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Corporate Law

Driving corporate success

Miller Thomson’s Corporate lawyers are dedicated to helping businesses across Canada and internationally achieve their corporate goals. Whether you’re a dynamic start-up or a global enterprise, we prioritize understanding your business and industry. Our practical and informed advice covers all aspects of corporate law, from day-to-day operations to transformative deals, empowering you to thrive and grow. 

Strategic partnerships for success 

With well over 200 members nationwide, our Corporate Group is strategically positioned in all of our offices, ensuring accessibility whenever you need us. We collaborate closely with executives, in-house counsel, and external service providers, integrating seamlessly into your strategic teams to provide proactive solutions. 

Industry-focused expertise 

Drawing from broad and deep experience across various sectors, including mining, manufacturing, technology, finance, and healthcare, we deliver tailored solutions to meet your unique needs. Our industry-specific expertise allows us to anticipate challenges and provide innovative strategies for success. 

Comprehensive legal services 

Our comprehensive range of services includes: 

  • Business formation and structuring 
  • Registration and licensing 
  • Regulatory compliance 
  • Shareholder, partnership, and joint venture agreements 
  • Cross-border and international transactions 
  • Financing arrangements 
  • Strategic alliances and joint ventures 
  • IT arrangements, outsourcing, and licensing 
  • Sales, distribution, and franchise agreements 

Awards and accolades

  • Recognized by Canadian Legal Lexpert Directory: Corporate Commercial Law; Corporate Finance & Securities
  • Recognized by Chambers and Partners: General Business Law (Chambers Canada)
  • Recognized by IFLR1000: M&A
  • Recognized by The Legal 500 – Canada: Corporate and M&A

Contact us

Whether you're launching a new venture or expanding internationally, we're here to support your corporate aspirations. Contact us today to discover how our Corporate Group can help drive your success.

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Expertise Specializations

Shareholder Activism

Recognizing that a cost-effective settlement is often the best solution for all parties, our shareholder activism team works with both activist shareholder groups, as well as incumbent boards and management to craft sensible solutions to complex problems that preserve the company’s long-term value.  
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Restructuring and Insolvency

Miller Thomson’s Restructuring & Insolvency Group solves problems for clients with innovative and practical advice across a broad range of traditional and emerging sectors.  
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Private Equity

Miller Thomson’s Private Equity Group provides end-to-end assistance to a diverse range of clients, from large pension funds to private investor funds, offering a comprehensive suite of services. Our experienced team, comprised of senior practitioners and transactional strategists, works closely with other firm practices to ensure seamless integration of related expertise, essential for successfully completing diverse deals.

Mergers and Acquisitions

Miller Thomson’s Mergers & Acquisitions Group, with lawyers across our 10 offices in Canada, offers extensive expertise and experience in both Public and Private M&A transactions. Our multi-disciplinary team provides tailored solutions for all transaction types, from inception to post-closing integration, ensuring our clients' objectives are met efficiently and innovatively.

Marketing, Advertising and Product Compliance

Miller Thomson houses one of Canada’s premier legal practices specializing in marketing, advertising, and consumer product regulatory and compliance matters.

Financial Services

Miller Thomson's national Financial Services Group delivers expertise in a wide range of regional, national, and international financing transactions. 
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Corporate Governance

Good corporate governance is the cornerstone of a well-functioning organization. It ensures proper coordination of corporate structures, compliance, best practices, transparency, and capable management. Miller Thomson’s Corporate Governance Group offers the expertise and resources necessary to ensure that all aspects of corporate governance are appropriately addressed. 
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Competition, Antitrust and Foreign Investment

Clients turn to Miller Thomson’s Competition/Antitrust & Foreign Investment Group to advise and navigate them through complex and strategic competition, foreign investment, and national security issues. 

Capital Markets and Securities

At Miller Thomson, our Capital Markets and Securities team offers unparalleled expertise to help businesses navigate corporate finance and securities matters. Whether you’re an entrepreneur seeking capital or an investment dealer looking for innovative finance solutions, we provide practical, tailored advice to meet your business goals.
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Structured Finance and Securitization

Structured finance law broadly includes transactions that have both a financing component and legal structures designed to isolate assets from other creditors for the benefit of investors. With a diverse client base that includes sellers, SPEs, bank sponsors, underwriters, investors, third party asset servicers and other service providers, rating agencies, swap counterparties and credit enhancement providers, our team of specialists can assist with both structured finance transactions and the development of new structured products. We also draw on our firm’s range of expertise when required, including tax, securities, secured lending and real estate, consumer protection, privacy and bankruptcy.

The legal structures for structured finance transactions range from simple “true sales” (a securitization involving the “true sale” of a cash flow generating asset such as loan receivables) to more complicated derivative and synthetic structures that would include special purpose entities (SPEs) funded by one or more investors. SPEs can take the form of trusts, corporations, ULCs, and partnerships, provided that they acquire the assets in a true sale (which would not be challengeable in a bankruptcy of the seller) and provided they would not be ‘substantively consolidated’ with the seller in an insolvency. Most structured finance transactions also involve lengthy reasoned legal opinions to address the degree to which these risks are present in the structure.

Our team has participated in many structured finance transactions and can provide the critical guidance that these potentially very complex structures require. Our services include:

  • Asset Securitization: Asset securitization structures have almost infinite variety and include securitizations based on personal and commercial loans, credit card and credit line receivables, residential and commercial mortgages (RMBS and CMBS), automobile and equipment loans and leases and trade receivables. Our experienced team can assist with any aspect of asset securitization, including the origination of assets, creation of special purpose entities, due diligence, issuance and underwriting of asset securitizations, both on a public and private placement basis.
  • Financial Products: Financial product offerings have grown increasingly varied and sophisticated over the past several years. Our lawyers can assist with the structuring and sale of financial products and have acted for financial institutions, corporations, investment funds and investment banks.
  • Derivative Products: Derivative products include financial vehicles whose performance is based on an underlying asset or instrument, such as market indices, commodities, currencies, baskets of targeted equities, foreign exchange or futures contracts. In addition to applicable securities laws, derivative products associated with commodities entail the special registration and other requirements associated with commodities futures legislation. Our Group can assist with the development, structuring and offering of a wide range of derivative products.

Doing Business In Canada

Expanding your business into Canada? Get equipped with the essential knowledge on the Canadian legal and regulatory landscape with this comprehensive guide.