THE NOTARY: YOUR BUSINESS PARTNER
More and more business people are turning to notaries when they are in need of a corporate legal advisor or personal financial analyst.
A growing number of notaries have specialized, and possess a wealth of experience, in corporate law and personal finance. Having built many close, privileged relationships with the business community over the years, these notaries have become valuable advisors in every facet of commercial activity.
By continually keeping their knowledge and skills up to date and actively participating in new business activities, notaries can provide valuable assistance to high-tech companies in the same way as they have always enjoyed the confidence of more traditional corporations.
In addition, to help resolve the majority of civil or commercial disputes that may face an entrepreneur during the normal course of business, many notaries also have the training and experience needed to act as mediators in civil and commercial matters. Other notaries are also accredited arbitrators.
The notary is an expert in the drafting of contracts and can provide all the legal security you and your company need to ensure that your rights and interests are well protected, while saving you time and money.
An expert in business law
YOUR COMPANY: SITUATIONAL ANALYSIS AND OBJECTIVES
To ensure that you are on the right track, your notary will begin with a comprehensive analysis of your company's legal situation. Working together, you and your notary can develop an effective plan of action to help you achieve your objectives.
An analysis of your company's basic characteristics is an important prerequisite to the establishment of the legal structure best suited to it. Such an analysis is, of course, ideal at the company's start-up stage, but can be done at any time. As companies grow and change, or as new objectives and projects emerge, new analyses may have to be made.
LEGAL STRUCTURES OF BUSINESS ORGANIZATIONS
Taking into account certain unavoidable factors such as the importance of your capital funding, your preferences regarding teamwork and your managerial skills, your notary will provide you with a clear explanation of the advantages and disadvantages of the various legal forms available to businesses. He or she will inform you of all the possibilities you can choose from with regard to:
- sole proprietorship;
- different types of partnerships;
- business corporations governed by federal or Quebec law;
- other forms of companies.
Armed with complete, detailed explanations from your notary, you will be in a position to make an informed decision and you will know exactly what the legal and fiscal ramifications of that decision are.
Your notary will now be able to draw up the necessary documents for the establishment or the structural modification of your company, whether in the form of a partnership contract, a shareholder agreement or any other relevant document.
Tax planning has become a key factor in sound corporate management. Here again, many notaries have acquired the expertise needed to help you prepare a comprehensive strategy, taking into account various possibilities such as:
- crystallization of capital gain;
- estate freeze;
- management companies;
- share redemption programs.
These expert notaries can also evaluate the tax consequences of the sale of your company on your estate and your heirs.
COMPANY FINANCING: MONEY DOESN'T GROW ON TREES!
It takes money to make money. Your company needs sound financial resources to ensure that it develops to its fullest potential. Backed by legal training and a firm commitment to the business community, your notary can help you develop realistic financing projects that are perfectly suited to your company.
Your notary is right at home when it comes to developing an integrated financing plan and selling it to potential financial partners, taking into consideration:
- sources of funding (shareholder advances, line of credit, hypothecary loan, equity loan, etc.);
- guarantees (security on property and personal guarantees);
- assistance programs and subsidies, where relevant.
Throughout a company's entire existence, financing remains a daily concern, as much at the start-up or restructuring stage as at the acquisition or expansion phase. When you reach the point of wanting to transfer your company-to the next generation or to a third party-your notary can help negotiate the financial agreements.
WHAT IF YOU ARE INJURED?
What would happen if, one day, you became incapable of running your business or making corporate decisions? Although no one wants this to happen, your notary will advise you nonetheless to sign a mandate in anticipation of incapacity. Among other things, this mandate will name the person who, in the event that you are unable to act, will ensure continuity and take control of the company. An initiative such as this will enable you to choose the person you consider the most qualified to run the company, and will often avoid family friction and conflict.
PLAN FOR TOMORROW … TODAY
People want to maintain their standard of living when they retire, even improve it if possible. With the disappearance of the welfare state and the increasingly heavy fiscal burden on taxpayers, government pension funds may not be able to support the growing number of retired people and an aging population.
Given this situation, it is time to act, take charge and, with the help of a specialist, find the scenario that will enable the achievement of goals and guarantee a successful retirement plan.
The financial planning notary can be your designated driver on the road to retirement, especially where your pension, investments, insurance and estate planning are concerned.
HIRE AN EXPERT TEAM COORDINATOR!
Don't think you need help? Stop kidding yourself. Successful financial planning is often the result of multidisciplinary teamwork: notary, accountant, life insurance specialist, stockbroker, banker, etc.
Your financial planning notary will leave no stone unturned to ensure that all these people are working together to achieve your objectives. This makes him or her the ideal resource person to coordinate a financial plan best suited to your personal situation. Your notary will never be in conflict of interest because it is illegal for him or her to sell you financial, insurance or investment products.
TAX STRATEGIES TO OPTIMIZE RETIREMENT FUNDS
Developing a personal tax strategy will help you achieve maximum tax reduction. Result: you will have tax savings to invest in pension programs. These tax savings often represent the largest contribution made by the taxpayer in search of financial freedom at retirement.
SOUND INVESTMENTS SO YOU CAN SLEEP SOUNDLY
You have defined your pension goals in order to protect your quality of life and standard of living. To achieve both, it is important for you first to take a look at your personal situation and determine what kind of investor you are. Of course, any savings you set aside for your retirement should be invested to make money, but always remember that the best investments you can make are the ones you don't lose sleep over.
You will therefore not be surprised to learn that it is your risk tolerance that will determine the general look of your portfolio. Besides, financial planners will tell you, "everything in moderation" and "a bird in the hand is worth two in the bush." Contact your financial planning notary to help you develop a sound yet profitable investment strategy.
FACING THE INEVITABLE
We all have to leave the land of the living someday. A good life insurance program will ensure that your spouse and your children receive sufficient replacement income and have access to the liquid assets needed to pay the taxes and other expenses resulting from your death.
But did you know that there are protection programs you can benefit from during your lifetime? You could register with a group or individual disability insurance plan to protect against life's little surprises. This is an important aspect that shouldn't be ignored, because sometimes bad things do happen to good people…
YOUR WILL: THE CORNERSTONE OF FINANCIAL PLANNING
Any personal financial planning must involve the signing of a will. If you die without a will, all the estate planning you so carefully worked on may prove to be futile. A will is, and always will be, the foundation, the cornerstone of your estate planning. It must therefore be drawn up by an expert and definitely in notarial form. Any change in your living conditions will require a review of your will which may necessitate modifications.
Financial planning is simple yet complex. To eliminate financial worries in your retirement, be sure to do your financial planning with the help of a master: a notary who specializes in financial planning.
A specialist in agricultural law
TODAY'S FARM: MINDING YOUR OWN BUSINESS!
Generally, a farmer's most important asset is the farm itself-the incomes of several generations are sometimes directly dependent on it.
There often comes a time when, in an effort to create a more secure sense of belonging, or for other reasons, the owner of a farm wishes to make members of his or her family active partners in the business.
This desire to make the farm a true family business, for whatever reason, usually involves the transfer of a portion of the farm during the owner's lifetime, requiring the setting up of a new legal structure.
THE LEGAL STRUCTURE OF YOUR FARM
Your notary can help you make all the necessary decisions concerning the legal organization of your business. Of course, each situation is different and some cases can prove to be quite complicated. With your approval, your notary will not hesitate to call on the services of specialized resource people as appropriate or necessary. You can thus be assured of the best possible legal structure for your specific needs.
Your notary can describe the advantages and disadvantages of a joint-stock company, a limited or general partnership, or even a joint venture. Your notary can also inform you of the legal and tax consequences of each possible alternative.
You will know exactly where you stand regarding the ownership of property used in the business in the normal course of its activities and the extent of liability in the event of legal proceedings.
The information supplied by your notary will also allow you to clearly distinguish between your and your company's tax situation.
YOUR NOTARY, CONTRACT WRITER EXTRAORDINAIRE!
Once the decision has been made concerning the proper legal structure for your project, your notary can immediately begin to prepare all the documents required for the company's incorporation or for a partnership agreement.
To follow up on the idea of keeping the company under family control, your notary will also ensure that all the necessary sale and purchase agreements are drawn up and signed.
Once your company is equipped with a legal structure perfectly suited to its needs, your notary will then proceed with all the necessary follow-up work and ensure that all relevant licenses and registrations required by law are applied for and received.
A new corporate structure will often mean reviewing your financial and estate planning strategy. Your notary will go over the terms of your will with you and help you plan your estate in such a way as to ensure the continuity of the business while maintaining a balance between the heirs.
YOUR NOTARY WILL ADVISE AND REPRESENT YOU IN ALL MATTERS CONCERNING AGRICULTURAL ZONING
As an expert in immovable property law, your notary will provide you with sufficient information on every land transaction and help you determine the best way to hold agriculturally zoned property. Your notary can represent you before the Commission de protection du territoire agricole du Québec to obtain any statutory authorization required to subdivide, use, dispose of, include or exclude a lot in an agricultural zone. Well versed in the subtleties of the law, your notary can build your case with well-formulated arguments that take into account the facts of your case.
CONSULT A NOTARY WHO SPECIALIZES IN AGRICULTURAL LAW
As there are many laws governing the agriculture industry, business people very often have a hard time making sense of it all. Without knowing it, you could omit certain legal requirements. Furthermore, you could be missing out on programs, credits or subsidies designed to help improve your business.
Your notary is a natural ally, close to you and your family, with your interests at heart. He or she is able to combine solid business experience with in-depth knowledge of the workings of the legal profession.
Present and active in every region across the province, Quebec notaries are the best legal advisors for farmers, who are basically the CEOs of their family businesses. Consult a notary who specializes in agricultural law. He or she will be happy to lend you a hand.
CIVIL AND COMMERCIAL MEDIATION
Sooner or later, in the normal course of your business, a dispute may bring you into conflict with one of your clients or suppliers. Mediation is a way to resolve this kind of problem without having a third party make decisions for you. More and more notaries offer this alternative method of reaching agreement by acting as mediators to help find the right solution for you.
Mediation is a versatile, flexible, voluntary process. It requires cooperation and good faith on the part of each concerned party, who must accept the move to mediation with a commitment to arrive at a viable, mutually satisfactory agreement.
The purpose of mediation is to re-establish communication and thus repair the relationship between the parties. It can even help avoid subsequent conflict..
After confirming that the parties wish to submit their dispute to mediation, the mediating notary asks them to sign a mediation agreement, which contains clear definitions of the mediator's role, the responsibilities of the parties, mediation procedures, confidentiality and fees.
THE MEDIATOR: AN UNBIASED PARTICIPANT
The mediator's role consists of providing the parties with supervision, support and structure to help them resolve their dispute to their mutual satisfaction.
To accomplish this, the mediator first tries to create an atmosphere that encourages communication. He or she then gathers all relevant information about the dispute to determine the needs and interests of each party. The mediator guides the sessions to foster calm, productive discussions likely to inspire creativity in the search for a solution.
The mediator does not represent either of the parties. He or she is neutral and impartial, offering neither advice nor legal opinion on the subject of the dispute. However, the two parties are perfectly free to request at any time the opinion of a third party for their own advantage. The mediator's role is not to settle the dispute or impose a solution, because in mediation, it is the responsibility of the parties to resolve their conflict..
Mediators have received specialized training and are required to respect strict professional ethical standards. With the necessary training, and the legal duty to be impartial, notaries are the ideal professionals to act as mediators and help you negotiate a long-lasting, satisfactory agreement.
THE PARTIES' RESPONSIBILITIES: YOU HAVE TO TALK
TO EACH OTHER TO UNDERSTAND EACH OTHER!
To arrive at a mutually satisfactory solution, the parties participate in open, honest discussion concerning their needs and interests, then negotiate in good faith in an atmosphere conducive to communication. The mediator facilitates this discussion to help the parties determine areas of agreement and disagreement, and to encourage their progress in the search for a suitable solution.
Resorting to mediation does not mean that you give up your rights or that the other party is relieved of his or her obligations. You are not required to accept a compromise that does not satisfy you. Mediation is a voluntary process from which you may withdraw at your discretion. Mediation does not preclude the possibility of initiating legal proceedings at any time or the right to call in one or more arbitrators to settle the dispute if mediation fails. On the other hand, if the parties do come to an understanding, a draft agreement is drawn up and submitted to the parties for approval before signature. An agreement signed by the parties constitutes a contract, which can be enforced if it is not respected.
THE MYSTERIES OF MEDIATION
You will learn very little from talking to people who have gone through the mediation process, because the parties and the mediator have agreed from the beginning to keep all details confidential. All statements and information disclosed by the parties, written or oral, cannot be used in subsequent judicial proceedings without the permission of all parties involved. Moreover, the mediator may not be called as a witness in any judicial proceeding concerning the dispute in question. The parties are therefore able to express themselves freely.
AN EFFICIENT AND ECONOMICAL CHOICE
Most of the time, the parties agree to share mediation costs (i.e. mediator's fees and miscellaneous expenses) equally. The mediator's fees vary according to professional qualifications and experience. Even so, mediation usually costs much less than court proceedings. Furthermore, although the duration of mediation may vary from one case to another, depending on the complexity of the dispute and the time the parties are willing to devote to settling it, this method of conflict resolution is proving to be much faster than the traditional judicial route.
CIVIL AND COMMERCIAL ARBITRATION: ANOTHER
QUICK AND ECONOMICAL WAY TO SETTLE A DISPUTE
Civil and commercial arbitration is another alternative to going to court that provides for the quick and confidential settlement of disputes and the respect of your rights. A few months, even a few weeks, are usually sufficient to obtain a decision. Costs will vary according to the complexity and duration of arbitration.
The parties may choose to share the costs by mutual consent; otherwise, the division of costs is determined by the arbitrator, who decides what percentage of the costs is to be paid by each party.
HOW DO YOU PROCEED TO ARBITRATION?
If you had the foresight to include an arbitration clause in your contract, all you have to do is invoke the clause according to its stipulations.
If there is no arbitration clause, the parties in dispute may ask a notary to prepare an arbitration agreement under which their dispute will be submitted to arbitration according to their own terms and procedures. Arbitration is a method of conflict resolution recognized under the Civil Code of Québec and has proven to be an efficient way to settle disputes of all kinds (with the exception of family-related matters and questions of public order or the capacity of persons).
Arbitration is a private hearing, the very existence and the substance of which (statements, evidence, documents, etc.) cannot be made public without the express permission of all parties. Entrepreneurs and business people have the benefit of not having their disputes paraded about for all, especially their competitors, to see. In addition, arbitration often enables parties to maintain their business relationship.
WHERE TO FIND SKILLED ARBITRATORS?
To select one or more arbitrators, contact the Chambre des notaires du Québec, whose list of qualified arbitrators is available to the public. These arbitrators are required to have specialized training in arbitration and a minimum of 10 years' experience in the practice of law.
The arbitrator settles a dispute by taking into consideration all rights and obligations, and thus is able to maintain very strict impartiality. The arbitrator will never intervene to advise parties or offer an opinion.
An arbitration hearing may proceed orally, at a pre-arranged date, with the parties presenting their arguments and supporting evidence in turn, calling on witnesses and experts as needed. The parties may also choose arbitration based on documentary exhibits and present their evidence in writing.
THE ARBITRATOR'S DECISION IS FINAL
Once the hearing is over, the arbitrator renders his or her decision in writing. The arbitrator's decision is final and not subject to appeal. The parties must abide by the decision. If one party defaults, the other party is entitled to apply to the court to enforce the decision, unless the court finds grave fault or legal error, either of which will invalidate the arbitration.
Arbitration is a very accessible way to settle civil or commercial disputes. Except for a few cases of statutory arbitration imposed by law, it is a voluntary procedure. The choice is yours.
Your notary: an excellent guide and valuable ally
Do you need a specialist in corporate or agricultural law, a financial planning expert, a mediator or an arbitrator? Economical, quick and stress-free, your notary's valuable advice can help you achieve your personal, financial or commercial goals.
Contact the Chambre des notaires du Québec to find notaries who specialize in these fields.
Consult your notary: leave nothing to chance!