Effective Strategies For Purchasing A Business

For an existing owner selling a business, their main concern is how they can maximize the sale price for their business.

On the other side, when buying a business, the main concern is how you can ensure that you will generate as much or even more profit in the future if you buy this business.

You need to advise the seller on useful and meaningful disclosure. The buyer needs to know that all liabilities and advantages have been assessed and disclosed to feel confident about the purchase.

Verhaeghe Law Office has served a wide assortment of clients with support and advice about multiple issues involved in the sale and purchase of businesses, including:

● Drafting a share purchase or asset agreement
● Verifying the data for the estimation of a fair purchase price
● Writing warranties and representations that are to be made by the seller
● Drafting payments of the seller
● Drafting non-solicitation and non-compete articles for departing owners
● Conducting agreements between the buyer and the seller
● Drafting sufficient financing for the sum of the purchase price
Exceeding Client Expectations
In addition to determining whether the purchase price is reasonable, we draw on our expertise to look at the due diligence information submitted by the seller. We help our clients answer questions such as:

● What are the limitations that the buyer will have when trying higher profits in the future?
● Which permits are required?
● Who are the central employees, and will they remain after the conclusion of the transaction?
● What intellectual property does the seller have, and can the buyer use it?
● Do we own or have a licence to use their software?
● What about enhancements and upgrades to software and software code? Are there trademarks, patents, or other corporate know-how that we will need to obtain?

Careful due diligence is necessary when acquiring a business. Our lawyers combine their understanding of our different practice areas to help our clients. We negotiate the terms in a purchase agreement to protect our client's investment.
Effective Completion Of Transactions
Purchasers of businesses want to close their transaction as soon as possible, and on the best terms. Our knowledge of business, regulatory, and tax issues combined with our litigation experience gives our clients the information they need to acquire a business without fault.

We can efficiently meet the concerns and needs of our clients when purchasing a business. Our lawyers move matters economically and accurately throughout the sales process. We also save labour and time through our team of law clerks and paralegals and to complete the appropriate tasks accordingly.

If you are in the midst of selling or buying a business, contact the legal team at Verhaeghe Law Office. Our experienced and knowledgeable lawyers based in Edmonton will make sure the acquisition or sale of your company meets all legal requirements.

What is Alternative Dispute Resolution?

What is Alternative Dispute Resolution

In Alberta – the acronym ADR stands for Alternative, Appropriate, or Adaptive Dispute Resolution. While this acronym is used differently depending on who you’re speaking to within the ADR community – in family law the term ADR generally stands for alternative dispute resolution as they pertain to family law and divorce law proceedings. Alternative dispute resolution is most often used as an alternative to expensive litigation as it is a less costly venture and considered an expedited approach to dispute resolution.

Alternative dispute resolution processes include but are not limited to mediation, negotiation, facilitation, arbitration, restorative practices and consensus decision making where both parties come to an agreement on family law resolutions. Alternative dispute resolution is also a way of ensuring a collaborative, respectful and considerate approach to both parties involved when it comes to resolving their legal issues.

What are the benefits of alternative dispute resolution?

There are many benefits to alternative dispute resolution when it comes to family law and divorce proceedings. For example

  • Alternative dispute resolution cost less to resolve legal issues than litigation or traditional court routes
  • Alternative dispute resolution can result in a speedier resolve to contentious issues
  • They offer various options for your family law or divorce issues which gives participants more control in choosing their outcomes
  • They are private and confidential
  • They aim to preserve relationships but at the same time allow participants to learn better ways to prevent or solve problems in the future
  • Gives all participants chances on being heard and voicing their concerns and opinions

How does alternative dispute resolution work?

In Alberta, as well as other provinces across Canada – alternative dispute resolution has historically been an effective way of negotiating and settling family law disagreements. The process involves having lawyers work with both parties in a relationship. The lawyers work under a common objective that both parties reach common ground on all or most issues and that the resolutions work best for both parties involved. There is also an emphasis to resolve differences between both parties expeditiously – making it a very cost-efficient alternative to a long winded and drawn our divorce proceeding. There is an increasing trend of divorcing couples seeking out-of-court dispute resolution with regards to family law and child welfare matters – which is less taxing on the courts. While Alberta does not yet mandate alternative dispute resolution – this type of dispute resolution is not recommended where domestic abuse exists.

Why Choose Verhaeghe Law Office for Alternative Dispute Resolution

At Verhaeghe Law Office, we can offer alternative dispute resolution services to our clients as an option. Our team can make both registered mediators and registered collaborative family law lawyers available to you in order to offer effective alternative dispute resolution services. Through alternative dispute resolution – our lawyers work to ensure that you and your spouse come to a speedier resolve with respect to your divorce proceedings without breaking either of your bank accounts.

Our Edmonton family and divorce lawyers are highly experienced in family law matters and routinely represent clients through alternative dispute resolution processes. We can offer this service no matter how seamless or complex your divorce proceedings may be.

Our Edmonton divorce lawyers take pride in the fact that we can resolve your family law disputes in a timely and cost-effective matter as we have done for many other clients in the past. Contact us for a consultation today by calling 587-410-2500 and speak directly with an Edmonton divorce lawyer regarding your family law matter.

*Please note the content in this blog does not constitute legal advice as every case is unique from one another. We encourage you to seek legal advice for answers to your divorce and family law questions.

Legalized Cannabis FAQ

Legalized Cannabis FAQ

Do you know all of the facts about legal marijuana ownership, sale, use, and products? Make sure you are sticking to the letter of the law. The legal experts at Verhaeghe Law Blog have put together some frequently asked questions to help you comply if you choose to consume marijuana.

Are the cannabis laws the same throughout the country?

Each province or territory sets their own rules for the sale, possession, cultivation, and areas of use of cannabis. It is your responsibility to know the laws within your province.

Does it matter where I buy marijuana?

Again, this is governed by each province. For example, Ontario only allows sales through its government-operated online store, while in Alberta it is legal to purchase from private-licensed stores or online.

How much weed am I allowed to have with me?

You are allowed to have up to 30g of dried cannabis with you in what is considered a “public space.” This includes on your person, in your vehicle, or as a maximum amount you can purchase and carry with you. Amounts in excess of 30g can result in arrest and a prison sentence.

Is it okay to bake cannabis into cookies?

Yes. You may consume your marijuana in edibles in any way you like but keep it away from children. Providing cannabis in any form to minors is illegal.

I have some marijuana and my friend wants to buy some from me. Is that okay?

No, it is not. You must have a license to sell marijuana. Without a license, you are subject to large fines and up to 14 years in prison.

Can I grow my own cannabis plants?

This question is not as simple as it seems. Canada’s guidelines allow you to grow up to four plants in a household. These plants should not be more than one meter tall and need to be grown out of public view. However, these guidelines are not accepted in all provinces and some landlords will not allow tenants to grow the plants in their properties. More importantly, if your plant is in a public space when it is budding or flowering, you could receive stiff fines and prison time.

What are the rules regarding CBD oils?

Kyla Ford, daughter of Ontario Premier Doug Ford, recently promoted CBD oils on her Instagram feed. Unfortunately, the body builder’s photos and discount codes are for products that are illegal under the federal Cannabis Act. Any product for sale that is derived from cannabis must be from plants grown under a federal license and processed by a licensed provider. If the oil or CBD product is not approved and licensed, it is considered illegal. Ford has removed all of the CBD oil posts from her popular social media account.

CBD oils are legally available for medical patients from licensed producers.

Time Will Tell

As recreational marijuana cultivation, production, distribution, and sales grow, so will more issues surrounding legal matters. If you need to consult with a lawyer about your rights in regards to cannabis, call Verhaeghe Law Office at 587-410-2500.

Harsher Penalties In Effect For Driving Impaired

Harsher Penalties

Driving impaired is never a good idea. Alberta recently updated the sanctions for alcohol and drug-impaired driving offences to align with the latest federal laws. These provisions were put into effect to update the laws after cannabis was legalized throughout the country. Today’s federal levels include 80 milligrams or more (mg) of alcohol per 100 millilitres (ml) of blood for alcohol. For cannabis (THC), between 2 nanograms (ng) and 5 ng is considered a less serious offence, while the more serious crime is to have 5 ng of THC or more per ml of blood. When alcohol and cannabis are found in tandem, 50mg or more of alcohol per 100ml blood and 2.5 ng or more of THC per ml of blood is prohibited to operate a motor vehicle.

What Are The New Laws?

Under Bill C-46, police no longer need to have any reasonable grounds to suspect impairment before demanding a sobriety test. Refusing the test can result in criminal charges. On top of that, if you drank within the past two hours after you’ve stopped driving, but your blood alcohol content (BAC) is over .08, you could get arrested, even though that’s not the intent of the law.

The Bolus Drinking Defence

The harsher laws were designed to help crack down on individuals who consume large quantities of alcohol in a short period of time and then trying to drive home before the alcohol is absorbed. This is called the bolus defence. It’s a defence that is no longer valid under the new laws, but it was one that raised doubt enough that it worked in the past. The Bolus Drinking Defence is defined by The Department of Justice as, “a defence for an individual to raise reasonable doubt that their BAC was over 80 mg at the time of driving by adducing evidence of consumption that is compatible with both the BAC at the time of testing and with a BAC of 80 or less at the time of driving.”

Are The New Laws Working?

Some in the law community have pointed out some of the potential flaws in these new laws. According to a news story from CBC, the law might be a solution to a problem that rarely exists and could punish deeply impact individuals who have done nothing wrong. The Department of Justice notes that in 2017, there were more than 69,000 impaired driving incidents and 3,500 drug-impaired driving incidents. Even with those staggering numbers, some people believe that these laws infringe on their basic rights and leave much of the details and potential evidence up for interpretation.

If you’ve been charged with drunk or impaired driving, give our team at Verhaeghe Law Office a call at 587-410-2500. We can help you.

The Legal Paradigm

Legal Paradigm

Most of us watch television. You’ve probably seen at least one episode of the Law and Order franchise. Law and Order is a popular television show that is police procedural for the first half-hour and the legal process for the second. Granted, it uses the US Court System, but as far as the overall process, just how close is this to real life? Let’s see…

Myths in TV Police Procedure and Law

People go directly to a full-blown trial.

On television, the accused appears to be arrested and questioned one day and involved in a full-blown trial the next. The process in real life is quite different. If you are accused of a crime, you may be arrested. You have a right to a lawyer and should call one as soon as possible. After your arrest, you may be held in custody up to 24 hours. At that point, you will either be released or taken to court for a bail hearing. That hearing will determine whether you will be remanded to pre-trial custody in a provincial correctional centre or released with a bail payment. When all of this is done, if you are going to trial, your case will be placed on a court calendar for a preliminary hearing and/or trial.

If it can work in a half-hour it must be a fast process.

Based on average statistics, from your first appearance to final court decision will take approximately 112 days.

The accused will take the stand.

If you are on trail, it is your right to remain silent, and you should base your decision about whether to take the stand on the advice of your lawyer. Remember, the prosecutor must prove that the accused is guilty beyond a reasonable doubt.

The guilty party will undoubtedly either break into tears or have an angry outburst.

Hopefully, if you are accused, your lawyer will prepare you for what to expect during the trial. It is in your best interests to be calm.

Testimony is always straight to the point.

On TV, testimony has to be interesting and provide information for the audience to guess how it will affect the jury’s decision. In real life, testimony can be very long and not nearly as concise as you see on Law and Order. Each side will have many witnesses and a lot of evidence. There is no hard-and-fast rule or formula for what each witness will be asked or how long they will be on the stand.

The courtroom will be full of spectators.

In most cases, unless it is a very high-profile case, the courtroom will not be full. The public is invited to come and watch proceedings in the Provincial Court. On rare occasions, a judge may order that a hearing is closed to the public, usually to protect the privacy of children or others.

Police hang out in courtrooms to find out how their cases play out.

Police are generally seen in the courtroom if they take the stand to present testimony. Lingering in the courtroom like your favorite cop on Law and Order doesn’t happen often. Once they present their testimony, the police are generally back on the job!

Life doesn’t mirror the police procedural/legal drama paradigm. If you are accused of a crime, it is your right to call a lawyer. Call Verhaeghe Law Office. We’ll take you through the rest of the procedure… and there won’t be any theme music.

Miscarriage of Justice? Let’s Appeal

Miscarriage of Justice? Let’s Appeal

Depending on the nature of the sentence or conviction, there might be various appeal paths. However, the purpose of a conviction appeal is not to retry your case. A court will not hear your evidence again to determine if you were guilty or not. That said, an appellate court can only set aside your conviction for one of three reasons:

  • The judge made an error of law
  • There was a miscarriage of justice
  • An unreasonable verdict was rendered and couldn’t be supported by evidence

Error of Law

If you believe errors of law were made at your trial, you may appeal your conviction. Wrongful admission of evidence, a wrong interpretation of a Charter, or a misdirection to the jury on a question of law are all examples of errors of law. However, according to the Criminal Code of Canada, Section 686(1)(bb)(iii) if the court believes that the verdict would still have been the same regardless of the error, the appeal will be dismissed.

Miscarriage of Justice

If there are errors in both law and facts, the appellate court can rule to set your conviction aside. Miscarriage of justice is often synonymous with “wrongful conviction.” Some examples include biased evidence editing, prejudice against the class of people, faulty forensic tests, false confessions due to police pressure, misdirection of a jury by a judge during the trial.

An example of a miscarriage of justice occurred in 1972 when Donald Marshall Jr was convicted of murder and was later acquitted in 1983 after spending 11 years in prison. His conviction resulted in the Canada Evidence Act, which states that any evidence obtained by the prosecution must also be presented to the defence on disclosure.

Unreasonable Verdict

Challenging a conviction through unreasonable verdict focuses primarily on the weakness of the evidence. It must be proven that the evidence was too weak for reasonable jurors to find you guilty beyond a reasonable doubt. This avenue is often very difficult to prove because arguments about the credibility of witnesses or the importance given to certain pieces of evidence rarely succeed.

What’s The Process?

Through an appeal, it can be asked of the Court of Appeals review decisions rendered by lower courts. The appeal must show that the decision maker made a legal or factual error that impacted the outcome of your case. This isn’t a re-trial, and you do not have the automatic right to appeal. That’s where our team can help. We can determine if you require permission to appeal, obtain that permission, and submit any necessary paperwork to get the process started.

For civil cases, you have one month from the day the judge stated who won the case to file your appeal and pay the $600 fee. For criminal cases, you must file your appeal 30 days from the date of sentencing, and there is no fee. If your case has been accepted for review, the appeal doesn’t stop the enforcement of an order, and you must comply with all judgments and court decisions while the appeal is being reviewed.

If you feel your case is a candidate for appeal, please contact us at (587) 410-2500. We will review your case and determine whether it should be pursued further.