buying or selling a business - lso storeadrian represents clients in both english and french. before...
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Faculty Biographical Information
March 8, 2017
Buying or Selling a Business
Diane Brooks
Diane’s combines her top level experiences as in-house counsel in the financial and insurance
industries to bring insight and perspective to her transaction-oriented and commercial lending
practice at the firm.
Prior to joining the firm, Diane spent over a decade in a variety of in-house counsel roles. She
worked as the sole Canadian in house counsel supporting the inventory finance division of a major
global insurance company. She also held an in-house counsel role with one of Canada’s major
chartered banks as well as acting as the sole corporate counsel for the leasing and asset finance
division of a subsidiary of a major US bank.
Armed with this business perspective, Diane consistently delivers quality results for her clients in
her no nonsense style to get the deal done. Diane’s clients appreciate the business acumen and
experience she brings to their matters and they know they can rely on her “big picture” thinking
and advice.
Diane’s practice is focused on asset based lending and equipment leasing as well as in complex
structured finance transactions including acting for buyers and sellers in connection with private
lease securitizations, financing of solar and wind power projects, rail car leasing and other unique
vendor programs. Diane’s clients also turn to her for their general legal and operations matters.
Diane is recognized in The Best Lawyers in Canada in Asset-Based Lending and Equipment
Finance Law and recognized in The Canadian Legal Lexpert Directory as a leading lawyer in the
area of Asset Equipment Finance/Leasing
Toronto: 1104-20 Adelaide Street East, Toronto ON M5C 2T6
Mississauga: 2425 Matheson Blvd. East, 8th Floor
Mississauga, ON L4W 5K4
Tel: 416.847.1814 x122 Email: [email protected] www.rubinthomlinson.com
Adrian Ishak LL.B., LL.L.,
Partner
“Any lawyer can flag, assess and quantify risk. A trusted business partner shares his views, insights and perspectives, which are informed not just by the law but by practical outcomes and hard-won experience. My goal, in every case, is to be that trusted business partner.”
Adrian Ishak loves the feeling of a job well done: walking a client
through difficult circumstances and helping them craft solutions to what had been seemingly insurmountable problems. Adrian believes in empowering his clients by giving them the tools they need to take control and make the right decisions – decisions that will serve them well now and in the future
As both trusted counsel and a valued business partner to his clients, Adrian distills his experience and expertise into pragmatic advice.
Whether advising employers or executive-level employees, Adrian’s practice focuses on all aspects of employment law including employee relations, terminations, wrongful dismissals, employment contracts, and employment policies. He provides strategic counselling on a number of human resources, privacy and human rights issues. With a joint Ontario and Québec call and with experience in both jurisdictions, Adrian guides his clients through employment standards matters, pay and employment equity, and human rights obligations in Canadian common law and Québec’s civil law jurisdiction. Adrian represents clients in both English and French.
Before joining Rubin Thomlinson, Adrian spent nearly eight years at one of the world’s largest law firms where he counselled employers, including many Global 500 companies, across various industries.
In 2015, Adrian was recognized as a Lexpert "Rising Star”, an award that honours Canada’s leading lawyers under 40.
Adrian is President of Eva’s Initiatives, providing shelter, training and counselling to homeless youth. He also sits on the Young Leadership Council of the Toronto Symphony Orchestra and he volunteers at the Legal Advice & Referral Clinic of The 519 Church Street Community Centre.
A. Paul Mahaffy
Bennett Best Burn LLP
150 York Street, Suite 1700
Toronto, Ontario M5H 3S5
Direct Line: (416) 814-2834
Phone: (416) 362-3400
Fax: (416) 362-2211
E-mail: [email protected]
Website: www.paulmahaffy.com
Blog: Private Company Law: Cases and Comments (via website)
Certified Specialist (Corporate and Commercial Law)
Background
Paul has a B.A. (Hons.) in Sociology and Psychology and LL.B. from Queen's University, and an
M.B.A. in Finance and Marketing from the University of Toronto. He is a member of the Ontario
Bar and a fellow of the Institute of Canadian Bankers, and has completed the Canadian Securities
Course and Harvard University Negotiation Workshop.
Areas of Practice
Paul practises corporate-commercial law, with particular emphasis on purchase and sale
transactions, business succession, private company governance, technology transfers, joint
ventures and financing.
Professional Experience
Paul’s clients tend to be small and medium sized "knowledge based" companies operating in the
services sector. They generally fall within the information technology, communications,
financial services, renewable energy, specialty manufacturing and distribution industries. He has
previously acted as corporate counsel to the Bank of Nova Scotia and Canadian Pacific Limited.
Professional Activities
Paul has been Chairman of the Corporations Acts and Securities Legislation Committees of the
Canadian Bankers' Association, as well as Chair of the Business Law Section and Secretary and
Treasurer of the Corporate Counsel Section of the Ontario Bar Association. He has chaired the
OBA programs Due Diligence in a Wired World, Financing New Companies, Buying and Selling
Intellectual Property, Helping Clients Do Business on the Internet, Practising Business Law
Online, Negotiating and Drafting Preliminary Transaction Documents, The Private Company,
and Business Succession on Retirement. He has also chaired the Law Society of Upper Canada
programs Business Agreements, The Annotated Share Purchase and Asset Purchase Agreement,
Rescuing the Problem Deal, Alternative Vehicles for Carrying on Business, New Lawyer
Practice Series Corporate Law and Business Law Practice Essentials, and has presented at the
Special Lectures on Corporate & Commercial Law. He is the author of Business Succession
Guide, Private Company Shareholder Guide, Business Transactions Guide, and The Private
Company: A Legal and Business Guide for Owners and Managers, all published by Carswell.
Speaks: EnglishYear of Call: 1995 -Ontario
416-369-7332
416-862-7661
Primary Office: Toronto
Email: [email protected]
W. IAN PALM Partner
Ian Palm is a partner in the Toronto office of Gowling WLG. His practice focuses on corporate finance,M&A and private equity.
Ian has extensive experience working with Canadian and international clients in a variety of industries,with particular expertise in the energy, technology and infrastructure sectors. He represents private andpublic companies, major corporate clients, pension funds, and private equity and venture capitalinvestors.
Acting for issuers, investors and underwriters, Ian has advised clients in a range of corporate finance andM&A transactions, including private placements, public offerings, private equity and venture capitaltransactions, joint ventures and public and private M&A.
Lexpert magazine previously named Ian one of the “Top 40 Lawyers Under 40” in Canada. He has sincebeen recognized as a leading practitioner in his field by the Canadian Legal Lexpert Directory, theLexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada and the Legal Media Group’sGuide to the World’s Leading Private Equity Lawyers.
Ian frequently lectures at law schools, conferences and elsewhere on private equity, M&A and securitieslaw.
Brad Ross
416.849.6010
Profile
Brad Ross is a partner at Goodmans, where he heads one of the firm’s business law groups. He has a broad transactional-
based practice involving all aspects of corporate and securities law, with particular emphasis on corporate finance, mergers
and acquisitions and private equity transactions. Brad also assists companies with their corporate governance and
continuous disclosure obligations.
Brad was recently recognized by Lexpert magazine as one of Canada’s Leading Lawyers Under 40. He has also been
designated as a Rising Star in the fields of M&A and Private Equity by IFLR 1000 - The Guide to the World's Leading
Financial Law Firms.
Brad is an Adjunct Professor at Osgoode Hall Law School, where he teaches Case Studies in Business Enterprises.
Education
Mount Allison University, B.Comm., 2000
University of Western Ontario, LL.B. (With distinction), 2003
Sundeep Sandhu
Sundeep Sandhu is a Partner at Blaney McMurtry LLP and a member of the firm’s Corporate
and Commercial Department. She specializes in mergers and acquisitions of varying sizes and
complexities (including addressing matters arising from a regulatory, financing and/or structural
perspective). She mainly represents privately held companies in various industries including in
the technology, health care and insurance fields. Her practise also involves secured financing,
business succession planning, addressing complex shareholder disputes and addressing corporate
governance matters.
Sundeep was the recipient of Lexpert® Rising Star: Leading Lawyers Under 40 in 2015 and
listed as Corporate Lawyers to Watch in L’Expert Magazine’s issue of 2016 Guide to Leading
Corporate Lawyers. She was also a recognized honouree at the Pink Attitude inaugural year,
sponsored by the Toronto Dominion Bank, which celebrates exceptional, social, political and
economic achievements of “Game Changing” South Asian women, featured in South Asian
News as Personality of the Week for July 28, 2016 and awarded the McTague Law Firm LLP
Award for Excellence in Business Law awarded at Windsor Law.
Sundeep currently acts as Blaney McMurtry’s representative for the Law Firms for Diversity &
Inclusion Network and is a co-founder of the Diversity and Inclusion Committee at the firm. She
was a member of the Board of Directors of the South Asian Bar Association (SABA) of Toronto
and previously acted as Vice-President. She is currently Secretary and member of the Executive
team of SABA North America and a member of its Advocacy Committee.
Sundeep obtained a Bachelor of Law from the University of Windsor (2003-2006) and a
Specialized Honours in Public Policy and Administration (1998-2002) from York University.
Jeffrey J. Simpson Tel: 416 777 5413Fax: 1 888 587 9143Email: [email protected]
Jeff is a partner in Torkin Manes’ Banking, Finance and Insolvency Group, specializing in matters before the Toronto Commercial List, a specialized division of the Ontario Superior Court of Justice established to deal with complex commercial matters. Jeff represents both debtors and creditors. Jeff has considerable expertise in shareholder’s disputes, receivership law and reorganization proceedings under both the Bankruptcy and Insolvency Act (BIA) and the Companies Creditors Arrangements Act (CCAA). Whether representing creditors, debtors, banks or suppliers, Jeff works toward a successful reorganization wherever possible. Sometimes, however, this is not possible, and receivership is the only solution. Jeff’s expertise in receivership law is well recognized. Jeff has appeared before all levels of Ontario Courts on insolvency and commercial litigation cases of all types, including matters involving the Personal Property Security Act (PPSA), mortgage enforcement and the law of guarantee. Jeff is also thoroughly versed in all aspects of security enforcement and realization in Ontario, in both real estate and personal property matters. Many of Jeff’s cases have involved the real estate, retail apparel and manufacturing industries, where he has significant experience and expertise. Jeff’s Commercial List experience has led him to develop two significant subspecialties:
• shareholders’ disputes/corporate oppression cases; and • solicitors’ negligence cases involving allegations of solicitors’ errors
committed in a commercial, lending or insolvency context.
ServicesInsolvency & RestructuringLitigation
CredentialsCalled to the Ontario Bar, 1997
EducationLL.B., McGill University, Faculty of Law, 1995 B.A. (Honours) History, McGill University, 1991
Max Spearn
Partner
Toronto
416-595-2974
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PROFILE
Max Spearn has a focused corporate and commercial law practice with an emphasis on mergers and acquisitions, private equity, venture capital, debt and equity financings, and day-to-day commercial matters. Max is a leader in the area of emerging growth and venture capital at Miller Thomson.
Max frequently works with U.S. law firms and businesses on cross-border transactions and structures for doing business in Canada. He also negotiates and drafts shareholder, partnership and joint venture agreements, service agreements and various other commercial agreements.
Max regularly advises emerging and high-growth clients on financings and other aspects of corporate commercial law. Max focuses on delivering practical advice and solutions in a cost-effective manner.