Wise Law Blog

BY VARUN ROBBY SHARMA, ASSOCIATE LAWYER

With the spring real estate season in full bloom, we track trends within the real estate industry. The Globe and Mail has recently reported that despite reaching a new peak last month, growth in the Canadian real estate market appears to be slowingin comparison to the year before.

The Teranet-National Bank House Price Index reported its weakest April with a rise of only 0.2 per cent from March. Compared to March, which saw a year over year growth of 4.7 per cent, April reflected a slowdown with a gain of only 4.4 per cent when compared to the same month last year.

Although not framed as a cause for concern, the index has reported its weakest April (excluding 2009 recession) since its 17 year tracking history. The driving factors are noted to be the real estate markets of the big cities like Toronto and Vancouver, combining for nearly half the national average.

Despite the hot hand of the Toronto and Vancouver markets, other Canadian cities appear to be lagging behind seeing an annual gain of only 3.4% without the two major contributors.

Whether the market is hot or slow, our Toronto real estate lawyers assist with all your real estate needs, including buying, selling, refinancing as well as title transfer services.

Visit our website for more information. We invite you to contact us for you real estate law needs.

- Varun Robby Sharma, Associate Lawyer

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Sources:

1. http://www.bnn.ca/News/2015/5/13/Home-prices-reach-new-peak-but-growth-slows.aspx

2. http://www.cbc.ca/news/business/average-house-price-in-canada-up-9-5-to-448-862-1.3075567

BY VARUN ROBBY SHARMA, ASSOCIATE LAWYER

Lawyers often get inquiries from potential clients related to a proposed arrangement where an individual is offered a chance to tie up with an existing company. Often, the idea involves an exchange of shares for either some consideration and / or services to be provided. This may involve a shareholder agreement to be prepared on the person's behalf.

If you find yourself in the middle of such a discussion, the questions listed below may guide you to make the right inquiries before confirming or committing to anything - either verbally or in writing. This information should then be taken to a business lawyer to assist you further.

The Business:

You want to gather various details of the business including, but not limited to:

• How long has it been operation?

• How does it stand financially? Profit / loss in previous year and since existence.

• How does the company generate business / leads?

• Is everything done locally or does it involve an out of province or international aspect (i.e. parts/ suppliers/ contacts)?

• Does it face or suffers from any liabilities / lawsuit?

• Is it incorporated federally / provincially and where does it operate from?

• Who is involved in the business ? Are there other parties and what are their roles in the business?

• Information re tax status: HST and Income tax. Are they up to date? Anything owing now or in previous years? Ideal to have it in good books of the CRA

• Company financial statements and income tax assessments for the last 3 years may be needed.

Your Role:

Knowing what the other party's expectations are will provide clarity:

• What is your role in the company? Is it strictly a sales role?

• Would you be an actual employee or independent contractor?

• Is yours to be a results based role (sales with commission) or will there be some other method of determining performance?

• What happens if you don't achieve certain targets - if imposed on you?

• How involved will you be in the company's day to day operation or from a management standpoint?

• Will you be required to participate in financing the business? To provide guarantees on loans etc.?

The Future:

It will be important to figure out, as much as possible, where the company / business is heading:

• What is the vision for the company?

• Where does the owner see it in: 1 year; 5 years?

• Are there any changes the owner can foresee if this arrangement is successful / unsuccessful?

You may want an idea of what, if any, exchange is to take place:

• What would be the potential percentage of the shares issued to you?

• What, if anything is the issuance of shares contingent on?

• Is there any expectation of capital upfront?

• Any special rights / privileges attached to the shares that the owner wants?

Additional:

Any additional information will be of help:

• Does the company use an existing accountant / lawyer - eventually we will require that information.

• Do you retain the contacts that you may introduce to the company?

Please note that the informatioin in this article is for general guidance only and does not constitute legal advice. We urge you to consult with a business lawyer before entering into a transaction or agreement.

At Wise Law Office. our business lawyers assist our clients with corporations and preparation of Shareholder Agreements. Visit our website for more information on our services for businesses.

- Varun Robby Sharma, Associate Lawyer

Which email client does your law office use?

I raise this question, as the purchase of a new computer for my desktop has necessitated the migration of all my emails – around 20 Gigs worth – to my new machine.

Out of habit, if nothing else, we have used Windows Live Mail as my office’s email client of choice.

While I suspect MS-Outlook has long been most lawyers’ preferred email software, I was always fond of Outlook Express, the predecessor to Windows Live Mail. When OE was discontinued, we migrated to Windows Live Mail as the path of least resistance.

Windows Live Mail, however, has become increasingly clunky over the years, and key, “can’t live without them” features, such as the ability to use email stationary, have for unfathomable reasons, simply been eliminated from the software.

We worked around these limitations by continuing our use of older, legacy versions of this software. And it worked just fine.

As we discovered, however, Windows 8.1 does not appear to allow the installation of these legacy versions.

As a result, I have made a long-avoided migration to MS-Outlook.

The migration process was a rather simple, if time-consuming, three-step process.

First, I exported all required emails from Windows Live Mail to a version of Outlook that was already installed on my old computer. Note that to use this method, it is necessary to have Outlook installed (with a profile set up) on the computer from which the export is being done;

Using Outlook on my old computer, I then exported all emails, via the resulting PST file, to our data server, where it will also be permanently archived for backup purposes;

Using Outlook on my new desktop, I imported the PST file from our data server, and my emails, including storage folders and subfolders, were restored.

My email life can now seamlessly carry on.

Outlook has numerous advantages over Windows Live Mail that were apparent even in this transition process.

Windows Live does not support exporting directly to our data server, for example. The software’s export function only allows saving to the desktop that hosts the program. This makes backing up and archiving a very cumbersome process.

The ability to export to a single PST file also has numerous advantages for archiving purposes.

So I am finally aboard the Outlook train.

Are there any other Windows Live Mail holdouts out there?

- Garry J. Wise, Toronto

(Cross posted at Slaw Tips)

Visit our Toronto Law Office website: www.wiselaw.net

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American courtroom dramas and John Grisham novels tend to skew Canadian views on what punitive damages are and how they are awarded.

The Ontario Court of Appeal’s November 2013 decision in

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