About ArticlesThe below articles are published by the Business Law Section of the Ontario Bar Association. Members are encouraged to submit articles. About Articles

Editor: Lauren Dalton

Kathleen Robichaud

Featured Member: Kathleen Robichaud

  • July 13, 2021
  • Lauren J. Dalton & Kathleen Robichaud

This month, we are introducing a new series, "Featured Members," to shine a spotlight on members of the OBA's Business Law Section. We hope this series can help to connect OBA members practicing in areas such as corporate, real estate and wills and estates law across the province of Ontario. If you would like to be included in the "Featured Members" series, please reach out to the Business Law Executive Newsletter Editor, Lauren Dalton, at

Business Law, Student Forum

Corporations Information Act (Ontario): Corporate Annual Return Filing Changes

  • May 27, 2021
  • Kimberley A. Cunnington-Taylor, B. Soc. Sc., LL.B.

On May 6, 2021, the Ontario government enacted Ontario Regulation 335/21 , amending Regulation 182 of R.R.O. 1990 (the general regulations of the Corporations Information Act (Ontario). This article provides a summary of the impacts of the amending regulation on Ontario corporations, foreign business corporations and Ontario charities with respect to the filing of corporate annual returns.

Business Law, Student Forum

Service Agreements: Common Contractual Errors

  • February 24, 2021
  • Anjana Bhaskaran, General Counsel, Box of Crayons, Inc.

There are nuances to be aware of when reviewing and negotiating a service agreement. These issues are important to address to ensure that the parties to the contract understand and agree to the nature and kind of services being provided thereunder. This article provides examples of common errors that are likely to be overlooked while reviewing and negotiating a service agreement and provides possible solutions to address problems that could arise.

Business Law, Student Forum

Recent SCC Decision on Pre-Incorporation Contracts Could Affect Ontario Not-for-Profits

  • February 20, 2021
  • Andreea Muth

A recent decision by the Supreme Court of Canada, involving a dispute over whether an agreement governing a parking facility had been adopted by a strata (condominium) corporation, provides a useful summary of basic contract principles applied in the context of a pre-incorporation contract. This decision is important for Ontario not-for-profit corporations and business corporations incorporated in Nova Scotia (even if they operate in Ontario).

Business Law, Charity and Not-For-Profit Law, Student Forum

Matthews v. Ocean Nutrition: Where Do Compensation Plans Go from Here?

  • November 19, 2020
  • Jacqueline Lund and Curtis Armstrong

This article, originally published on Practical Law Canada, reviews the October 2020 decision of the Supreme Court of Canada in Matthews v. Ocean Nutrition Canada Ltd. This case is now the leading Canadian decision on the enforceability of contractual limits to an employee’s right to wrongful dismissal damages for loss of incentive payments.

Business Law, Student Forum

Tran v. Bloorston Farms Ltd.: The Limitation of Foss v. Harbottle

  • November 19, 2020
  • Jackie Tmej

The rule in Foss v. Harbottle (1843), 67 E.R. 189 (U.K.H.L.) stipulates that a shareholder of a corporation does not have a personal cause of action for a wrong done to the corporation. The recent appeal by Bloorston Farms Ltd. of the ruling by the Superior Court of Justice in favour of Sang Thi Tran was dismissed by the Ontario Court of Appeal, which assessed the well-established rule in Foss v. Harbottle and its limitations and rationale.

Business Law, Student Forum

Sample Policies of a Sole Practitioner for Client and Staff Safety during the Pandemic

  • September 22, 2020
  • Kathleen Robichaud

Kathleen Robichaud is a sole practitioner practising in Manotick, Ontario. In this article, she describes her experience of trying to determine how to best look after her staff and clients amidst the COVID-19 pandemic, and provides a sample of useful policies that she has implemented at her office to ensure it is safe and comfortable for her visitors and employees.

Business Law, Student Forum

Business Restructuring During COVID-19: Estate Freezes

  • June 10, 2020
  • Nancy E. Claridge and Luis R. Chacin, Carters Professional Corporation

The COVID-19 pandemic has affected businesses tremendously. Many are feeling the effects of a significant drop in the market values of almost all asset classes, including real property and private equity. However, as this article explains, these lower asset values may provide a timely opportunity for companies to make fundamental changes to the corporate structure of their business through estate freezes.

Business Law, Student Forum

Price Gouging in a Pandemic – What Canadian provinces are doing to stop it

  • May 21, 2020
  • Denes Rothschild and Devin Persaud, Borden Ladner Gervais LLP

Traditionally, recourse under Canadian laws for excessive pricing was limited to provincial consumer protection legislation in a minority of provinces. More recently, however, concern about price gouging in the context of the COVID-19 outbreak has led to renewed interest in excessive pricing regulation and, in Canada’s most populous province, the introduction of new powers under emergency response legislation to address such conduct.

Business Law, Student Forum

Commercial and Contract Law Implications of the COVID-19 Pandemic

  • May 19, 2020
  • Wayne Gray, Practical Law Canada

Contracting parties are required to perform their agreed obligations. But what happens when an event takes place beyond the control of one of the contracting parties, such as the current COVID-19 pandemic, that renders a party unable to perform under the contract? This article provides an overview of contractual provisions and common law excuses that may excuse non-performance of a contract in such a situation.

Business Law, Student Forum