Business
Business
Overview
Experience
People
News + Views + Events
Client Stories
Notable Work

Stay in the "know" with the most recent developments in business law on our BLOG.


Field Law’s Business Group has more than 30 lawyers dedicated to serving the diverse needs of small, mid-sized and multinational clients with interests in Alberta, Northwest Territories, Nunavut, Yukon and British Columbia.

We develop business solutions for institutions, governments, private and public companies and other organizations spanning a broad range of industries. They rely on our extensive resources and experience to help them seize opportunities and manage risk throughout their life cycles. Our service areas include:

Clients like that, as a regional firm, Field Law offers flexibility, versatility and value for their dollars. These qualities are part of our culture and allow us to understand our clients’ business and adapt to their needs, customizing our service levels and staffing structures accordingly. Our firm has also been trained in process improvement allowing us to be highly proficient in managing teams of lawyers and consultants to drive complex deals to closing. Our lawyers also concentrate on the relevant details and work hard to avoid unnecessary battles with opposing parties that ultimately increase costs and prevent the ideal result.

We are proud to build long-lasting relationships with clients, some of which we have helped grow over the past 100 years. We are committed to close collaboration and delivering value as we grow with them over time. This commitment ensures that we understand our clients’ needs and concerns and that each strategy is tailored to achieve their goals. Our membership of SCG Legal, a seamless global network of firms, allows Field Law to assist with projects throughout Canada and around the world.

November 29, 2019
Knowing When to “Lawyer Up”
Business in Calgary
Legal professionals offer advice to business owners on when to ask for help.
November 2019
Buzz Kill: Cannabis Branding + Packaging Restrictions in Canada
Keeping Up With Cannabis
In the excitement of Canadian cannabis legalization, many overlooked that cannabis legislation is in fact focused on controlling the production, distribution, sale and possession of cannabis in Canada to achieve three objectives: Protect young pers...
October 17, 2019
Business Succession Planning Webinar
Business succession is a principal and critical component of personal succession for owners of closely held businesses. This is a long-term, complex process that must be managed with a structured approach. Presented by Rob Worthington and J.R. Mac...
September 2019
Single Use Plastic Bans: What You Need to Know
Field Law Blog
August 2019
Craft Cannabis: Micro-Cultivation + Micro-Processing Licences
Field Law Blog
May 2019
Use of Restrictive Covenants in Residential Developments
Newsletter
Restrictive covenants operate outside of – and in addition to – municipal zoning bylaws. The obligations associated with restrictive covenants “run with the land” and are binding on any future buyer of the property.Historically,...
May 2019
Is Time Really of the Essence?
Newsletter
The Use of "Time is of the Essence" Clauses in Commercial Real Estate Repurchase Options The ONCA provided some guidance and analysis on both “time is of the essence” clauses as well as the availability of specific performance ...
May 23, 2019
Practical Considerations for the Investment Income Rules for Private Companies
Seminars
Canadian private companies have seen much newsworthy tax reform in recent years. Changes to the tax rules on investment income earned by Canadian-controlled private corporations (CCPCs) result in various pitfalls where there is more than $50,000 of inv...
April 2019
Amendments Made to the NWT Partnership and Business Name Act
Significant amendments have been made to the Partnership and Business Names Act (the Act), RSNWT 1988, c P-1.The amendments to the Act effect partnerships, limited partnerships, and extra-territorial partnerships. Previously, there were no renewal requ...
February 2019
Roll It Up! Rules + Regulations for Building Your Cannabis Store
Keeping Up With Cannabis
Opening a cannabis store in Alberta requires a large number of steps, including obtaining approval from the Alberta Liquor Gaming and Cannabis Commission (AGLC). The Gaming, Liquor and Cannabis Act, RSA 2000, c G-1 (Act) has provided the AGLC with the ...
February 2019
Did You Sell Your Home in 2018? What You Need to Tell the CRA
Field Law Blog
February 2019
Is it Time to Re-examine Your Corporate Structure?
Practical Considerations for the Investment Income Rules for Private Companies Canadian private companies have seen much newsworthy tax reform in recent years. One change is in the area of income sprinkling. Another major change in tax law is t...
February 20, 2019
Maximizing Your Business and Your People
Seminars
Recruiting and retaining the best quality employees can become a challenge. Creating a sense of ownership and a customized rewards program could make all the difference.Join the discussion with MNP’s Lynne Fisher and Field Law’s Britt Tetz ...
December 2018
Health Canada Unveils Proposed Edibles Legislation
Keeping Up With Cannabis
Health Canada launched a public consultation on its proposed regulations governing cannabis edibles today and stated that the legal sale of cannabis edibles will be permitted no later than October 17, 2019.  While certain cannabis use was legalize...
October 11, 2018
Field Law Introduces New Tax Team
Field Law is pleased to welcome five new lawyers, including one as partner, and two support staff who will significantly enhance the firm’s capacity to offer tax services to clients. As of Oct. 1, 2018, a group of new tax, cross-border, business ...
September 2018
Keep Off the Grass! Cannabis in Calgary: Zoning and Public Use
Field Law Blog
September 2018
The Best Lawyers in Canada 2019
28 Field Law Lawyers Recognized
Field Law is proud to announce that 28 of our lawyers have been included in the 13th edition of The Best Lawyers™ in Canada. These lawyers have been recognized in 17 service areas, resulting in a total of 36 rankings.Among the 28 Field Law l...
June 2018
Standing Out: Branding and Trademark Issues for Cannabis Companies
Countdown to Cannabis Legislation
With the anticipation surrounding the upcoming legalization of cannabis in Canada, it comes as no surprise that companies have been quick to take advantage of this budding industry. More than 70 corporations have been issued licenses from Health Canada...
June 2018
Calgary’s Cannabis Consumption Bylaws: What You Need to Know
Countdown to Cannabis Legislation
In anticipation of the legalization of recreational cannabis in just a few months, Calgary’s City Council has taken steps to limit cannabis use in public. On April 5, 2018, City Councillors approved the Cannabis Consumption Bylaw 24M2018 (the &ld...
Summer 2018
To Each Their Own - Cannabis Rules and Markets to Vary by Territory
Aboriginal Business Quarterly
May 2018
Cannabis Retailers and the Layers of Regulation Impacting Sale
Countdown to Cannabis Legislation
You're about to see some new businesses opening up around town: cannabis retail businesses. The Province is expected to issue approximately 250 cannabis retail licenses to businesses in anticipation of the upcoming legalization of recreational cann...
April 2018
Cannabis Regulation in Canada’s Territories
Countdown to Cannabis Legislation
Canada's plans for cannabis legalization are slowly rolling into focus. While many of the details of the regulatory framework are still under review, it is clear that the approach to regulation taken by the Provinces and Territories is mixed and di...
January 2018
Field Law Announces Two Partners
Firm Welcomes Malkit Atwal and Sharon Roberts to its Partnership
EDMONTON – Field Law is pleased to introduce Malkit Atwal and Sharon Roberts as partners of the Firm. The addition of Malkit and Sharon to Field’s partnership is an emblem of the Firm’s growth in 2017, and its continued expansion and ...
August 2017
The Best Lawyers in Canada 2018
25 Field Law Lawyers Recognized
25 Lawyers from Field Law Recognized in The Best Lawyers™ in Canada 2018 Field Law is pleased to announce that 25 lawyers have been included in the 12th Edition of The Best Lawyers™ in Canada. Three of these lawyers are new additions a...
September 2016
Ledcor: Taming Sattva’s Wild Horse of Contractual Interpretation for Standard Form Contracts
The Supreme Court of Canada’s unanimous decision of Sattva v. Capital Corp. v. Creston Moly Corp., 2014 SCC 53 opened the barn door and let loose a wild horse in terms of the scope and the availability of the use of the surrou...
July 2016
The Alberta Energy Regulator Makes Waves with its Response to the Redwater Decision
Highlights The Alberta Energy Regulator (AER) issued Bulletin 2016-­16 which has put in place interim measures in response to the Court of Queen’s Bench decision in Redwater Energy Corporation (Re) (Redwater)1 The in...
July 2016
Why Every Parent in Alberta Should Have a Will
As a young, healthy parent, you may believe that having a Will is the last thing on a long priority list. However, while a Will is vital for everyone, those with children should be particularly mindful of the primary importance of h...
July 2016
A Binding "Clickwrap Agreement" From Paper?
Consumers and businesses routinely enter into binding contracts by means of both paper agreements and online “click­-through” agreements. But what happens when you face a “hybrid” contract? Can a binding contract b...
June 2016
The Redwater Decision: The Alberta Energy Regulator - Trumped by Federal Bankruptcy Law
Highlights Federal Bankruptcy laws prevail to the extent of a conflict with otherwise valid provincial law. Receivers may renounce uneconomic assets.  The Alberta Energy Regulator (AER) does not have a super priority over secu...
February 2016
What Happens When a Franchise Agreement Ends - Part Three: Rescission
In our previous posts, we reviewed restrictive covenants and cancellation rights under franchise laws. In a recent decision of the Ontario Court of Appeal, the dispute focused on the right of rescission. As the court put it, the cas...
February 2016
Why You Should Act Now to Protect Your Intellectual Property in Canada
Significant amendments to Canada’s Trademarks Act (the “Act”) have been passed, but are not yet in effect. The legislative changes are rumoured to come into effect sometime in early 2018, which – if filed soon may...
July 2015
One Number to Rule Them All: The New Common Business Number Act
On April 30, 2015, Bill 12: the Common Business Number Act (the “Act”) came into force in Alberta. The Act created the authority for Alberta to adopt the Canada Revenue Agency’s (“CRA”) Business Number ...
July 2015
Thou Shalt Not Deceive: The New Commandment for Canadian Business
In 2014, the Supreme Court of Canada rendered two decisions relating to the law of contract. Parties doing business in Canada should be aware of these decisions because they have significantly changed how contracts are to be perform...
March 2015
Are Restrictive Covenants in Sale Agreements Enforceable?
The Supreme Court of Canada recently addressed the issue of the enforceability of restrictive covenants where the purchaser of a business offered employment to the business’s previous owners (Payette v Guay Inc. 2013 SCC 45). In th...
March 2015
What Happens When a Franchise Agreement Ends - Part Two: Cancellation
In some cases, a franchise relationship ends after many years of business. At the point of termination, the parties must wrestle with a number of issues, including customers, inventory, and (as we reviewed in Part 1) the impact of a...
November 2014
Heartbleed Virus Causes Heartburn
Information Security Implications
News reports regarding the so-­called Heartbleed computer virus sparked concerns regarding cyber security and digitally­ stored personal information. The Canada Revenue Agency announced that the virus caused a security breac...
November 2014
Promissory Notes: Who are you Promising to Pay?
Promissory notes are often issued in the course of business arrangements and financial transactions to record indebtedness and financial obligations. People who use these instruments, however, should be aware of the specialized natu...
February 2014
Important Changes to the Foreign Worker Program
Employers seeking to employ foreign workers must often obtain a positive labour market opinion (LMO) from Human Resources and Skills Development Canada (HRSDC) before a foreign worker will receive a work permit. If you are an employer relying on t...
February 2014
Franchise Law Series: Part One
A “Pet Valu” franchisee in Ontario claimed that sales were declining, so the owner tried to escape her franchise agreement. After termination of the agreement, her husband established a competing “Pet Stuff” business nearby...
October 2013
Guarantees in Alberta
A guarantee is a deed or written agreement in which a person enters into an obligation to answer for a default or omission of another person. Creditors commonly require guarantees from third parties before loaning money to debtors.In all guarantee...
October 2013
Going into Business? Give Careful Thought to Selecting and Protecting Your Business Name
You should choose your business name with care, because the name of the corporation or the name under which a service or product will be sold has the potential to be a valuable asset of your business. Unless you take steps at the outset to select ...
October 2013
Keeping Secrets: Trade Secrets and Confidentiality Agreements
If you are a business owner or an entrepreneur, you have probably encountered non­-disclosure agreements or agreements with a similar title: confidentiality agreements, CAs, NDAs or confidential disclosure agreements. These agreements are comm...
June 2013
Access to Information Laws: Three Reasons Why All Canadian Organizations Should Pay Attention
If your business or other organization is not subject to federal or provincial access to information legislation, you may not have thought much about how this legislation relates to your operations.However, there are three very good reasons why yo...
June 2013
Alter Ego and Joint Partner Trusts: Estate Planning Beyond a Will
For many, estate planning begins and ends with the preparation and execution of a legally valid Will. Certainly, a valid Will, together with an Enduring Power of Attorney and a Personal Directive, allows an individual to dispose of their property ...
June 2013
Renewal Options in a Lease: Tips and Traps for Landlords and Tenants
Whether you are a landlord or a tenant, one of the crucial terms to consider when negotiating a lease is the renewal clause. The renewal clause grants the tenant an option, or several consecutive options, to renew the lease for a set term or sever...
March 2013
Is There Life After Death for Your Digital Assets?
Digital assets. It is a phrase that is currently trending among legal commentators and Canadians alike. Some argue that it is a critical topic for any estate plan. Others feel it has no place in an estate planning meeting. So, what is the answer?T...
March 2013
What's the Use? Give Your Trade-Mark's Life Some Meaning
The most important, and most often overlooked, aspect of giving validity and value to your company’s trade­-marks is how they are “used.” Unlike copyright works or patented inventions, that remain protected even if never expo...
March 2013
Business Owners: What Happens to Your Closely-Held Shares on Divorce?
As an owner of a closely-­held private business you likely hold voting shares in your corporation. These shares allow you to exercise some control over the corporation by giving you the right to vote for corporate directors and control other i...
December 2012
Anti-Spam Legislation: A Work in Progress
At the end of 2010, Canada enacted strict anti­-spam legislation (the “Act”) relating to the sending of electronic messages, as well as to other aspects of online commercial activity. Implementation of the Act has been delayed by p...
December 2012
Controversial Legislative Amendments on Ice
On February 1, 2012, the new Wills and Succession Act (“WSA”) came into force, consolidating succession legislation in Alberta. The legislation – as originally unveiled ­ included significant amendments to portions of the Mat...
December 2012
Disasters and Property Leases - Don't Get Hit Twice
Hurricane Sandy wreaked havoc in New York and New Jersey recently, and attracted worldwide attention. The collapse of a portion of the rooftop parking lot at the Algo Centre Mall in Elliot Lake, Ontario earlier this year caught the attention of Ca...
September 2012
A Seat on the Board of Directors: Not as cushy as it sounds
Many business people are familiar with the corporate director role and the powers granted to someone in the role. What is not always so commonly understood are the obligations and personal liability that accompany the role. ‘...
June 2012
Legal Pitfalls of Social Media for Business
Social media sites such as Facebook, Twitter and LinkedIn are powerful business tools for marketing products and services and building brand recognition. However, the undeniable advantages of using such tools cannot be discusse...
June 2012
Do You Own Your Business Name?
You’ve obtained a name search at Corporate Registry, reviewed a NUANS report, and registered your corporation at the federal or provincial corporate registry. You may have even registered your trade name. So, you own your...
June 2012
Empowering You Loved Ones for Informed Decision-Making
If you lose the capacity to make your healthcare/personal care or financial decisions, what will happen? Most Albertans believe that their spouses or common law partners will automatically have the authority to make such decisions o...
February 2012
The Water Act: Do You Understand Your Rights, Responsibilities and Risks?
Virtually all of us take our access to and use of fresh water for granted. However, water rights are, and should be, a significant concern for many Albertans. Those who reside or do business in rural areas, have a water well or...
February 2012
You Can't Have Clouds Without a Little Bit of Lightning: Cloud Computing in 2012
You’ve likely heard the term “cloud computing.” But what is it? And how do you avoid legal lightning strikes? Cloud computing is a service model that enables ubiquitous access to on-demand software services, typica...
February 2012
Legislation Alert: The New Wills and Succession Act
The Wills and Succession Act (“WSA”) came into force in Alberta on February 1, 2012. The WSA repeals and replaces significant portions of the legislation that governed wills and succession in Alberta. Some of the changes...
Fall 2011
Electronic Service of Notice to Shareholders and Directors
These days it seems as though almost all information is communicated or delivered electronically by email, facsimile, text message or similar means. Birthday cards, bank statements, photographs and even money can be delivered a...
Fall 2011
Canada's New Anti-Spam Legislation: How can it impact your business?
Canada has passed sweeping new anti-spam rules that will impact business marketing and electronic communications. Canada’s new Anti-Spam Law (ASL) encompasses much more than just email. The new law creates an “expre...
October 2011
Duties of Decision Makers Acting Under Enduring Power of Attorneys and Personal Directives
Enduring Power of Attorneys and Personal Directives are becoming increasingly important documents - and we strongly recommend that our clients prepare such documents to ensure that a decision maker is appointed in the event that our client becomes inca...
Spring 2011
Canada Consumer Product Safety Act:  What you need to know
It is rumoured that following WWII, in an effort to undermine an American boycott on Japanese imported goods, Japan renamed one of its manufacturing cities “Usa”. This way, its goods could be labelled “MADE IN USA,...
Spring 2011
Business Owners Beware
Although trade-mark scams are not new, they seem to be increasing in frequency and sophistication. Several of our clients that own company names, brand names or trade-marks have received correspondence from domain name registra...
Spring 2011
Battle of the Forms
Imagine that you are a product supplier. You enter into discussions with a customer to provide your product. At some point in the process you issue a quotation (with your standard terms and conditions attached). The customer is...
Winter 2011
A Caution to Personal Representatives of an Estate
It may be an honour to be considered for appointment as Executor in a Will; however, before agreeing to act, you should understand the obligations and responsibilities of this important role. An Executor of a Will (a “Persona...
Winter 2011
Target Wars
An interesting trade-mark dispute continues to brew in Canada between the owner of the brands that are used by Target stores, and the well-known Canadian retailer Fairweather. Target Brands, Inc. owns the “Target” brand used ...
Winter 2011
Executive Compensation: Looking at the Whole Package
You might not think of yourself as an “executive,” but if you run your own business, you’re probably the President and CEO. And if you are helping build a business of any kind – whether a start-up or an establishe...
Fall 2010
What Every Business Owner Must Know About Securities
There is a common misconception that securities laws only apply to incorporated companies listed on stock exchanges. Actually, securities laws apply to all issuers from the moment of their incorporation or formation. Forming an...
Fall 2010
Giving 110 Percent
Professional athletes often use the cliché “giving 110 per cent” to describe the level of effort they exert during a sporting event. This cliché typically refers to an athlete’s maximum, no-holds-barr...
Fall 2010
Protecting the "Look & Feel" of your Website
You have developed a website that promotes your business’s goods and services. Perhaps your website also contains an online “store.” If your website is distinctive, its look and feel may be protectable. Here’s how...
Summer 2010
When the Trigger is Pulled:  Shotgun Termination Clauses
Many commercial leases contain a “shotgun termination clause” which is triggered in the event that a Tenant wishes to assign or sublease leased premises to another party.  In its simplest terms, a shotgun termination&nb...
Summer 2010
The New Copyright Bill: It Giveth, and Taketh Away?
June 2, 2010 marked the latest chapter in the proposed changes to Canadian copyright law. Bill C-32 (the “Bill”) is the Government’s latest attempt to modernize legislation that has not been substantially amended s...
Spring 2010
Letters of Intent - Unexpectedly Binding?
In the recent case, Wallace v. Allen (2009 ONCA 36), the Ontario Court of Appeal, overturning an earlier decision by the Ontario Superior Court of Justice, held that a letter of intent with respect to a purchase of a business c...
Spring 2010
Software Licensing
Software is governed by copyright law. In Canada, a software program is a “work” recognized and protected by the Copyright Act (Canada). As a result, the owner of the copyright has the sole right to control use and ...
Winter 2010
Commercial Lease Absurdity
In recent years many prospective residential house and condominium owners have endured significant delays in the construction of newly purchased property. The commercial real estate market has suffered similar delays. Commercia...
Fall 2009
Tenants: Be Mindful of the "Change in Control" Clause in Your Lease
If you are a tenant and are thinking of restructuring your business (i.e. merging or amalgamating with another company or otherwise changing the effective voting control of your business) during these uncertain economic times, be aware of the...
Fall 2009
The Dependant Adults Act is Replacing the Adult Guardianship and Trusteeship Act
This fall new legislation is being put into place to assist with decision making for adults unable to make decisions about their assets or personal care. Before October 30, 2009, these issues were governed by the Dependant Adults Act, legisla...
Fall 2009
Am I Original?
This article is for businesses which create “Works” flowing out of “The Original Six”; that is, Works expressing “curiosity, imagination, creativity, intelligence, genius or talent”.All of these “Original ...

Providing diligent and timely service on commercial financings

Background: The cyclical nature of Alberta’s resource-based economy provides unique opportunities and challenges for companies operating in the province. During the economic downtown which accompanied falling oil prices in 2015 and 2016, most companies in the oil and gas industry experienced a sharp decline in revenues. Our client, a publicly traded company and leading provider of oil and gas services throughout the province, was faced with an operating shortfall and needed financing quickly.

Field Law Service: The lawyers in our Business Law Group immediately began working to coordinate the financing, which included amendments to credit agreements with our client’s senior secured lenders. Concurrent with the financing, our Business Law Group addressed securities and corporate compliance issues. We were able to close the financing transaction in a matter of weeks and our client was able to continue its operations.

 

Teamwork and issue spotting in a high-stakes business acquisition

Our client: An entity in a highly-regulated industry, looking to acquire a business operation.

Where we began: Rick Pabst's role was to negotiate business terms with the seller. "We had a 10-page letter of intent that provided the basic framework. We had to consider the tax implications for the seller and buyer in addition to the regulatory compliance and time-line issues."

Our approach: "I was part of a team of­ tax, employment and real estate ­ in a heavily-regulated deal worth tens of millions of dollars. We had extensive due diligence and negotiations on the non-compete and purchase/sale agreements." Rick also spotted some trademark issues and helped with the financing for the acquisition. "Transactions evolve, with operational issues typically coming a bit later in the process."

The result: The acquisition is completed, and the new business is a successful addition to the client’s other businesses.

 

 
 

 

 
  • Acted on behalf of an oilfield services corporation, in respect of a share sale transaction with an aggregate purchase price of up to $15.3 million.
  • Acted on behalf of a corporation that acquired Alberta based oil and natural gas properties for over $13 million.
  • Acted on behalf of Divestco Inc., a TSX Venture Exchange (TSXV) listed corporation, in respect of a $6.4 million asset disposition. 
  • Acted as Northern local counsel for the acquirer of a Northern based diamond mining company for over
    $500 million.
  • Assisted as special counsel on a $25 million share transaction, including rectification of corporate records through a court order of the Court of Queen's Bench of Alberta.
  • Assisted Platinum Communications Corporation, a TSXV telecommunications issuer, with a disposition by way of a plan of arrangement.
  • Acted on behalf of a corporation that acquired an Alberta based construction company for over $10 million.
  • Assisted a TSX-listed issuer in its unsolicited take-over bid and subsequent negotiated acquisition of its target
  • Assisted a number of public company acquisition and arrangement transactions on both the vendor and purchaser side
  • Assisted a TSX Venture-listed issuer in connection with a debt for equity exchange and subsequent acquisition
  • Assisted a TSX-listed issuer in its creation of an international joint venture for the provision of its services
  • Proxy contests and shareholder meeting matters
  • Capital reorganizations
  • Assisted both TSX-listed and TSX Venture-listed companies in connection with acquisitions and concurrent spin-outs of independent public companies
  • Assisted both public and private companies with purchase and sale, amalgamation, spin-out and arrangement transactions in transactions ranging from $1 million to $15 million
  • Provided advice respecting shareholder/partner departures and business separation matters and, in partnership with litigation counsel, advised both individuals and companies in contentious disputes regarding business dissolution and shareholder/partner exit issues
  • Assisted a public issuer in its unsolicited take-over bid and subsequent negotiated acquisition of its target
  • Assisted both public and private issuers with capital reorganizations
  • Assisted with the asset sale of a car dealership valued at over $40 million
  • Assisted with the asset purchase of a car dealership valued at over $10 million 
  • Acted as counsel for a $3 million dollar private placement of securities for a cannabis producer
  • Worked as counsel for a $2 million dollar private placement of securities for cannabis producer