Starting your own business is an overwhelming process. In addition to all tasks you must accomplish in building your product or service, there are certain legal concepts you must understand. This will help you make the best decisions for your start-up. What may seem minor at the moment can have a large impact on your business in the future. Here is our list of the most important legal concepts entrepreneurs need to understand.
1. Why incorporation is necessary:
Incorporating your business has countless advantages. For one, it limits your personal liabilities. Limited liability means that a shareholder is not liable for the debts incurred by the company. To add, when your company is incorporated, shareholders usually only have rights against the corporation itself and not its owner. Of course, unless fraud is committed. Incorporating comes with advantages tax-wise as well. This includes lower income tax rates. It is also important for you to understand the difference between federal and provincial incorporation. One is not necessarily better than the other. It all depends on the nature of your business and the vision you have for it. The main difference between both is that federal incorporation will allow for you to do business across the country under a same business name, even if some other company is already using a similar name in a given province or territory. However, you are only able to operate from a given jurisdiction if you have incorporated provincially. So incorporating in Quebec, for instance, doesn’t mean you can’t do business nationally. It just means that you are required to operate your business from Quebec.
2. Why a shareholders agreement is needed:
While everything can go as planned at the early stages of business development, this may not always be the case. You and your business partner may disagree on issues like how to grow your business, what to do when unable to make a unanimous decision, or what would happen in a time of death or injury. A shareholders agreement is way to minimize potential business disputes between owners by clarifying how decisions are to be made. It also sets the stage for the procedure during a dispute resolution. Because it portrays a sense of stability, having a shareholders agreement also assists with funding from investors and potential business partners.
3. Why trademarks are important:
Protecting your business name and logo is crucial. If you don’t protect your name and logo at the very least, any business founded after yours has the right to use it and, more importantly, trademark it as their own. Having your name and logo trademarked will allow for legal recourse against those trying to use a same or similar logo or name. Your trademark will also appear when other entrepreneurs conduct a trademark search. The Canadian trademark registration process is fairly straightforward. All information can be found on the Government of Canada website. Remember that in order to trademark a logo or name, you must use it. Use it or lose it!
4. Avoiding legal problems with my employees
Navigating through the basics of employment law is necessary to avoid costly lawsuits. This should come with the understanding that company founders, like all others working in the company, should be classified as either contractors, or employees, and be compensated as such. For instance, founders can be paid with options, shares and restricted stock units only if they are classified as contractors. Otherwise, all people classified as employees must be paid minimum wage at the very least. In many cases, start-ups often look to hire unpaid interns. Though this may seem like a financially sound decision, hiring unpaid interns comes with its own set of guidelines and details. Unpaid internships are not permitted in Quebec, unless they fall under the three narrow circumstances listed in Quebec’s ALS (An Act Respecting Labor Standards). Because unpaid internships are becoming more popular you must ensure that you are complying with the regulations of the ALS. With labor laws constantly changing you must also remain informed on employment contracts, workplace injuries, and regulation on overtime.
5. Understand equity financing:
If you’re going down the route of equity financing you must understand the difference between equity and preference shares. Equity shares are ordinary company shares. Meaning that the amount of shares held by an owner is the portion of their ownership in the company. On the other hand, preference shares get priority over equity shares. This means that preference share owners get precedence on matters like distribution of dividend, and repayment of capital during liquidation. There are however, different types of preference shares depending on the amount of power you are willing to give away. This includes, participating preference shares, non-participating preference shares, convertible shares, non-convertible shares, cumulative shares and non-cumulative shares. Since equity financing involves trading partial ownership for capital, your control may be more diluted as a result. The real question is how much influence you’re willing to give up and legal repercussions involved.
You may be wondering whether spending money on a lawyer so early in the game is necessary. You may also contemplate taking on the legal work on your own. What you should keep in mind is that there are certain aspects of running a business that should not be compromised. You should not be looking to save money when it comes to legal activity. It is may be costly now, but suffering the consequences of lack of legal expertise will cost you a lot more later on.