News & Insights
News & Insights
Welcome to Blueprint Law’s News & Insights – your hub for legal updates, practical guidance, and business insights tailored to entrepreneurs, startups, and growing companies across Ontario. Whether you’re navigating corporate governance, raising capital, or scaling your operations, our articles are here to help you stay informed and make confident decisions.

Section 85 Rollovers in Canada: A Legal Overview for Tax-Deferred Transfers
Section 85 of the Income Tax Act (ITA) provides a powerful mechanism for deferring tax liabilities associated with the transfer of assets to a Canadian corporation. Commonly used in corporate reorganizations, succession planning, and incorporations, Section 85 rollovers enable taxpayers—whether individuals, corporations, or trusts—to transfer eligible assets to a corporation on a tax-deferred basis. This […]

Non-Competition vs. Non-Solicitation Clauses in Canada: Key Legal Insights for Employers
Restrictive covenants, such as non-competition and non-solicitation clauses, are commonly used in employment, partnership, and shareholder agreements to protect a business’s proprietary interests. While these clauses serve similar protective purposes, they differ significantly in scope, enforceability, and legal treatment under Ontario law. Business owners, HR professionals, and legal counsel should understand these distinctions to ensure […]

Debt vs. Equity: How Should You Finance Your Small Business?
When a small business requires an injection of capital, whether to expand operations, invest in new equipment, or manage cash flow, the need for funding is often clear. The more complex question is how to raise that capital. Business owners typically face two primary financing options: equity financing or debt financing. Each comes with its […]

The Importance of a Corporate Minute Book in Canada
A well-organized corporate minute book is a cornerstone of sound corporate governance and legal compliance in Canada. It contains key documents that reflect the corporation’s legal structure, share ownership, decision-making processes and regulatory filings. Whether you are a small business or a growing corporation, maintaining a complete and up-to-date minute book is not only good […]

Types of Shares in a Private Corporation: Common, Preferred & Special Rights Explained
Understand how your company’s share structure affects control, returns, and business flexibility. When incorporating a private corporation in Ontario—or anywhere in Canada—one of the most important decisions you’ll make is how to structure your company’s shares. While it might be tempting to issue a single class of shares and move on, the truth is: your […]

Incorporating in Canada: Federal vs. Provincial – What’s the Difference?
When incorporating a business in Canada, one of the first questions you’ll face is: Should I incorporate federally or provincially? While both structures provide strong legal protections under the Canada Business Corporations Act (CBCA) or your province’s equivalent (such as Ontario’s OBCA), there are important differences that can impact your business’s legal name, expansion plans, […]

Understanding Founder Vesting: How to Protect Your Startup from Internal Risk
You’ve got the right co-founders, a big vision, and the energy to build something amazing. But before you split your startup’s shares equally and call it a day, there’s one crucial protection to put in place: founder vesting. Without it, your business could be exposed to major risk—especially if a co-founder walks away early but […]

Director vs Shareholder Resolution: What’s the Difference? (And When Do You Use Each?)
If you run a corporation in Ontario or federally under the Canada Business Corporations Act (CBCA), understanding the difference between a director vs shareholder resolution Ontario Canada requirements is more than just legal trivia—it’s fundamental to running your business properly. These two types of resolutions serve as tools to document and authorize major decisions. Each […]

Why Maintaining a Corporate Minute Book Matters for Your Business (And What Happens If You Don’t)
If you’ve incorporated your business—whether under the Ontario Business Corporations Act (OBCA) or the Canada Business Corporations Act (CBCA)—you’ve taken an important step toward building a professional and credible company. But incorporation is only the beginning. To remain compliant and ready for opportunities, you also need to stay on top of your post-incorporation obligations — […]

Ten Key Principles of a Strong Shareholders’ Agreement: Safeguard Your Business and Investor Interests
A shareholders’ agreement is an essential document that establishes clear rights, responsibilities, and protections for shareholders, ensuring stability and alignment beyond the scope of corporate bylaws and articles of incorporation. A well-constructed shareholders’ agreement can enhance stability, transparency, and dispute resolution, providing clarity for the company’s operation and growth. Here are ten key principles to […]