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Business succession: An undertaking that requires planning

September 2011

The business succession process consists of two major components parts: transfer of the decision-making power (management) and transfer of ownership (control) of the business. The decisions to be made are often difficult and complex. They include human, financial, tax and legal aspects. That is why the transfer of management is often perceived as more difficult to carry out than the transfer of ownership itself.

A choice is not an omission

September 2011

On July 4, 2011, The Quebec Court of Appeal upheld a judgment by the Superior Court which declared illegal two certificates of modification of the inscription on the 2006-2009 real estate assessment roll of a private golf course operated by the Country Club of Montreal in the City of Saint-Lambert.

Business succession: Time to plan

September 2011

Business owners are reminded daily that the taxman is their principal business partner, since they must share with him a significant portion of their annual income. It is therefore recommended to turn to tax experts and financial planners whose job it is to implement tax and financial mechanisms in order to reduce, defer and perhaps even eliminate the tax consequences upon death or the transfer of one's business.

Waiving of the right to legal hypothecs

July 2011

The construction legal hypothec is a privilege granted by the Civil Code to persons having participated in the construction or renovation of a property. This hypothec originates with the signing of a contract, without having to publish it, and is preserved by its registration in the land register within 30 days of the completion of work. At the signing of the contract however, the owner sometimes will require the contractor, supplier or sub-contractor to waive this legal hypothec. Is the waiving of this right permitted by law? If the contractor does indeed waive his right, how can he otherwise protect his claim? (Available in French only)

Debt recovery and forensic litigation

May 2011

The recovery of a debt which results from fraudulent external activity or dishonest employees calls for creative thinking and the use of special recourses. The harm to the company caused by an intentional attack on its assets is often devastating. The following is a basic overview of the recourses available in Quebec to attempt to recover amounts should the need arise.

Trusts: Facts and fiction

May 2011

The use of trusts by a business owner for tax or estate planning is still misunderstood. It is important to study the different aspects of a trust to determine whether it could be the appropriate vehicle to hold some of your assets. The tax and other advantages that come from setting up a trust should be considered as a whole with a mid to long-term perspective. In order to benefit fully from these advantages, we recommend obtaining the advice of an expert as early as possible in the corporate life of your business. This advice should not be limited only to the creation phase of a trust but, throughout your business' growth and even up to its sale, purchase of assets or even in the event of a death.

Beware of the Words "Final Payment" on a cheque

March 2011

The general principle is that cashing a cheque, bank draft, money order or other instrument bearing the words "final payment" or accompanied by a letter indicating that the cheque constitutes final payment creates a presumption of fact that the debt is extinguished by the payment.

Les clauses de non-recours insérées dans les documents d'appels d'offres sont-elles valides?

March 2011

In the case of Tercon Contractors ltd. v. British-Columbia (Ministry of Transportation and Infrastructure), the Supreme Court of Canada states that the province of British-Columbia overlooked the basis of its own call for tenders and, in doing so, disrupted the balance amongst the bidders by awarding the contract to a business that was ineligible to bid. The court struck down the exclusion clause incorporated into the call for tender documents and upheld Tercon’s claim regarding loss of profits. (Available in French only)