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Practice 01
Business law, from the first filing to the sale.
For owner-run companies in Manitoba: setting up properly, keeping the records the Companies Office and your bank expect, and getting the big agreements right.
Routine corporate work is a flat fee. Purchases and sales of a business are quoted after a first meeting, in writing, with a range you can plan around.
Incorporation
A Manitoba company, set up so it works later.
Most incorporation trouble shows up years afterwards: shares issued to the wrong person, no record of who the directors are, a bank asking for resolutions nobody signed. We set it up so those questions have answers.
Flat fee $1,250, plus about $420 in government and search fees.
Included in the flat fee
- Name search (NUANS report) and a call about the name, or a numbered company
- Articles of incorporation filed with the Manitoba Companies Office
- Share structure for up to three owners, with a note on why it suits you
- General by-law, first directors’ and shareholders’ resolutions
- Share certificates, registers and a minute book (digital and binder)
- Individual with significant control register, which every company must keep
- A 30-minute handover call with your accountant if you want one
After year one
Annual minute-book upkeep.
Every Manitoba company files an annual return and should approve its year in writing. We do both each year, and remind you before the deadline.
$395
Plus the $60 Companies Office filing fee. Covers the annual resolutions, the annual return and updated registers.
$175 each
A new director, a change of address or a simple share transfer between existing owners.
Quoted
Minute books that have gone a few years without attention. We look first, then send a fixed price.
Agreements between owners
Decide the hard questions while everyone gets along.
A shareholder or partnership agreement is mostly about what happens when something changes: someone wants out, gets sick, divorces or dies.
| Matter | What it covers | Fee |
|---|---|---|
| Shareholder agreement | Two or three shareholders. Decision rules, buy-sell terms, valuation method, what happens on death or disability, non-compete. Two rounds of revisions.Four or more shareholders, or investors who are not working in the business: quoted. | from $2,800 |
| Partnership agreement | For partners not using a company: profit split, capital, leaving, and winding up. | from $2,400 |
| Commercial lease review (tenant) | Leases up to about 40 pages. A written memo of the clauses that cost money or limit you, a call to go through it, and suggested changes to send the landlord. | $950 |
| Commercial lease (landlord) | A lease drafted for your building, or an existing form brought up to date. | from $1,800 |
| Lease negotiation | Back-and-forth with the landlord or their lawyer after the review. | hourly |
Buying or selling a business
How a small business sale usually runs.
Most deals we see close in 8 to 14 weeks from a signed letter of intent. The longest part is usually the buyer’s review and the lender, not the paperwork.
You buy what the business owns
Equipment, stock, name, customer lists and the lease. Old debts usually stay with the seller. Typical legal fees for a small deal: $6,500 to $12,000.
You buy the company itself
Everything comes with it, including history. More review, tighter warranties. Typical: $9,000 to $18,000.
Getting ready a year early
A clean minute book, assignable leases and signed contracts with key customers make the buyer’s review shorter and the price easier to hold.
Disputes go elsewhere
If a partner, customer or landlord is suing you or you need to sue them, we will refer you to a litigation firm. We can still hand them the agreements and a summary so you don’t pay twice to explain the background.
Starting, changing or selling a company?
The first 20-minute call is free. We check for conflicts first, so please include the company name.