Shannel Diewold, JD, BA, Lawyer

Business Law

Incorporations, Corporate Structuring, and Formation of New Businesses in Ontario — Legal guidance for Ontario incorporations: select optimal structure, draft articles and by-laws, set share rights, prepare resolutions, minute book and director consents, complete NUANS search, file returns, ensure statutory compliance, and mitigate future disputes, tax issues, and governance risks.

Corporate Reorganizations, Amalgamations, and Continuance Transactions for Ontario Corporations — Advising on reorganizations, amalgamations, and continuances, including share exchanges, rollovers, asset transfers, tax-driven restructurings, and compliance with the Ontario and federal corporate law legislation to ensure continuity, protect shareholders, and maintain proper corporate governance.

Mergers, Acquisitions, and the Purchase or Sale of Ontario Businesses and Corporations — Counsel on mergers, acquisitions, and business purchases or sales, covering due diligence, letters of intent, asset or share purchase agreements, competition & regulatory compliance, tax structuring, financing, closing deliverables post-closing indemnities and holdbacks, transition planning support.

Shareholder Agreements, Partnership Agreements, and Resolving Shareholder Disputes — Drafting and negotiating shareholder and partnership agreements, including governance, voting, capital calls, payouts, buy-sell/shotgun, tag/drag-along, ROFRs, restrictive covenants, deadlock mechanisms, valuations; resolving disputes via mediation, arbitration, oppression remedies under OBCA/CBCA.

Corporate Governance, Regulatory Compliance, and Risk Management for Business Owners and Directors — Corporate governance and compliance advice for Ontario and federal corporations, including board duties, director liability, shareholder rights, minute books, resolutions, regulatory filings, risk management, ESG and privacy compliance, conflict of interest and statutory corporate governance law.

Business Succession Planning, Tax Structuring, and Ownership Transition Strategies — Business succession planning and transition strategies, including estate freezes, rollovers, family trusts, shareholder buy-sell arrangements, cross-purchase agreements, tax-efficient transfers, retirement planning, corporate reorganizations, valuation methods, and compliance with succession laws.

Commercial Contract Drafting, Negotiation, and Review of Business Agreements — Drafting, reviewing, and negotiating commercial agreements, including service contracts, supply agreements, distribution, licensing, joint ventures, NDAs, standard terms, conditions, technology agreements, indemnities, warranties, dispute resolution clauses, and compliance with Ontario contract law.

Commercial Leasing, Real Estate Transactions, and Property Law for Businesses — Commercial leasing and real estate law for businesses, including lease drafting, renewals, assignments, subleases, rent review clauses, property purchases and sales, financing, zoning and land use compliance, landlord and tenant disputes, due diligence, title matters, and risk management strategies.

Corporate Financing, Secured Transactions, and Asset-Based Lending Arrangements — Advising on corporate financing and secured lending, including asset-based loans, debentures, guarantees, PPSA registrations, security agreements, priority disputes, debt restructuring, refinancing, compliance with banking and securities regulations, and protecting creditor or borrower interests.

Secured and Unsecured Business Financing, Loans, and Creditor Protection Strategies — Advising on secured and unsecured financing, including loan agreements, credit facilities, guarantees, PPSA filings, security enforcement, intercreditor arrangements, restructuring, debt workouts, forbearance agreements, insolvency issues, creditor recovery and strategies to minimize financial risk.

Franchise Law, Franchise Agreements, and Compliance for Franchisors and Franchisees — Advising franchisors and franchisees on franchise disclosure compliance, drafting and negotiating franchise agreements, renewals, assignment, area development rights, master franchise arrangements, terminations, dispute resolution, regulatory filings and risk management strategies under Ontario law.

Asset Protection, Creditor Recovery, and Risk Mitigation in Business Operations — Advising on asset protection and creditor recovery, including security agreements, guarantees, PPSA filings, insolvency strategies, debt restructuring, enforcement, judgment collection, fraud prevention, contractual safeguards, and compliance measures to minimize business and shareholder risk.