Incorporation with multiple shareholders and share classes
Incorporating a company with several owners, separate share classes and tailored voting and dividend rights.
Timing depends on the deal, the other parties and any government approvals; the lawyer confirms the steps in writing before work starts. Ontario Done by an Ontario lawyer, by referral
What is included
Discusses each owner's role, contributions and expectations
Drafts or reviews shareholders', partnership or founders' agreements
Prepares share issuances, transfers and redemptions with the supporting resolutions
Sets out rules for decisions, deadlocks, exits and buy-outs
Helps owners negotiate an exit when the relationship ends
What is not included
Government filing, search and registration fees and other disbursements
Tax, accounting or valuation advice, unless the lawyer agrees to provide it
Disputes or litigation that arise later
Work by NEO Legal Services: NEO is a paralegal firm and only makes the referral
Who this service is for
Co-founders and co-owners of a business
Partners in a firm or partnership
Shareholders adding, buying out or replacing an owner
Information to have ready
1Names and ownership percentages of each owner
2Current articles, by-laws and minute book
3Any existing agreement between the owners
4What each owner has contributed or is expected to contribute
How a referral works
1Tell us in a few words what the matter is about, and who else is involved, so we can check for a conflict of interest.
2We recommend an Ontario lawyer for your matter, and at least one other you could choose instead.
3The lawyer runs their own conflict check, confirms the scope and quotes the fee, normally in a written retainer agreement.
4You pay the lawyer's fee to the lawyer. Any referral fee comes out of it, is disclosed to you in writing, and never increases what you pay.
A typical Ontario fee for this service is $1,800–$4,000, plus HST. The lawyer quotes the actual fee before any work starts. You pay the lawyer directly; the referral itself costs you nothing.
Should I involve my accountant?+
Often, yes. Many corporate steps, such as share structures, reorganizations and business sales, have tax effects, and the lawyer may work with your accountant on them.
Can one lawyer act for both sides of a deal?+
Usually not when the parties' interests differ. Each party to a business sale, shareholders' agreement or major contract usually has a separate lawyer.
What is a minute book and why does it matter?+
It is the corporation's record of its articles, by-laws, resolutions and registers. Buyers, lenders and the Canada Revenue Agency may ask to see it, so keeping it up to date avoids delays later.
General information only, not legal advice. NEO Legal Services Professional Corporation is a licensed paralegal firm regulated by the Law Society of Ontario.
Important limitations
No particular commercial result can be guaranteed
Government approvals and third-party consents are outside the lawyer's control
The work is limited to the scope the lawyer confirms in writing