Summer is in full swing – the heat and the rain have really been the topic this summer, not to mention the fires in Alberta.
With the summer weather usually comes the lull in the office when we get to catch our breath and get ready for the Fall rush. We at the firm are still waiting to catch our breath. It has been a busy year and a very busy month, despite vacations.
We are seeing a lot of commercial transactions in the firm these days. Acquisitions, commercial real estate, incorporations, the list goes on. With these transactions come due diligence requirements, which can result in multiple search requirements, depending on the type of transaction.
Factors that need to be taken into consideration are the type of transaction, where entities are incorporated, and the number of entities involved, etc. For example, if an Ontario entity is looking to purchase shares in a corporation that is federally incorporated, and operates in multiple Provinces, you will need to ensure that the proper due diligence searches are conducted on the federal entity, which could include each Province they operate in.
Not every acquisition or corporate transaction requires the same due diligence. It is most often necessary for the lawyer and law clerk at the beginning of the due diligence process to meet to review the transaction and discuss the necessary steps.
The searches can be cumbersome, and organization is key to keeping it all straight. Our firm will create folders in each file for each entity name searched, and each Province. We then let the lawyer know when all the initial searches are completed and saved so they can easily access and review. Often follow-up searches are required after the lawyer’s review.
How do you keep this all organized and clear so everyone knows what’s been done? Checklists – using a checklist and completing it as you go ensures that all searches are done, and reviewed by lawyers. This is also easy to update and add new searches as required.
Robin Mann (one of the lawyers who handles transactions at our firm) and I enjoy our discussions and reviewing the differences in each transaction, and as you all know, if you read my posts, I do love my checklists.
Christine Allan, Senior Law Clerk