterations of trusts—these, before ever leaving Canada and the U.S. These loosely termed “business associations” are the tools for all enterprise and investment structuring—and re-structuring— and their application requires expertise on both sides of the artificial, and largely unhelpful, legal and tax divide.
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Business Acquisitions and Sales
Business acquisitions and sales, frequently termed “M&A” or, “mergers and acquisitions”, specifically refers to the purchase or sale of either business associations or their assets. The purchase or sale of each type of business association entails its own consequences, from both legal and tax perspectives. These differences must be understood before considering the pros and cons of the direct or indirect sale or acquisition of the assets themselves or of “equity” in the particular business association. Westaway Corporate Law combines the specialised knowledge of the various forms of business association with more than twenty years’ experience negotiating and closing their acquisition and sale.
Commercial Agreements
Reviewing and drafting contracts requires far more than mere comparison with, or tailoring of, precedent. Contracts are not pieces of stationery to be bought off the shelf. Rather, the negotiation and drafting of contracts is a process through which intentions are clarified, risks anticipated, assets protected (with a particular emphasis on intellectual property) and value grown. Westaway Corporate Law brings to bear decades of experience advising entrepreneurs and executives to anticipate issues before they arise, ensuring that its clients’ interests are protected and their needs met.
The International Element
Whether structuring, buying or selling a business or investment or negotiating a specialised and highly contextual commercial agreement, the intervention of an international border adds a whole other dimension, distinct from the domestic considerations on either side of that border. Every country has particular rules addressing cross-border ownership, financial relationships and cash flows. These rules are then modified by a global network of bi-lateral tax treaties. Largely tax driven, these rules require the highly specialised knowledge and experience that Westaway Corporate Law offers.