Campbell Partners LLP can advise you on the appropriate structure for your new business and the costs and different risks and benefits of incorporating, entering into a partnership, or limited liability partnership, or simply operating a sole-proprietorship. Formation of your business will usually require agreements that set out the rights and responsibilities of owners, employee agreements, supplier and customer agreements, and other ancillary documentation. Ensuring that you have these documents in place at the start of your enterprise will limit your liability down the road.

Borrower

We have established personal relationships with account managers and business-banking centers at the major banks and institutional lenders. Our clients rely on us to assist them in obtaining financing, for the review and amendment of banking agreements, and to ensure that they are in continued compliance with loan or credit conditions. From professional corporations requiring start-up financing for a new office, to multi-million dollar revolving credit lines for your ongoing operations, we can help you start, grow, or maintain your business.

Lender

If you are a local or international lender and require representation, Campbell Partners LLP can provide you a complete outsourced solution from loan document drafting, managing the financing transaction, and ensuring that appropriate registrations are made. Campbell Partners LLP has also acted for private lenders in mortgage financings and investor loans to start-up companies. Please contact Laughlin Campbell if you require assistance as a lender.

Start-up/Venture Capital

Private equity financing for start-up capital (venture capital) or for growth (growth capital) can sometimes be hard to find, and especially harder to find on good terms. Our firm has advised on start-up venture capital placements and growth capital deals for a number of clients. If you are looking for venture capital, we also work closely and have developed trusted relationships with several venture capital firms and individuals that have the institutional and individual resources to place an almost unlimited amount of funds through a variety of private equity placement mechanisms.

SmartLaw (Ventures)

In select cases, Campbell Partners LLP may provide ongoing and transactional legal services at a preferred rate for start-up or growth firms seeking capital. We can discuss the variety of options available to your business to obtain SmartLaw legal services if you are seeking venture or growth capital.

Corporate Requirements

Both Provincial and Federal business law legislation requires that corporations conduct themselves at a certain standard. This includes holding regular annual meetings of shareholders and directors and conducting special meetings to authorize certain conduct of the corporation. These requirements apply to both closely-held and publicly held corporations. Further, directors and officers can sometimes be held liable under employee protection legislation and business legislation for unpaid wages and conduct detrimental to the corporation. Failure to adhere to corporate governance standards can result in unwanted liability and unnecessary legal expenses fighting costly administrative or court actions.

SmartLaw Audit

Campbell Partners LLP has advised a number of family owned and in-growth companies and has found that many of them, before walking through our door, fail to maintain proper corporate records, standard form contracts and operating agreements, and compliance with the multitude of administrative laws with regard to corporate governance, employment rights, privacy rights, and health and safety requirements, among others. A failure to maintain your corporate recordkeeping and compliance with laws and regulations makes your company unattractive to potential buyers and in many cases, potential clients. In some cases, this causes unnecessary grief during audits.

We developed the SmartLawAudit as a response to many of our clients that have come to us with corporate filings several years out of date, incomplete and outdated minute books, unsigned corporate resolutions and in some cases, even articles and by-laws. Your SmartLawAudit will consist of an initial review of your business and its objectives, a complete review of the past three years of corporate activity, a report on deficiencies in your corporate documentation, and the drafting of resolutions by shareholders and directors to ensure compliance with corporate law requirements. It also includes an opinion in respect of administrative, regulatory, and corporate compliance, and key employee, customer, and supplier contracts and policies. The SmartLawAudit is especially essential for any company seeking financing, investments, insurance, or a buyer and makes good business sense in all other cases. Following the completion of the SmartLaw Audit Campbell Partners LLP can ensure continued compliance at a minimal cost.

Campbell Partners LLP acts as general corporate counsel to a variety of small, family-owned, and mid-sized businesses (over $50 million in sales). As general corporate counsel we understand the day-to-day needs of business owners and management and assist in dealing with employee issues, contracting with customers and suppliers, collections, among many other concerns. As your corporate counsel we can offer tailored solutions to allow you to focus on maintaining and growing your company while knowing that you have Smart Corporate Counsel. Call Campbell Partners LLP to discuss your corporate counsel solution.

Technology Development & Licensing

Our clients consider technology to be one of their most important assets, and we agree. It is then not surprising that technology development and licensing is an important part of our firm as a good proportion of our clients have significant intellectual property assets that need to be properly protected in a variety of transactions. As a tech-savvy firm, we have a good understanding of our client’s needs with respect to their products, software, or other intellectual property and can structure appropriate transactions for them to reach their business objectives. We can also advise, assist, and structure arrangements for businesses to secure third-party licenses through cross-licensing, sublicensing, or joint ventures to allow them to continue to deliver services to their clients.

Campbell Partners LLP has extensive experience in both local and international licensing arrangements and have dealt with licensing in the context of mergers, acquisitions, tax planning, corporate reorganizations, and business development. Transactions may involve software or product development, licensing, and services as part of a merger, joint venture or strategic alliance “white-label” transaction. In all transactions, we apply the SmartLaw concept of first learning about your product and your business objectives, considering your legal options, and then providing you with several legal options that can help you achieve your business objectives.

We take a two-step approach to the process of debt collection. Firstly, we analyze what our clients can do to minimize the need or to eliminate the need for debt collection. Secondly, we pursue debts owed to our small business clients just as aggressively and with as much zeal as we do for our larger institutional clients. If you are owed money, we can assist in the collection of your debt in a timely, efficient, and cost-effective manner. We offer volume discounts for clients that require over twenty collection enforcements per month. Unlike private third-party debt collectors, your information is protected by lawyer-client privilege.

Franchisors

If you currently own a business and are looking for ways to expand, a franchise system may be an ideal method of achieving growth. Campbell Partners LLP can assist in developing a franchise expansion plan, identifying the legal issues and pitfalls of a franchise system and develop the disclosure documentation required under the Arthur Wishart Act (Franchise Disclosure), 2000.

Franchisees

We have advised franchisees in selecting a franchise system, reviewing the franchise disclosure documents, and final franchise agreements and leases. This includes franchisees in the food service industry, pharmacies, hospitality and services industries. Entering into a franchise relationship can be very daunting to the uninitiated. If you are considering becoming a franchisee, or are already a franchisee, Campbell Partners LLP can assist you with all of your start-up (including incorporation of a company to reduce liability and extensive review of franchise documents), day-to-day and corporate needs.

When buying, selling, or merging your business there are a number of issues that need to be examined including but not limited to: employees, tax implications, the Investment Canada Act (if you have an international buyer), unfair competition concerns, assumption of liability etc. From the signing of the initial letter of intent to the final signatures on the agreements completing the transaction, Campbell Partners LLP will be available to answer all of your questions, negotiate agreements, and ensure a continued and respected business relationship between the parties so that you can move on to your next venture, acquisition, or partnership.

Many of Campbell Partners LLP’s clients have operations in the United States, Europe, and Asia. As a result of the international presence of our clients we have developed a network of like-minded firms and lawyers that provide excellent legal and business advice without having to carry overhead costs of a major city-centre or large firm. If you are thinking about an expansion or already doing business outside of Ontario and require legal advice, you can rely on Campbell Partners LLP to direct you to the right person and to manage that relationship to ensure maximum value for money spent.

Business Immigration

On occasion our clients ask us to help them "import" talent from the United States and elsewhere. We have successfully processed a number of business non-immigrant and immigrant class applications for workers to work and potentially settle in Canada. If you are a human resources professional or manager seeking to hire an foreign worker Campbell Partners LLP can guide you through the process and ensure that you get the person with the skills, experience and talent that you require. For urgent matters, we are available to attend at any port of entry in Southern Ontario.

The Personal Information Protection & Electronic Documents Act (“PIPEDA”) changed the privacy landscape throughout Canada. Generally, all businesses are required to comply with PIPEDA in the collection, use and retention of personal information. Campbell Partners LLP can develop a privacy policy for your business and if required, can manage privacy compliance. In many industries privacy compliance is becoming increasingly important. By having a well-managed privacy policy and system in place, you can help avoid liability claims for breach of confidentiality and privacy.

Are you a doctor, dentist, pharmacist, engineer, physiotherapist, accountant, or other regulated professional?

As professional service providers, we understand the difficulties faced by professionals in organizing their own business, maintaining relationships with employees, clients, and suppliers, and complying with various regulatory requirements. We have assisted regulated health professionals (including physiotherapists, doctors, dentists, and pharmacists), accountants, engineers, actuaries, and other professionals organize, maintain, and operate their business under partnerships or as professional corporations. We also have built relationships with lenders and can help you obtain financing for your practice, negotiate your lease, and provide you with standard form contracts and polices to help your practice become or remain successful.

Campbell Partners LLP can assist both tenants and landlords in respect of the drafting and negotiation of commercial leases.