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BUSINESS MANAGEMENT DURING COVID-19 OUTBREAK

BUSINESS MANAGEMENT DURING COVID-19 OUTBREAK

Suggest practices for managing employees returning work and slowly reopen your business during the COVID-19 outbreak:

  1. Social distancing in the office: suggest staff communication by phone or zoom meeting, limited in-person meeting;
  2. Appoint a leader to track the latest situations of COVID-19: to keep the staff informed, make suggestion/decision regarding the office operation, business travel or meeting management, office closure, etc.;
  3. Educate your employees: send email and post notice in public area;
  4. Review your workplace hygiene conditions every day: provide sufficient washing soap, hand sanitizer, tissue paper and personal protection equipment where necessary;
  5. Limited access to the general public: suggest by appointment only and screen your visitors before they come;
  6. If your employee may have any symptoms of COVID-19:
    • immediate action including but not limited to reporting to the officer, self-quarantine and medical treatment.
    • Keep employee personal information confidential and protected;
    • No discrimination against those who may or may not have symptoms of COVID-19.
  7. Consider if you would be qualified for CEW subsidy program: a 75% wage subsidy of up to $847 employee per week to eligible employers, for up to 12 weeks. Please see details: https://www.canada.ca/en/revenue-agency/services/subsidy/emergency-wage-subsidy.html;
  8. If you have to lay off some staff as a result of covid-19, consider if you would be qualified for CERB: a benefit of $2,000/per 4-week for qualified person, for up to 12 weeks. Please see details: https://www.canada.ca/en/services/benefits/ei/cerb-application.html;
  9. Develop your continuing business management plan in the long run: work from home, job rotation if necessary;
  10. Others: see your insurance policy coverage of the sickness, disability or personal leave; maintain all these daily operation and company records.

JZW Law wish you stay safe and healthy!

PURCHASE AND SALE OF YOUR BUSINESS

PURCHASE AND SALE OF YOUR BUSINESS

How to sell your business?

  • By share purchase & sale
  • By asset purchase & sale

What is sale of assets?

  • An asset sale requires transfer of right and liabilities to your assets.
  • Examples of assets: real properties, permits and license, personal properties like equipment and vehicles, inventory, accounts receivable, contract obligations, goodwill, intellectual property rights, etc.
  • Each asset to be purchased by the purchaser, with representations and warranties, exceptions or exclusions, must be dealt with individually to ensure good and clear title to be transferred legally.
  • Therefore, a prudent prepared asset purchase and sale agreement is very important to your transaction to secure your interest and proper your transaction and allocate your purchases price as agreed.

What is sale of shares?

  • All the assets of the target company remain within the company. The only required transfer is the shares owned by the shareholders who invest the company and run the business of the company.  The agreement should be carefully describing the subscription of numbers and class of shares and its ownership.
  • However, parties still involve in discussion of material contracts liabilities, real property leases and potential restrictions against the change in control of the company might be subject to consent of another party.
  • Therefore, it’s very critical to contract a lawyer to scrutinize your agreement, conduct due diligence and do all the legal work to protect your transaction would be properly and legally transferred, and avoid future any potential risk and losses.

Please contact us JZW Lawyer for professional legal advice.

HOW TO GET DIVORCE IN ONTARIO?

HOW TO GET DIVORCE IN ONTARIO?

Only ground for divorce – breakdown of marriage, to be established by on one of reasons:

  1. Separation at least one (1) year before the proceeding is determined, separation agreement duly signed.
  2. Adultery; or
  3. physical or mental cruelty.

Lawyer’s Duty:

  1. Discuss possibility of reconciliation before application or when separation agreement is signed;
  2. Promote negotiated settlement of all matters corollary to a divorce, including child support and spousal support, property rights, etc. ;
  3. Suggest each party has his/her own lawyer to represent his/herself;
  4. Encourage settlement all the time;
  5. Preparation of your application for divorce to the court; to answer or to reply wherever required during the trial proceeding.

TO RE-MARRY IN ONTARIO AFTER A PRIOR FOREIGN DIVORCE

TO RE-MARRY IN ONTARIO AFTER A PRIOR FOREIGN DIVORCE

If you want to re-marry in Ontario, while you have obtained a foreign divorce order/certificate (outside Canada) before, you would need a lawyer to review your documents and issue an independent legal advice to government before they can accept your marriage application.

Please contact our office for details.

WHY YOU NEED A WILL?

WHY YOU NEED A WILL?

The answer to this question may be summarized as follows (only for your reference purpose, not legal opinion):

  • If you do not have a will, you cannot appoint the executor who will administer your estate upon your death, and the person to fill this role will be appointed by the court, it takes longer time and more money.
  • If you do not have a will, you cannot appoint who to be the beneficiaries and what to receive of your estate. Provincial legislation instructs who shall be entitled to inherit. For example, if you have a common law
    spouse or same-sex partner, he or she will not be considered your married spouse for division of your assets.
  • If you do not have a will and your minor children who are under 18, the children’s parts will be payable to the court, and to be held until the children reach his/her eighteen (18) years old. However, your children will take over the estate when they are eighteen (18) whether or not they are able to manage the estate. Without a will, you can not set up trusts to maintain the property on behalf of your children or other family members and make regular payment for the cost of living and education, etc.
  • A well-draft will may result in reasonable deduction of probate fee, both at the time of your death and following your death, which would not be available without a will.

THE PURPOSE OF YOUR WILL& PROBATION FEES

THE PURPOSE OF YOUR WILL& PROBATION FEES

  • The purpose of a will is to direct the distribution and management of your estate upon your death but “as you wish”.
  • A well-draft will may result in reasonable deduction of probate fee*, both at the time of your death and following your death, which would not be available without a will.
  • Calculation of Probation Fees (as of the currency dated Jan 1, 2020):
    • NIL $0 of the first CDN$50,000 of the value of the estate; and
    • 15 dollars for each CDN$1,000 or part thereof by which the value of the estate exceeds $50,000.

TYPES OF DISTRIBUTIONS FOR YOUR ESTATE

TYPES OF DISTRIBUTIONS FOR YOUR ESTATE

  • Immediate Distribution Upon the probation is approved by the court, your estate trustee will start to distribute the estate under the instruction of your will.
  • Staged Distribution If you have concern about the ability of property management of your minor or adult children or beneficiaries, you may effectively deal with those concerns by setting up a trust in your will.
    When a trust is created in your will, you can direct your executors to hold your estate on behalf of your beneficiaries, we say “hold in trust” for them, use these funds to make payment for the education and living expenses of your beneficiaries. For example, a certain amount to be paid at age 18, and age 21 and the balance to be paid at age 30.

SPECIAL NOTARY INSTRUCTIONS FOR CHINESE CITIZENS AND PERMEANT RESIDENTS PRESENT IN CANADA

SPECIAL NOTARY INSTRUCTIONS FOR CHINESE CITIZENS AND PERMEANT RESIDENTS PRESENT IN CANADA

第一步:

外国公民(包括外籍华人)拟送往中国使用的文书,驻多伦多总领馆不予直接公证,有关文书应先送交当地公证员(Notary Public)、律师或监誓员(Commissioner of Oaths)办理公证, 部分加拿大联邦或地方政府出具的文书原件(如结婚证明、出生证明、死亡证明、无犯罪记录证明等)以及高校的毕业证书原件,无需办理公证(详情请自行咨询加拿大外交部文书认证处)。

第二步:

将办妥公证的文书(部分文书无需办妥公证)送交安大略省或曼尼托巴省政府指定部门办理认证(中国驻多伦多总领馆不接受其他省份的认证文件)

Ontario

Ministry of Government and Consumer Services

222 Jarvis Street, Main Floor, Toronto ON M7A0B6

Tel:  (416) 325-8416            Fax: (416) 325-8434

Working Hours:9:00-17:00

第三步:

将办妥公证的文书送交中国驻多伦多总领馆

领馆地址:240 St George St. Toronto ON M5R 2N5

领馆办公时间:9:00-12:00,14:00-17:00  总机:416-964-7260   传真:416-324-6468

证件组对外办公时间(自2017年4月3日起):工作日上午9:00-12:00:受理申请

工作日下午2:00-4:00:交费取件

证件组地址:240 St George st Toronto ON M5R 2N5

证件组电话: 416-929-8008,人工接听时间:工作日上午9:30-12:00 (证件问题咨询

证件组传真: 416-324-9010   证件组电子邮件:torontovisaoffice@gmail.com

SPECIAL NOTARY INSTRUCTIONS FOR CANADIAN CITIZENS

SPECIAL NOTARY INSTRUCTIONS FOR CANADIAN CITIZENS

2018年8月1日起, 所有非中国籍申请人的领事认证申请,均需通过中国签证申请服务中心代为递送,所以你要去签证中心办理认证,因为你是外籍华人。

第一步:

外国公民(包括外籍华人)拟送往中国使用的文书,驻多伦多总领馆不予直接公证,有关文书应先送交当地公证员(Notary Public)、律师或监誓员(Commissioner of Oaths)办理公证, 部分加拿大联邦或地方政府出具的文书原件(如结婚证明、出生证明、死亡证明、无犯罪记录证明等)以及高校的毕业证书原件,无需办理公证(详情请自行咨询加拿大外交部文书认证处)。

第二步:

将办妥公证的文书(部分文书无需办妥公证)送交安大略省或曼尼托巴省政府指定部门办理认证(中国驻多伦多总领馆不接受其他省份的认证文件)

Ontario: Ministry of Government and Consumer Services

222 Jarvis Street, Main Floor, Toronto ON M7A0B6

Tel: (416) 325-8416  Fax: (416)325-8434

Working Hours: 9:00 -17:00

第三步:      

最后送我中心代为送交中国驻多伦多总领馆办理领事认证。

签证申请中心提供以下几种服务:

一、普通服务:办理时间一般为四个工作日。

二、加急服务:办理时间一般为三个工作日。

暂无邮寄服务。

费用:https://bio.visaforchina.org/YTO2_ZH/yyxz/283195.shtml

地址: 办公时间和地点

多伦多中国签证申请服务中心办公地点:

Suite 1501, 393 University Avenue, Toronto, CANADA M5G 1E6

申请时间——上午9点至下午3点
取证时间——上午9点至下午4点

LAWYER’S DUTY OF YOUR REAL ESTATE TRANSACTION

LAWYER’S DUTY OF YOUR REAL ESTATE TRANSACTION

  • In Ontario, only lawyers are allowed to register the rights to the title of property. That’s why you must find a good lawyer to help if you have any issues and close your deal smoothly.
  • Main tasks of the lawyer:
    1. After you retain the lawyer, your lawyer would review your Purchase & Sale Agreement and make sure the deal would be closed on time as agreed in the Agreement.
    2. Lawyers do title search, other searches (if applicable); obtain title insurance, prepare for closing documents for your execution and register your title to the property, meet post-closing requirements.
    3. Accept your bank/mortgagee instruction, and prepare the closing document on behalf of the bank/mortgagee, arrange of execution banking documents.
    4. Give clients instructions from time to time about what they need to do and prepare for the closing and make sure there would be no delay.
    5. Suggestion: Please have your mortgage approval and arranged about one month before the closing.

ONTARIO PURCHASER’S TAX DUTY WHEN PURCHASE THE PROPERTY

ONTARIO PURCHASER’S TAX DUTY WHEN PURCHASE THE PROPERTY

  1. Land Transfer Tax- LTT – based on purchase price:
    • First $55,000 x 0.5%
    • $55,000.01~$250,000 x 1%
    • $250,000.01~$400,000 x1.5%
    • $400,000.01~$2M x 2%
    • Over $2M~ x2.5%
  2. Rebate for Land Transfer Tax – 1st time Buyer
    • Portion % refund available, conditions may apply.
  3. Non-resident Speculation Tax – NRST
    • applicable to Non-Canadian resident from April 21, 2017 – Binding Purchase & Sale Agreement signing date
    • 15% of the purchase price
    • Pay first, rebate may be available in future when certain conditions are met* – contact your lawyer for your details.
  4. HST 13% applicable to new property purchase
    • Direct purchase from a builder
    • Rebate available if you would occupy the property as primary residence

WHAT YOU NEED TO KNOW WHEN USING POA FOR THE PROPERTY TRANSACTION

WHAT YOU NEED TO KNOW WHEN USING POA FOR THE PROPERTY TRANSACTION

  • Power of Attorney to be used for the real estate transaction is usually limited to the subject transaction purpose only.
  • We encourage our client(s) to confirm with their mortgagee/the bank first, if they have to use such POA for borrowing money purpose.
  • We don’t encourage client(s) to use POA unless there would be unexpected or unmanageable situations for client(s) to sign the documents and close your transaction.
  • WHY? Because lots of frauds or losses happen to the real estate transactions because of the misuse of the POA.
  • Lawyers has the duty to verify the true intention of the Grantor, and authorized matters, to ensure the attorney would act properly within the authority in the future transaction.
  • Please contact lawyer for further details.