Business Law

PROCESS

Step 1

Book your appointment
now.

Book Your Appointment

Virtual and in-person consultations
Red Deer and Calgary locations.
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Step 2

Complete intake form
online or over the phone.

Complete Intake Form

The intake form will be sent to you after successful completion of conflict check.

Step 3

Meet with us to review
needs and options.

Review

Meet in-person or virtually with us to review needs and options.
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Step 4

We draft your
corporate or business documents.

Draft

We draft your documents while keeping you updated all along the way.

Step 5

Finalize and
sign documents.

Finalize

Review, finalize, approve and sign documents.
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KEY PEOPLE

Cyril Gurevitch KC
Ronke Omorodion
Julian Dobre

BUSINESS LAW

Whether you are a startup or large enterprise, Donna Purcell QC Law’s business and corporate team have the expertise to handle your documents and transactions. We can assist everywhere from simple transactions, including incorporation, asset and share sales, restructuring, and share and loan issuance, to complex transactions, including mergers and acquisitions and complex leases, contracts and negotiations. 

FREQUENTLY ASKED QUESTIONS (FAQs)

* This information is not legal advice and should not be relied on without speaking to a lawyer.

You can meet with us in person or virtually via Zoom – it’s your choice. Whatever you choose, we will adjust to meet your needs and comfort level.

We work hard to make our pricing competitive and transparent. Our website outlines our typical fees for straightforward transactions. For more complicated transactions, we will provide you with a no-obligation estimate at the end of your first meeting. See our Terms of Use for more information.

We make protecting your online presence simple:

  • Click Book Now or call us at 1-833- DPQCLAW to book a virtual or in person appointment.
  • We’ll email you a brief Intake Form to complete before your appointment. This helps us make your appointment more valuable to you. Complete the form online or call us and we’ll go through it with you.
  • At your appointment we learn more about you and your wishes and help you understand your options and costs.
  • If you wish to move forward, we start drafting your documents for you to review.
  • Once you are satisfied, we meet one last time to sign all your documents. Your documents are now legally enforceable! You can rest easy knowing your loved ones are taken care of.

An extra-provincial corporation is a corporation that is not registered under the local provincial legislation. 

An extra-provincial corporation in Alberta is one that:

  • solicits business in Alberta,
  • has its name, or any name under which it carries on business, is listed in an Alberta telephone directory or appears in any advertisement with an Alberta address,
  • has a resident agent, representative, warehouse, office or place of business in Alberta,
  • is licensed or registered, or required to be licensed or registered, under any Act of Alberta allowing it to carry on business, or 
  • it owns land in Alberta

If your business falls under any of those categories, you must extra-provincially register to comply with the Alberta Business Corporation’s Act

A simplex transaction is a one-off transaction that can be completed by one of our more junior staff.

Complex transactions, on the other hand, are multi-stage transactions that requires a more senior lawyer’s expertise. A complex transaction could be, for example, the purchase of a business that requires multiple stages, including conveyancing of the business property, conveyancing the assets, transferring shares, reviewing and negotiating contracts and leases, settling inventories, and more. 

Prior to your meeting, a lawyer will review your contract at their billable hour. At your meeting, the lawyer will explain the contract to you, highlighting any risks, red flags, or considerations you should be aware of before signing. If a re-draft is needed, and with your instructions, a new contract will be drafted at the lawyers’ hourly rate. 

You may organize as a sole proprietorship, partnership, or corporation, described in detail below. There is no one-size-fits-all business model. There may be advantages and disadvantages to each, depending on your particular circumstances. Your needs may change as your business changes and your exposure to liabilities increase. 

The sole proprietorship is the most simple and straightforward business organization. In a sole proprietorship, the business and the operator are one and the same. The sole proprietor has full control over the business and its operations. All contracts are entered into personally by the proprietor and the proprietor is personally liable for debts incurred by the business.

The main advantages of sole proprietorship are that they are relatively simple, flexible and start-up costs are minimal. In addition, the revenues earned by the business are not shared among partners or the corporation. This comes with tax implications, including paying taxes at the higher personal tax rate rather than the lower business tax rate.

If you are just starting out, you may consider staying a sole proprietor. As the business grows, and your liability exposure increases, you should consider a partnership or incorporation. 

A partnership is the relationship that exists between persons carrying on business in common with a view to profit. In Alberta, the Partnership Act sets out the legal framework for this business organization.  

A partnership comes with the main advantages of sharing costs, clients, and business with your partners. The major disadvantage of the partnership is that there is the potential for liability incurred by the partners. In a partnership, there is joint and several liability with all the other partners for the debts and obligations of the partnership incurred while that person was a partner. It is therefore very important that you can trust your partners because each and every partner has the power and authority to bind the other partners.

It is possible in some circumstances to register as a Limited Liability Partnerships (LLP), which is available to professions such as accounting or law. In an LLP, partners are not liable for the acts of their fellow partners unless they were involved in a negligent act themselves.  

A corporation is a more complex legal entity, creating a separate person in the eyes of the law from their founder. In Alberta, a corporation can be incorporated under the Companies Act, the Business Corporation’s Act (Alberta) or the Business Corporation’s Act (Canada).

There are several advantages of incorporation over sole proprietorship and partnership. Perhaps the greatest advantage is that, as the corporation is a separate legal entity, it attracts its own liability. The founders’ personal assets are therefore protected from creditors and lawsuits. There are also tax advantages to incorporation, including paying at the lower corporate tax rate. A corporation also has a perpetual existence and will continue to operate even after their founder dies.

A special type of corporation is the Professional Corporation. A Professional Corporation is a separate entity at law and can engage in things such as holding property, entering into contracts and hiring employees. A professional corporation must be registered with the Corporate Registry of Service Alberta and is only available for certain permitted professions, requiring an endorsement from the profession’s governing body.

You should organize as a not-for-profit (NFP) if your organization has a purely social or charitable purpose. With a NFP, the directors and managers cannot derive any private benefit from the organization. NFPs, quite literally, cannot make a profit, nor sell shares, declare dividends, or sell the organization to a buyer.

You may want to further consider registering as a charity. With charitable status, your organization can take donations and issue charitable receipts. 

PRICING

Bundles

* Note that listed pricing is for simple transactions only. Prices below do not include GST. Please see the Terms of Service for more information.

Incorporation Bundle

$ 1,999
  • Initial Consultation
  • Federal Incorporation
  • NUANS Search
  • Extra-Provincial Registration
  • Minutebook & Org. Documents
  • One Year Annual Return
Best Deal

Incorporation

$ 1,250 per filing
  • Registration Fees
  • Initial Consultation
  • NUANS Search
  • Incorporation
  • Minute Book & Org. Documents

Not-for-Profit Incorporation

$ 1,050 per filing
  • Registration Fees
  • Initial Consultation
  • NUANS Search
  • NFP Incorporation
  • Minute Book & Org. Documents

Extra-Provincial Registration

$ 575 per filing
  • Registration Fees
  • Extra-Provincial Incorporation
  • Org. Documents for Minute Book

Annual Returns

$ 315 per year
  • Registration Fees
  • Act as Registered Office
  • File Annual Return

Simple Transactions

$ 250 per hour
  • Asset and Share Sale and Purchase
  • Simple Restructuring
  • Simple Leases
  • Share and Loan Issuance
  • Section 85 Rollover
  • Simple Financings

Complex Transactions

$ 400 per hour
  • Mergers & Acquisitions
  • Complex Restructuring
  • Complex Leases
  • Shareholder Agreements
  • Employee Stock Option Plan (ESOP)
  • Complex Financings

BOOK NOW

If you can’t find a time that works for you, call us at 1-833-DPQCLAW

Contract Review & Negotiation

$ 250 per hour
  • Review Contracts
  • Rewrite Contracts
  • Attend Negotiations With Client
  • Oil & Gas Surface Leases
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Do not send details and/or confidential information/records about your case by email or other electronic means. We will not review forwarded information, or provide advice until you are accepted as our client. The content of this website is provided for informational purposes only and should not be taken as legal advice. Any email correspondence to Donna Purcell QC Law is for information only until you are accepted as our client. You should first seek legal/professional advice from someone retained to represent you before taking action regarding your matter.
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