How to navigate a divorce when you own a business with your spouse

How to navigate a divorce when you own a business with your spouse

Owning a business with your spouse can add a layer of complication to any divorce. How you navigate such a divorce will depend on several factors, including:

  • whether you started the business together during the relationship or whether one spouse brought the business with them to the marriage
  • whether the business is a corporation or a partnership
  • what you plan to do with the business following the divorce.

Our Edmonton family law lawyers can answer whatever questions you might have about navigating a divorce when you own a business with your spouse.

How a business is treated during a divorce

A business is an asset. When spouses divorce, they divide equally:

  • the value of any assets and debts they acquired during the relationship
  • the increase in value of any assets that they brought with them to the relationship
  • the value of the family home.

Unless you intend to sell the business to a third party and divide the proceeds with your spouse, you will likely need to have the business valued. There are many different methods used for valuing a business. A professional business valuator will know which method to use in your case and what documents they will need to give you an accurate picture of the value of your business.

Are you going to stay in business after your divorce?

In addition to being relevant to the overall division of the family assets, you and your spouse will also need to decide what to do with the business after the divorce. Depending on your circumstances and personal preferences, you may decide to:

  • wind up the business
  • sell the business to a third party
  • sell your share of the business to your spouse so that your spouse can continue to run the business
  • buy your spouse’s share of the business so you can continue to run the business
  • continue to run the business with your spouse.

Each option is likely to yield different benefits and have different tax consequences. If you and your spouse intend to continue to work together to run the business, you may consider preparing an agreement that details how you intend that to work and what you will do if you need to put an end to your business partnership.

Winding up a business and selling its assets generally has different tax consequences when compared to selling a business as a going concern. There are many factors to consider when deciding what to do with the business after your divorce and you might find that some of the above options are not available to you.

Partnership or corporation?

If you and your spouse run a business together, you may be considered partners in a partnership or you may each own shares in a corporation. How the business is structured will have an effect on:

  • how the business is valued by a business valuator
  • the procedures for winding up or selling the business
  • the tax consequences related to any transactions.

It is also possible that either you or your spouse owns a business and the other spouse simply worked for the business. It will be important to determine the exact ownership structure of the business in order to properly navigate the divorce process.

Book A Consultation With Our Edmonton Divorce Lawyers Today

There are many factors to consider, so let our Edmonton divorce lawyers advise you on how to navigate a divorce when you own a business with your spouse. Contact us today!

5 things to know when buying a pre-construction house in Alberta

55 things to know when buying a pre-construction house in Alberta

There are certainly advantages to buying a pre-construction home, not the least of which is that you get a brand-new home that (hopefully) requires no repairs or updating and is covered by warranty. Many pre-construction homes can also be customized so that you end up with exactly the finishings you want.

If you are considering this path to home ownership, here are 5 things to know when buying a pre-construction house in Alberta:

1. Be sure you know what you are buying

Pre-construction homes are often bought after viewing plans or a model home, but these models often include upgrades that are not included in the base price of the home. If you are not paying for the upgraded finishes, you should look at samples of the finishes that will be included in your home before you sign an agreement.

Landscaping is often not included in the price of a pre-construction home and can be a significant additional expense. Also, keep in mind that buying in a new subdivision may mean that construction will be ongoing in your neighbourhood for years after you move in.

2. Be prepared to wait

The fact that a pre-construction home has not been built yet means that you will not be moving in anytime soon. In fact, it might be two or three years before you can move into your new home. While this might be acceptable for some, it does mean that pre-construction is not for everyone. Your circumstances might change significantly in three years, so take that into account before you sign a purchase agreement. Ask whether the agreement can be assigned to someone else if your life has moved in a different direction when the time comes to close on the deal.

3. Do your research

Builders in Alberta need to be licensed by the government in order to build new homes. You can search the registry to make sure that the builder you are dealing with is properly licensed. The registry was set up to protect Albertans from untrustworthy builders, so take advantage!

4. Consult a lawyer before you sign a purchase agreement

When you sign that agreement, it is legally binding on both you and the builder. You can be sure that the builder had their lawyers draft the agreement and that it is generally favourable to them. Before you sign, have your own real estate lawyer take a look to ensure that you know exactly what you are agreeing to.

Your lawyer will make sure you are aware of:

  • any additional fees that you are responsible for on top of the purchase price
  • your liability to pay GST (it is charged on new homes in Alberta, but you are entitled to a rebate if the home will be your principle residence)
  • what you need to do to make a claim under your new home warranty and when you need to do it.

5. Know your rights under your new home warranty

All builders of new homes in Alberta must provide new home warranty coverage. The government has mandated minimum coverage, but some builders offer additional coverage. Make sure that you understand the coverage attached to your new home and arrange for periodic inspections well in advance of any coverage expiry dates so that you can make any necessary claims.

Our Edmonton real estate lawyers are here to help with all of your pre-construction purchase needs. For legal advice and representation on your purchase , contact us today! Our Edmonton real estate lawyers will be pleased to speak with you.

5 things to be aware of as a first-time home buyer in Alberta

5 things to be aware of as a first-time home buyer in Alberta

Whether you have been saving up for a down payment for years or you have just recently decided to take the plunge into home ownership, you have likely realized that there is a surplus of educational material directed at first-time home buyers. Do you need to know it all?

Don’t worry! While there is a lot you do need to know, there are also professionals, such as our Edmonton real estate lawyers, who are available to help and make sure that your first home buying experience is a good one!

To get you started, here are 5 things to be aware of as a first-time home buyer in Alberta:

1. Mortgage Basics

The size of mortgage that you qualify for and the size of the down payment you have saved will dictate the amount you can afford to spend on a home.

In general, your ability to qualify for a mortgage is dependent on:

  • your income
  • your credit rating
  • the size of your down payment in relation to the total purchase price of the property.

Over the life of your mortgage, the amount you spend on interest is likely to be significant, so it is probably worth your while to shop around for the best interest rate available to you.

2. Canada’s Home Buyer’s Plan

The Home Buyer’s Plan allows you to withdraw up to $35,000 from your RRSP to use for a down payment on a home without triggering any income tax on the funds as long as you repay the amount you withdraw over a 15 year period. There is a minimum amount you must repay each year or risk triggering income taxes on that amount.

In order to qualify for the Home Buyer’s Plan, you must be a first-time home buyer.

3. First-time home buyer incentives and tax credits

As a first-time home buyer, there are several incentives and tax credits for which you might qualify, including:

  • the federal first-time home buyer incentive, which is a 5% (or 10% for new construction) shared equity mortgage with the Government of Canada
  • the first-time home buyer’s tax credit, which is a $5,000 non-refundable tax credit that can provide you with a total tax rebate of up to $750

4. GST rebate for new housing

If you are considering purchasing a newly built home from a builder, you may be put off by the idea of having to pay an additional 5% on top of the purchase price for GST. But as long as you intend your new home to be your primary residence, then you should be entitled to a rebate from the federal government.

Corporations and partnerships are not entitled to the GST rebate for new homes, so you must buy and register your new home in your name in order to qualify.

4. Why you need a lawyer

In Alberta, a lawyer must be involved in the purchase and sale of land. Your lawyer will:

  • make sure the transfer of land is legal and binding
  • initiate the process of registering the land in your name
  • facilitate the transfer of the down payment to the seller
  • adjust the purchase price to account for the property taxes in the year of sale.

For more information on these 5 thing to be aware of as a first-time home buyer in Alberta, contact one of our Edmonton real estate lawyers today. Please remember the content in this article is only intended to act as a general overview on a legal topic and does not constitute legal advice. For more specific legal advice please consult with a real estate lawyer today.

Tips on how to navigate child custody arrangements

Tips on how to navigate child custody arrangements

Separation and divorce can bring significant changes, particularly to families with children. As a parent, you want to proceed in a way that will enable your child to continue to grow and develop in an optimal environment. But figuring out what that means in the face of such massive disruptions can take some work.

Our divorce and family lawyers can walk you through the specifics of your family situation and offer tips on how to navigate child custody arrangements in Alberta.

Guardianship, parenting orders and contact orders

In Alberta, child custody and guardianship matters are governed by either:

Neither Act uses the term “custody” anymore. “Parenting time” is now used to describe the time a child spends in the physical custody of a parent or guardian.

Typically, if a child’s parents were in a relationship and parenting the child together, they each remain a guardian of that child after their separation unless a court makes an order indicating otherwise. If a child has two guardians and they are unable to agree with respect to any aspect of parenting the child, the court will issue a parenting order, which will allocate the rights and responsibilities of the guardians and allocate parenting time as necessary.

The court also has the ability to issue a contact order in cases where it considers it is in the best interests of the child to maintain a relationship with a non-parent (often a grandparent) and where the child’s guardian or guardians have been unwilling to ensure the relationship is preserved.

Negotiating an agreement

There are many decisions, both large and small, that need to be made on a regular basis when parenting a child. If you and your spouse are able to agree with respect to parenting matters, you should be in a good position moving forward.

Even if you and your spouse are in complete agreement with respect to the children, consider having a written agreement drawn up. Complete flexibility is bound to cause frustration eventually. It is easier to agree to a proposed change to the established parenting schedule than to renegotiate the parenting schedule from scratch on a weekly basis.

Also, remember that your life and your spouse’s life may change down the road. Your spouse may be accommodating to your schedule now, but that may change in a year or two when they have a new spouse and additional children or step-children to take into account.

You can have the terms of a written agreement made into a court order, which makes it easier for the court to enforce if necessary.

Court orders

Not all parents are able to agree with respect to what is best for their children. If necessary, you can ask the court to make an order dealing with various aspects of guardianship or parenting time.

A parenting order can specify what decisions may need to be made with respect to a child and which parent will make them. If decisions must be made together, an order may include some kind of dispute resolution process for dealing with conflicts. A parenting order can also include a schedule setting out each parent’s parenting time with the child.

Parenting orders can be changed as your child gets older and their needs change. This can be done either by agreement or by applying to the court for the necessary change.

Whatever stage your family is at in the divorce or separation process, you can contact our family lawyers for tips on how to navigate child custody arrangements.

Buying A New Home? When Do You Need To Hire A Lawyer?

Five things to consider when starting a business

Buying a home is an exciting milestone in your life. The laws and regulations regarding real estate purchases can vary provincially throughout Canada. From purchase agreements to land transfers, book a consultation with one of our real estate lawyers for assistance navigating the purchase process. The scope of services a real estate lawyer may be able to provide when purchasing a home are extensive, refer to this article as a mere overview.

Why Must You Hire A Lawyer In Alberta When Purchasing A Home?

In Alberta, you are required to hire a lawyer when purchasing a home. Other provinces may allow homes to be purchased without a lawyer however, this is not the case in Alberta. A lawyer will file with Alberta’s Land Title office to transfer the land title from the seller to the purchaser.

What Additional Services Do Real Estate Lawyers Provide To Help You Through The Process?

Real estate lawyers may be able to help you with numerous aspects of purchasing a home which may include, but are not limited to:

    1. Performing a Title Search: A title is a homeowner’s right to the property. There are several different types of titles. A real estate lawyer may perform a title search on your new home to ensure that another party does not currently have rights to the home.
    2. Review the Agreement of Purchase and Sale: A real estate lawyer may help you navigate the purchase agreement for your new home and answer questions that you may have regarding the agreement.
    3. Write the Statement of Adjustments: A real estate lawyer may write the statement of adjustments for your new home. A statement of adjustment is a document that shows the balance remaining to be paid on your home. This statement breaks down the costs that have already been paid and what still needs to be paid. The buyer and the seller will both have a separate statement of adjustments.
    4. Review the Real Property Report: A real estate lawyer may review the real property report for your new home and corresponding land purchase. This document shows the boundaries for your new home and improvement locations that have been made to your property.

A lawyer may be able to help with the complicated process of purchasing a home beyond that which is discussed in this article. For more information, contact one of our real estate lawyers.

Contact Verhaeghe Law Office’s Real Estate Lawyers for Advice on Buying a New Home.

Verhaeghe real estate lawyers have been proudly helping families purchase homes in Edmonton for decades. Contact one of our Edmonton real estate lawyers for more information on buying a new home.

*Disclaimer: Please note the content prescribed in this article is only intended to act as a general overview on a legal topic. For specific legal guidance regarding buying a home we recommend you consult with a real estate lawyer for legal advice as each situation is unique.

Can a Beneficiary Contest A Will?

Can a Beneficiary Contest a Will

A will is a set of instructions that determines what happens to a person’s estate when they are deceased. These instructions can include but are not limited to, what happens to a person’s property, naming an estate representative, and naming a guardian for dependents. Our Edmonton wills and estates lawyers are prepared to assist you with your estate planning, contact us today.

Requirements to Write a Will

Typically, in Alberta, you are required to be 18 years old and must be mentally capable in order to write a will. There are multiple requirements for a person to be mentally capable of writing a will. Individuals who are under the age of 18 may potentially draft a will if they are married/have an adult interdependent partner, is a member of Canadian forces, or have been allowed to write a will as determined by a court. A will must be handwritten and signed by the drafter of the will, called the testator.

Adult Interdependent Partner

Alberta no longer uses the term “common law” when describing a relationship. Instead, Alberta uses the term adult interdependent partner, which includes partners who have drafted an adult interdependent partnership agreement, have lived together for 3 years in an interdependent relationship, or have a child together and are in an interdependent partnership.

Types of Wills

There are several different types of wills. Some wills may be informal wills that are handwritten and do not require witnesses, whereas some wills may be formal, which do require witnesses. If you choose not to write a will, your estate will be distributed according to Alberta’s intestacy rules outlined in the Wills and Succession Act.

Beneficiary of a Will

A beneficiary is a person named in a will to receive from the testator's estate. A beneficiary can also be a person who wasn’t named in a will but will receive from the testator's estate according to Alberta’s intestacy laws.

Challenging a Will

Challenging or contesting a will requires that a court finds that the will is not valid. A will may be found not valid for numerous reasons.

  1. The deceased was not mentally capable at the time when they wrote the will. In order to be mentally capable of writing a will, you must understand what a will is and that you are writing one, understand your property, and understand those who are dependent on you for support.
  2. The testator was being influenced or pressured when they were drafting the will.
  3. The will does not provide support to dependents.
  4. The will was not carried out properly.

The reasons included in this article are examples and are not exhaustive. For more information, you can contact an estate lawyer.

Contact Verhaeghe Law Estate Lawyers for Advice on Contesting a Will in Alberta.

Verhaeghe lawyers have been proudly serving Edmonton’s communities for decades with legal matters relating to wills and estates. Contact our Edmonton estate lawyers for assistance on all your estate related legal matters.

*Disclaimer: Please note the content prescribed in this article is only intended to act as a general overview on a legal topic. For specific legal guidance regarding challenging a will, we recommend you consult with an estate lawyer for legal advice.

Understanding Your Commercial Lease Agreement

Understanding Your Commercial Lease Agreement

A commercial lease agreement outlines the terms set between a commercial tenant and a landlord when renting a space. A commercial lease agreement includes important details such as rent and duration. A business owner may own the property on which they operate their business; however, they can also rent the property from a landlord. A commercial lease agreement is similar to a residential lease agreement; however, there are key differences. Instead of residents occupying the space, the rental property is used to conduct business. Additionally, residential leases typically operate with monthly payments or annual payments, whereas commercial leases usually operate with an annual payment dependent upon the size of the property. For assistance with a commercial lease, contact one of our Edmonton commercial real estate lawyers.

Types of Commercial Lease Agreements

Gross Rent Lease

For a commercial gross rent lease, the landlord includes the rent and other fees that may be associated with the property, such as, but not limited to, utilities or taxes in the rent cost.

Modified Gross Lease

For a commercial modified gross lease, the landlord includes the rent in the rental cost but does not include all of the other fees associated with the property, such as, but not limited to, utilities or taxes. These fees are split up between both the tenant and landlord in a modified gross lease.

Net Leases

A net lease is a lease agreement between a landlord and tenant in which the tenant pays rent to the landlord and is also responsible for some or all of the other costs associated with the rental property.

Single Net Lease

A commercial single net lease agreement indicates that the tenant pays rent plus one of the other costs associated with the rental property independent of the landlord, which could include property tax, insurance, utilities, or other costs.

Double Net Lease

A commercial double net lease agreement is similar to a single net lease, but instead of the tenant paying for one of the other costs associated with the rental property independent of the landlord, the tenant pays for two which could include property tax, insurance, utilities, and/or other costs.

Triple Net Lease

A commercial triple net lease agreement is similar to a single and double net lease but instead of the tenant paying for one of the other costs associated with the property independent of the landlord, the tenant pays for all of the other expenses, including property tax, insurance, utilities, and other costs.

Commercial Tenancies Protection Act

During the COVID-19 pandemic, Alberta implemented the Commercial Tenancies Protection Act due to the impact the pandemic had on business owners. Regarding lease agreements, this regulation protected business owners against having their commercial lease agreement cancelled or having rent increases/fees for a failure to pay rent due to COVID-19. This protection ended on August 31, 2020.

Important to note, commercial lease agreements differ; therefore, the types of agreements discussed in this blog are just examples of what a lease agreement could look like. A commercial real estate lawyer could help you to better understand a lease agreement.

Contact Verhaeghe Law Real Estate Lawyers for Advice on Commercial Lease Agreements.

Verhaeghe lawyers have been proudly serving Edmonton’s communities for decades with commercial leasing agreements. Contact our commercial real estate lawyers for more information.

*Disclaimer: Please note the content prescribed in this article is only intended to act as a general overview on a legal topic. For specific legal guidance regarding commercial lease agreements, we recommend you consult with a commercial real estate lawyer for legal advice as each situation is unique.

Joint Venture Restructuring, What You Need To Know

Joint Venture Restructuring, What You Need To Know

When two or more parties decide to start a business together for a specific project or intention, they have formed a joint venture. It is important to note that Canada does not define joint ventures in the Income Tax Act; this leads to people confusing a joint venture with a partnership. For clarification regarding joint ventures, contact one of Verhaeghe Law Office’s Edmonton corporate lawyers.

Partnership vs Joint Venture

A joint venture occurs when two or more parties come together for a particular, specific business project or intention, which can be short-term or long-term. Individuals participating in a joint venture typically conduct other business outside of the venture. The joint venture is a separate business from an individual's other businesses. A partnership, on the other hand, involves two or more parties coming together for an ongoing business intention that is not limited to a specific project. A joint venture can be carried out as a partnership as defined in Alberta’s Partnership Act, but it can also be carried out as another form of business structure such as a corporation and more.

Partnership

A partnership occurs when two or more individuals work together to split both the profits and the losses of a business. A partnership must be registered with Alberta’s business registry.

Limited Partnership

A limited partnership is a partnership in which different partners have varying responsibilities and liabilities based on their contribution to the business. Unlike a partner in a partnership, a limited partner is usually only liable for the amount they have contributed to the business. For a partnership to become a limited partnership, the business must be registered with Alberta's business registry as a limited partnership.

Limited Liability Partnership

Similar to a limited partnership, a limited liability partnership protects an individual from being liable for another partner’s negligence in business operations. For a partnership to become a limited liability partnership the business must be permitted as an eligible profession and registered with Alberta’s business registry.

Corporation

A corporation separates an individual from their business. This means that an individual's personal assets are considered separate from the company’s assets. To incorporate a business, the owner is required to register the business as a corporation on Alberta’s business registry.

Joint Venture Agreement

A joint venture agreement is a document that describes each partner's roles and responsibilities in the joint venture. This agreement typically differs from a contract in a partnership.

This article is not an exhaustive list of the different types of business in Canada and does not encompass the entirety of what a joint venture entails.

Contact Verhaeghe Law Corporate and Commercial Lawyers for Advice on Joint Venture Restructuring.

Verhaeghe Law Office’s Edmonton corporate lawyers have been proudly serving Edmonton’s communities for decades on joint venture restructuring and more. Contact our corporate and commercial lawyers for more information on joint venture restructuring.

*Disclaimer: Please note the content prescribed in this article is only intended to act as a general overview on a legal topic. For specific legal guidance regarding joint venture restructuring, we recommend you consult with a corporate and commercial lawyer for legal advice, as each situation is unique.

Five things to consider when starting a business

Five things to consider when starting a business

Starting a business is a busy and exciting time. It is easy to get caught up in implementing the great ideas that you have for your business and overlook some key legal considerations.

Our corporate and commercial law professionals can walk you through the details relevant to starting your business so that you can get started on the right foot and protect your investment over the long term.

Five things to consider when starting a business include:

1. How will your business be structured?

The three basic business structures are:

  • corporation
  • partnership
  • sole proprietorship.

A corporation provides some protection against personal liability, but comes with some additional expenses and there are various jurisdictions in which you can decide to register. A partnership is only an option if you have a partner. A sole proprietorship may be the best option for a small business with fewer anticipated liability issues.

2. What tax considerations do you need to be aware of?

You will most likely need to register with the federal government for a GST/HST number and be prepared to collect and remit GST. In Alberta, the current GST rate is 5% and there is no provincial sales tax.

The way your business pays you may affect the personal income tax that you incur. For example, if you decided to register your business as a corporation, you have the option of paying yourself a salary, dividends or a combination of the two. The choice you make will have different consequences for the income taxes paid both by yourself and by the corporation.

3. Do you need to hire employees?

Having an employee comes with its own list of legal considerations, including the need to be familiar with:

  • requirements surrounding withholding taxes and remitting them to the government
  • employment or labour laws and your responsibilities as an employer
  • worker safety requirements and workers’ compensation laws
  • any mandatory certification, training or registration with regulatory bodies that your employees must have
  • hiring practices and human rights considerations.

4. What licenses and permits do you need?

Most towns require that you obtain a business licence in order to carry on business of any kind in that town. This is likely true even for home-based businesses or if your business is based in another town.

Depending on the nature of your business, you may need a number of other permits and licenses in order to do business. For example, if you intend to open a bar, you will need a liquor licence. There are various classes of licence, depending on which specific services your business will provide.

5. What are your insurance and liability concerns?

Depending on the needs of your business, your insurance needs may vary from protecting your inventory from accidental damage to protecting your business from professional liability claims. Having adequate insurance is vital to protecting the time and money that you invest in your business.

Depending on the nature of the business you plan on starting, you may have different concerns than the above listed five things to consider when starting a business. Contact our corporate and commercial law team today to arrange for a consultation!

Mergers: legal implications when consolidating your entity

Mergers: legal implications when consolidating your entity

Both mergers and acquisitions are mechanisms used to combine two corporations together. In the case of a merger, or amalgamation, two corporations get together and continue their combined operations as a new, third entity. In an acquisition, one corporation purchases the other and absorbs the resources and functions of the purchased corporation.

Both Alberta’s Business Corporations Act and the Canada Business Corporations Act use the term “amalgamation” rather than “merger.” Businesses can be incorporated under either federal or provincial legislation, so the procedures for merging two or more businesses may vary depending on which legislation applies.

Benefits of merger or amalgamation

What are the possible benefits of merging your business with another? There are a number of reasons for amalgamating two corporations, including:

  • combining complementary resources, products or services to improve the client experience
  • improving efficiency and lowering overhead expenses
  • obtaining access to a new market or geographical area
  • scaling up the manufacturing processes
  • avoiding duplication of services.

If you are not sure whether an amalgamation is the best move for your business, our corporate and commercial lawyers are here to help you understand mergers and the legal implications when consolidating your entity.

Short-form and long-form amalgamation

A long-form amalgamation requires the two corporations to sign an amalgamation agreement, which must be approved at a shareholder meeting. The amalgamation agreement sets out the terms of the proposed amalgamation and must contain specific provisions. If the proposal is approved by the shareholders, the articles of amalgamation of the new corporation must contain the provisions that were agreed on as set out in the amalgamation agreement.

A short-form amalgamation is only available to related corporations that wish to merge. A vertical short-form amalgamation can take place between a holding company and a wholly-owned subsidiary. A horizontal short-form amalgamation can take place between two or more wholly-owned subsidiaries of the same holding company. These amalgamations can often be done quickly and easily as they can be approved by a resolution of the directors and the articles of incorporation remain the same as one of the amalgamating corporations.

Legal considerations for merging businesses

In addition to ensuring that the formal requirements for amalgamation are met, a corporate and commercial lawyer can help you to understand the other legal implications that might be relevant to your merger, including:

  • tax considerations
  • employment, labour and pension law considerations (particularly if the merger will result in redundancies in your work force)
  • securities law considerations
  • competition law considerations.

Mergers of two or more companies are generally thought to benefit Canadian consumers by increasing competitiveness. Many of the benefits of amalgamation listed above result in better service, better products or better prices for clients and customers. However, the Competition Bureau of Canada has the jurisdiction to review mergers to ensure that they don’t result in reduced competition in a given market. If the Commissioner of Competition has concerns about the effect of a particular merger on competition, they can apply to the Competition Tribunal for an order to stop, dissolve or change the terms of the merger.

Contact our corporate and commercial lawyers today to learn more about mergers and the legal implications when consolidating your entity.