Most business law is paperwork done at the right time: the right structure at the start, clear agreements between the owners, and contracts that say what was actually agreed. At Law Wise Professional Corporation, a corporate and commercial lawyer in Mississauga advises owner-managed companies, professionals and families in business. The firm is based in Mississauga’s City Centre and serves clients across the entire GTA and Ontario.
Business lawyer in Mississauga: what we help with
- Incorporation and organization, Ontario or federal
- Shareholder agreements
- Buying or selling a business
- Commercial contracts
- Partnership and joint venture agreements
- Franchise agreements and disclosure documents
- Minute books, annual returns and corporate records
- Professional corporations
- Loans, security and guarantees
- Business disputes
- Business succession planning
- Commercial leases and commercial real estate
Speak to us if your matter is not on this list.
Ontario or federal incorporation?
A business can incorporate under Ontario’s Business Corporations Act or under the Canada Business Corporations Act. Two differences often decide the choice:
- Directors. The Ontario Act no longer requires any of the directors to be resident Canadians. The federal Act requires at least 25 per cent of the directors to be resident Canadians, or at least one where there are fewer than four directors.
- Filings. An Ontario corporation makes its filings with the Province through the Ontario Business Registry. A federal corporation files with Corporations Canada, and if it carries on business in Ontario it has Ontario filings as well.
Which is better depends on where the business will operate, who the directors are and how the company may grow. We set out the options before you choose.
Limited liability, and its limits
A corporation is a legal person separate from its owners. As a rule, the shareholders of an Ontario corporation are not liable, as shareholders, for the corporation’s obligations, although the Act has exceptions. In practice, banks and landlords often ask the owners of a small company for personal guarantees, and directors have duties and liabilities of their own. Incorporation reduces personal risk; it does not remove it.
Filings and records an Ontario corporation must keep up
- Corporate records (the minute book): the articles and by-laws, minutes of meetings and resolutions, and the registers the Act requires, kept at the registered office or another place in Ontario chosen by the directors.
- A register of individuals with significant control over the corporation.
- Business name registration, if the corporation carries on business under a name other than its corporate name.
Time limits to remember
- Initial return: within 60 days after incorporation.
- Annual return: every year.
- Notice of change: within 15 days after a change in the information on file.
These come from Ontario’s Corporations Information Act. A federal corporation must also file its information on individuals with significant control with Corporations Canada every year and within 15 days of a change, and some of that information is public.
Shareholder agreements
When a company has more than one owner, a shareholder agreement sets the rules that the articles and by-laws leave open: who decides what, how shares may be sold, what happens if an owner dies, becomes unable to work, separates from a spouse or wants to leave, and how a departing owner is paid. Under the Ontario Act, a written agreement among all the shareholders, called a unanimous shareholder agreement, can also restrict the powers of the directors. It is far easier to agree on these points at the start than during a dispute.
Buying or selling a business
A business changes hands in one of two ways: the buyer purchases the assets, or the buyer purchases the shares of the company that owns them. The choice affects price, tax, liabilities, employees, contracts and the lease. We review the letter of intent, carry out the searches and due diligence, draft or negotiate the purchase agreement and close the transaction. Where the business has premises, see commercial lease agreements and commercial real estate.
Franchises
Ontario’s Arthur Wishart Act (Franchise Disclosure), 2000 requires a franchisor to give a prospective franchisee a disclosure document at least 14 days before the franchisee signs the franchise agreement or pays any money, whichever comes first. If disclosure is late, incomplete or missing, the franchisee may have a right to rescind the agreement within the time limits in the Act. Have the disclosure document and the agreement reviewed before you sign or pay.
Loans, security and guarantees
A lender usually takes security over a company’s assets under a general security agreement and registers it under Ontario’s Personal Property Security Act. Registration perfects the security interest, and an interest that is not perfected generally ranks behind those that are. We act on loan and security documents and explain what a personal guarantee exposes you to before you sign one.
How a Law Wise business lawyer can help you
- ConsultationYour first consultation is free for 15 minutes, by appointment. Tell us what the business does and what you need.
- Structure and termsWe set out the options and confirm the fee in writing before work starts.
- DocumentsWe draft, negotiate and file what is needed.
- Keeping it currentAnnual returns, records and changes are kept up to date.
Your file is handled by a Law Wise lawyer licensed by the Law Society of Ontario. Service is available in English, Urdu, Punjabi and Hindi. Business owners should also have a will and powers of attorney that deal with their shares: see wills and estates. If you are coming to Canada to start or buy a business, see business immigration.
Common questions from business owners
Should I incorporate or stay a sole proprietor?
It depends on the risks of the business, your income and your plans. A corporation separates the business’s obligations from your own and can bring in other owners; it also costs more to set up and to keep up. Ask your accountant about tax and a lawyer about liability before you decide.
Do the directors of my corporation have to live in Canada?
Not for an Ontario corporation: the Ontario Act no longer has a residency requirement for directors. A federal corporation needs at least 25 per cent resident Canadian directors, or at least one if it has fewer than four directors.
What is a minute book?
It is the set of records a corporation must keep: its articles and by-laws, minutes and resolutions, and its registers, including the register of individuals with significant control. Buyers, banks and the tax authorities ask to see it.
What filings does an Ontario corporation have to make?
An initial return within 60 days after incorporation, a return every year, and a notice of change within 15 days after the information on file changes.
Do we need a shareholder agreement if we are family or friends?
The law does not require one. It is useful for exactly that reason: it settles in advance what happens if someone dies, falls ill, separates or wants out.
I have been offered a franchise. What should I check first?
That you have received the franchisor’s disclosure document, and when. In Ontario you must receive it at least 14 days before you sign or pay. Have it and the franchise agreement reviewed in that time.
Speak with a corporate and commercial lawyer in Mississauga
Your first consultation is free for 15 minutes, by appointment. Bring the documents you have been asked to sign, or your articles and minute book if the company already exists.
This page is general legal information for Ontario, current as of 10 October 2026. It is not legal or tax advice and does not create a lawyer-client relationship. For advice about your situation, please speak with a lawyer.