UPDATE: This seminar occurred in the past, and the seminar materials are now available. You can use the LESA Library to access course materials or purchase course materials a la carte. Alternatively, you can view the complete list of upcoming seminars to discover live programs that are available now.
Rick Ewasiuk QC of Reynolds Mirth Richards & Farmer LLP is chairing the upcoming Deconstructing Unanimous Shareholder Agreements seminar (March 4 in Edmonton; March 14 in Calgary). After 35 years as a corporate commercial lawyer, he has been involved in drafting countless unanimous shareholder agreements. Rick, along with Donald Cherniawsky QC, Mark Kortbeek, William Osler, and Daniel McLeod, are going to examine a model unanimous shareholder agreement and share the purposes and reasoning behind its various provisions with criticisms and suggested improvements.
“Shareholder agreements are actually fairly involved documents, even though there’s a tendency to treat them as just another contract. There’s actually a host of issues that go into drafting a proper shareholder agreement,” says Rick.
While the Deconstructing Unanimous Shareholder Agreements seminar is principally designed for practitioners in their first five years of practice, it will likely be of benefit to anyone who practices in the area. The basics will be covered in this intensive one-day seminar.
“Primarily, what we are trying to get across at this seminar is to explain to people why certain clauses are in agreements and why they are worded the way they are, so people don’t blindly follow precedents and say, ‘Oh, yeah I’m going to have a shotgun,’ or ‘My precedent happens to have these clauses,’ without understanding the purposes and pitfalls of each and the reasoning behind them,” shares Rick. “But to understand why those clauses are there – why in some cases they would be appropriate, and in some cases they wouldn’t be appropriate. In some cases they need to massaged to meet the particular circumstances of the client and the company.”
In addition to covering the basics, other topics include:
- Tax
- Buy sell arrangements
- Financial, governance, and operational provisions
“We have one section on tax that is very important because it deals with a number of tax issues that come into play with shareholder agreements that are often overlooked. And then we’re also going to deal with some of the more common issues like buy sell arrangements, and then some of the other purposes for shareholder agreements including capitalizing the company, governance issues, minority protection, and majority protection – issues and opportunities that are sometimes overlooked.”
Learn more about Deconstructing Unanimous Shareholder Agreements.
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