Legal Protection Built for
Canadian Business Success
From incorporation to franchise agreements, from shareholder protection to trademark registration — Solaris coordinates comprehensive legal services so your Canadian business is built on a solid foundation from day one.
Canada has one of the most structured and transparent commercial legal environments in the world. For foreign entrepreneurs, understanding how Canadian corporate, contract, and intellectual property law works — and having the right legal documents in place from the start — is the difference between a business that is protected and one that is exposed.
Most Business Disputes in Canada Begin with a Document That Was Never Drafted
The majority of commercial disputes between business partners, with landlords, or with employees do not arise because the law is unclear — they arise because the parties never signed a proper agreement in the first place, or because the agreement they signed was drafted without understanding Canadian law.
For newcomers and foreign entrepreneurs, this risk is amplified. Canadian corporate law, shareholder rights, franchise regulations, and commercial lease standards operate differently from legal systems in Europe, Asia, the Middle East, or Latin America. Assumptions carried over from another country’s legal experience can create serious — and expensive — problems.
Solaris coordinates legal services that address the full lifecycle of a Canadian business: from the moment of incorporation through growth, investment, and restructuring. Every engagement is scoped to your specific business type, province, and commercial situation.
Seven Legal Services. Every Stage of Your Business.
Solaris coordinates legal services covering the complete commercial lifecycle — from initial incorporation through growth, investment, intellectual property protection, and dispute resolution.
Business Incorporation & Registration — Legal Entity Formation
Incorporation is the legal act of creating a corporation — a separate legal entity from its owners. In Canada, a corporation can be incorporated federally (under the Canada Business Corporations Act) or provincially (under the equivalent provincial statute). Each route has implications for name protection, operational scope, director residency requirements, and annual compliance obligations.
This service covers the legal drafting dimension of incorporation: articles of incorporation, by-laws, resolutions, and the corporate minute book — the foundational legal record of your corporation’s decisions and structure. This complements the administrative registration service provided under Pillar 6, adding the legal drafting layer that protects your corporate structure from the outset.
What Is Included
- Articles of Incorporation — federal (CBCA) or provincial, drafted to your ownership and governance requirements
- Organizational by-laws: quorum rules, director authority, meeting procedures, voting rights
- Initial organizational resolutions: appointment of officers, share issuance, banking resolutions
- Share structure legal design: multiple share classes, restricted shares, voting and non-voting shares
- Corporate minute book preparation and filing
- Director residency compliance review (CBCA requires at least 25% Canadian resident directors)
Why Legal Drafting Matters at Incorporation
- A poorly drafted share structure can make future investment rounds or co-founder exits legally complex and costly
- Missing by-law provisions cause disputes when boards disagree on authority or decision-making
- Director residency errors at the federal level can invalidate corporate actions
Share Transfer & Shareholder Agreements — Protecting Every Owner
A shareholder agreement is one of the most important legal documents a Canadian corporation can have — and one of the most commonly skipped. It governs the relationship between shareholders: how decisions are made, how shares can be transferred or sold, what happens when a founder wants to leave, how disputes are resolved, and what protections minority shareholders have.
Without a shareholder agreement, these matters default to the applicable corporate statute — which may produce outcomes none of the shareholders intended or anticipated.
Key Provisions We Draft
- Buy-sell provisions: Right of first refusal (ROFR), shotgun clauses, drag-along and tag-along rights — ensuring no shareholder can be forced out or blocked unfairly
- Deadlock resolution: Mechanisms for resolving board or shareholder deadlocks without court intervention
- Vesting schedules: Founder vesting to protect the company if a co-founder departs early
- Non-compete and non-solicitation: Protecting the business from shareholders who depart and compete directly
- Dividend policy: How and when profits are distributed among shareholders
- Share transfer restrictions: Preventing shares from being transferred to unwanted third parties without board approval
Share Transfer Services
- Share purchase agreement drafting for transfers between existing shareholders or to new investors
- Share certificate preparation and corporate register updates
- Tax implications review in coordination with financial advisors (Pillar 5)
Franchise Agreements — Buying or Selling a Franchise in Canada
Canada has a well-developed franchise sector, and several provinces have enacted franchise-specific legislation that imposes significant obligations on franchisors and provides important protections for franchisees. British Columbia, Ontario, Alberta, New Brunswick, Manitoba, and Prince Edward Island all have franchise disclosure legislation.
Whether you are a foreign entrepreneur buying into a Canadian franchise system or a franchisor looking to expand your concept into Canada, the legal requirements are substantive and non-negotiable.
For Franchise Buyers (Franchisees)
- Franchise Disclosure Document (FDD) review and legal analysis — understanding your rights before you sign
- The 14-day statutory cooling-off period: what it means and how to use it
- Franchise agreement review: territory exclusivity, renewal rights, fee structures, exit conditions
- Lease review for the franchised premises
- Red flag identification: clauses that create unfair obligations or disproportionate risk
For Franchise Sellers (Franchisors)
- Franchise Disclosure Document (FDD) drafting and compliance review for provincial requirements
- Master franchise agreement drafting
- Operations manual legal review
- Territory definition and protection provisions
- IP licensing provisions within the franchise structure
This service is particularly relevant for immigrants purchasing franchise businesses in Canada — one of the most accessible business entry points for newcomers. Solaris also coordinates franchise opportunity identification through the Industries service.
Commercial Contracts & Litigation Support — Agreements That Protect You
Every Canadian business enters into contracts: with suppliers, with customers, with landlords, with employees, with service providers. A well-drafted commercial contract defines responsibilities, limits liability, establishes dispute resolution processes, and makes enforcement straightforward if something goes wrong.
For foreign entrepreneurs, the gap between what a contract says and what it means under Canadian law can be significant. Contract terms that are enforceable in other jurisdictions may not be enforceable in Canada — and vice versa.
Contract Drafting & Review Services
- Supplier and vendor agreements: payment terms, delivery obligations, warranties, termination
- Service agreements and consulting contracts
- Non-disclosure agreements (NDAs) — mutual and one-way
- Employment contracts: fixed-term, indefinite-term, and independent contractor agreements
- Distribution and agency agreements
- Letter of intent (LOI) and memoranda of understanding (MOU)
Litigation Support
- Pre-litigation assessment: reviewing whether a dispute is worth pursuing and what the likely outcome is
- Demand letter preparation
- Small Claims Court guidance (claims up to $35,000 in BC; $35,000 in Ontario)
- Commercial litigation representation referral for larger disputes
- Alternative dispute resolution: mediation and arbitration clause drafting and support
Company Restructuring — Reorganising for Growth, Investment, or Exit
As a business grows, the legal structure that worked at inception may no longer serve its needs. A sole shareholder corporation bringing in investors needs a new share structure. A company expanding from one province to three needs to consider the implications of federal vs. provincial incorporation. A business preparing for sale or succession needs to reorganize for tax efficiency and clean ownership transfer.
Corporate restructuring is the legal process of changing a company’s structure — its share capital, its subsidiary relationships, its ownership arrangement, or its corporate form — to better serve its current commercial and ownership goals.
Common Restructuring Scenarios We Support
- Holding company structures: Creating a holding company above an operating company to protect assets and separate liability
- Share reorganizations: Splitting shares, consolidating shares, creating new share classes for investors or employee equity plans
- Amalgamations: Combining two or more corporations into one — for simplification or post-acquisition integration
- Continuances: Moving a corporation from one jurisdiction to another (e.g., from a provincial registry to federal CBCA)
- Business sale structures: Asset purchase vs. share purchase — legal structuring for a sale of the business
- Succession planning: Transferring the business to family members or management while minimizing legal and tax friction
Trademark & IP Registration — Protecting What You Build
Your brand — your business name, logo, tagline, and product names — is one of your most valuable commercial assets. In Canada, trademark rights are established through registration with the Canadian Intellectual Property Office (CIPO). Without a registered trademark, another business can adopt a similar name, and you may have limited recourse.
For foreign entrepreneurs entering Canada, this matters in two directions: you need to protect your brand in Canada, and you need to ensure that your existing foreign brand does not conflict with a Canadian trademark already registered by someone else.
Trademark Services
- Trademark clearance search: reviewing CIPO’s database and common law uses before filing
- Trademark application filing: word marks, design marks, combination marks
- Response to CIPO office actions and examiner objections
- Trademark opposition proceedings (where required)
- Madrid Protocol applications: extending Canadian trademark protection to international markets
- Trademark licensing and assignment agreements
Other IP Services
- Copyright advisory: what is protected automatically in Canada and what requires registration
- Industrial design registration for product appearance
- Patent filing referral for inventions requiring specialist patent agents
- IP assignment from founders to corporation — critical at incorporation and overlooked surprisingly often
Real Estate & Lease Agreements — Commercial and Residential
For most businesses, a commercial lease is the second most significant financial commitment after payroll. A standard commercial lease in Canada is a landlord-friendly document — it is negotiable, but only if the tenant understands what to negotiate. Many newcomers sign commercial leases without review, only to discover restrictive assignment clauses, personal guarantee requirements, or onerous renewal conditions years later.
Solaris coordinates commercial and residential real estate legal services for clients establishing or expanding their Canadian business presence.
Commercial Lease Services
- Lease review and negotiation support: identifying and negotiating unfavourable clauses before signing
- Key clause analysis: rent escalation, operating cost pass-throughs (triple-net vs. gross leases), exclusivity provisions, permitted use, assignment and subletting rights
- Renewal option review: ensuring renewal terms are clearly defined and exercisable
- Personal guarantee assessment: advising on when to accept and when to negotiate limits
- Lease assignment review: for clients purchasing a business that operates from leased premises
Commercial Real Estate Purchase
- Commercial property purchase agreement review
- Due diligence coordination: title search, zoning confirmation, environmental review
- Foreign buyer compliance: non-resident ownership rules and FIRPTA-equivalent Canadian considerations
Residential Real Estate for Newcomers
- Purchase agreement review for newcomers buying their first Canadian residential property
- Foreign Buyer Ban guidance: understanding current federal restrictions and provincial exemptions for permanent residents and work permit holders
From Initial Brief to Final Signed Document
Solaris manages the full legal engagement process — scoping, coordination, drafting, review, and execution — so nothing falls through the cracks.
Initial Consultation & Scope Definition
We review your legal need in plain language: what type of document or service is required, what your business structure looks like, what province you operate in, and what outcome you need. We provide a written scope and fee estimate before any work begins.
Information Gathering & Instruction Brief
We collect all necessary information: shareholder details, ownership percentages, business terms agreed between parties, commercial context, and any existing documents. We prepare a structured instruction brief so the legal process is efficient and accurate.
Drafting & First Review
The first draft of your document is prepared and delivered for your review in plain language. We walk through every substantive clause and explain what it means in practical terms. Your feedback and requested changes are incorporated.
Negotiation Support (Where Required)
For agreements involving a counterparty — a landlord, a co-founder, a franchisor, a buyer — we support negotiation of key terms, prepare revised drafts based on counterparty comments, and advise you on which points are worth holding firm and which are standard to concede.
Final Document & Execution
The final version of your document is prepared for signature. We advise on execution formalities — witness requirements, notarisation where applicable, and electronic signature compliance under Canadian e-commerce legislation.
Filing & Registration (Where Required)
Certain legal documents require registration: trademark applications with CIPO, corporate changes with Corporations Canada or provincial registries, land title transfers with the provincial land title office. We coordinate all required post-signing filings.
Legal Maintenance & Updates
Business circumstances change. Shareholders change. Businesses grow into new provinces. Trademarks need renewal. We offer ongoing legal maintenance — annual corporate resolutions, trademark monitoring, contract updates — so your legal documentation stays current as your business evolves.
What Each Legal Service Covers — at a Glance
A reference guide to the scope, primary use case, and typical timeline for each service.
| Service | Primary Use Case | Who Needs It | Typical Timeline |
|---|---|---|---|
| Business Incorporation & Registration | Legal entity formation with proper governance docs | All new Canadian businesses | 1–2 weeks |
| Share Transfer & Shareholder Agreements | Protecting co-founder and investor relationships | Multi-shareholder companies | 2–3 weeks |
| Franchise Agreements | Buying or selling a franchise in Canada | Franchisees and franchisors | 2–4 weeks |
| Commercial Contracts & Litigation | Supplier, customer, and employment agreements | All operating businesses | 1–3 weeks per contract |
| Company Restructuring | Holding structures, amalgamations, share reorganizations | Growing or transitioning companies | 4–8 weeks |
| Trademark & IP Registration | Protecting brand and intellectual property in Canada | All businesses with a brand | Application filed in 1–2 weeks; CIPO review 18–24 months |
| Real Estate & Lease Agreements | Commercial lease review and property transaction support | Businesses leasing or buying premises | 1–2 weeks |
What Our Clients Say
We came to Solaris after purchasing a franchise in Vancouver without having the agreement reviewed first. There were clauses in our lease and franchise agreement that we did not understand and that were causing us real problems. Solaris helped us understand exactly what our rights were and negotiated a resolution with the franchisor that we could not have achieved on our own.
When my business partner and I started our company, we did not think we needed a shareholder agreement. Two years later, when we disagreed on the direction of the company, we realised how wrong we had been. Solaris helped us put a proper agreement in place after the fact — it was more complicated than doing it at the start, but it gave us a framework to resolve our disagreement professionally.
Common Questions About Legal Services for Canadian Businesses
Legal Services — Service Pricing
All prices are in CAD and displayed as “Starting From.” Complex transactions, litigation matters, or multi-party engagements are priced on request. Contact us for a personalised quote.
| Service | Tier 1Starter | Tier 2Professional | Tier 3Enterprise |
|---|---|---|---|
| Business Incorporation & Registration | $900 | $1,260 | $2,142 |
| Share Transfer & Shareholder Agreements | $1,500 | $2,100 | $3,570 |
| Franchise Agreements | $2,500 | $3,500 | $5,950 |
| Commercial Contracts & Litigation | $2,000 | $2,800 | $4,760 |
| Company Restructuring | $2,500 | $3,500 | $5,950 |
| Trademark & IP Registration | $1,200 | $1,680 | $2,856 |
| Real Estate & Lease Agreements | $1,500 | $2,100 | $3,570 |
All prices are Starting From in CAD. Court filing fees, CIPO application fees, land title registration fees, and other government disbursements are separate and disclosed upfront.
Starter
- Single document or service
- Straightforward scope with no unusual complexity
- Standard turnaround (10–15 business days)
- One round of revisions included
- Ideal for simple incorporations, single contracts, or trademark filings
Professional
- More complex scope: multi-party agreements, negotiation support, or provincial nuances
- Two rounds of revisions included
- Dedicated project coordinator
- Priority turnaround available
- Recommended for shareholder agreements, franchise reviews, and restructuring
Enterprise
- Full-scope engagements: litigation support, complex restructuring, multi-document transactions
- Unlimited revisions within scope
- Integrated coordination with Pillar 5 (Financial) and Pillar 6 (Immigration)
- Fastest turnaround available
- Best for business acquisitions, major franchise transactions, and full IP portfolios
Bundle Savings: Combining Legal Services (Pillar 7) with Business Incorporation from Pillar 6 saves 10% on the combined engagement. Clients who add a Shareholder Agreement at the time of incorporation save an additional 5% versus engaging these services separately. Contact us to receive a bundled proposal.
Ready to Protect Your Canadian Business from Day One?
Book a free consultation with a Solaris advisor. We will assess your legal needs, recommend the right services for your business stage, and give you a clear scope and cost estimate — at no obligation.
📍 701 W Georgia St #1545, Vancouver, BC · +1-604-358-5763 · info@solarisideas.com
* Some services offered by Solaris Business Development are coordinated through and delivered by qualified third-party partners and regulated professionals. Solaris manages client coordination, project delivery, and quality assurance throughout the engagement.