A startup lawyer for founders anywhere in Canada.

We’re a Toronto firm working remotely with founders across Canada, from the night before incorporation to the first raise. We advise on Ontario and federal law, which covers much of what an early-stage company needs: federal incorporation, the prospectus exemptions behind a SAFE round, federal privacy law, trademarks and contracts. Every piece of work has a fixed fee, agreed in writing before we start.

A free 15-minute call. You’ll know the fixed fee before any work starts.

What we help with

Prices shown are starting prices in Canadian dollars for the base scope of each item and may vary based on complexity. Government filing fees are extra. Your fee is fixed and agreed in writing before we begin. See every price on our Fees page.

Which law we advise on

Where founders usually start

  1. Step

    Start the company properly.

    A federal corporation can use its name across Canada, which suits founders who expect to operate in more than one province. At least 25% of its directors must be resident Canadians, and it registers in each province where it carries on business.

  2. Step

    Put ownership in writing.

    A shareholder agreement with vesting, and IP assignments from every founder and contractor, so the company owns what it builds.

  3. Step

    Get ready to sell and raise.

    Customer terms and a privacy policy written to PIPEDA, with Law 25 in mind if you have Quebec users, then a SAFE round on the prospectus exemptions investors across Canada expect.

Brooke & For Founders Law brought sharp legal judgment to every stage of building DMP, from our SAFE deal suite and shareholder agreement to IP assignment, privacy compliance and our terms of service. Her ability to move fast without cutting corners gave us the confidence to build on solid legal ground. We couldn’t have gotten here without her.
Melissa ChinaloyCo-Founder and CEO, Drive My Plow

Questions

How much does a startup lawyer cost in Canada?

We publish fixed fees: incorporation from $600, a shareholder agreement from $1,320, a SAFE round from $2,600, a contractor agreement from $450, with government filing fees extra. Your exact fee is agreed in writing before any work starts, wherever you are in Canada.

Can a Toronto lawyer help a startup in another province?

Yes, for much of what an early-stage company needs. We advise on Ontario and federal law, which covers federal incorporation, PIPEDA, trademarks, the Competition Act and contracts written under Ontario law. Brooke Ash is licensed by the Law Society of Ontario, so where a matter turns on another province’s law, we say so and work with local counsel.

Should I incorporate federally or in my province?

A federal corporation can use its name across Canada, but at least 25% of its directors must be resident Canadians, or at least one if the board has fewer than four, and it registers in each province where it carries on business. We incorporate federally and in Ontario. If incorporating in another province suits you better, that’s that province’s law, and we’ll point you to local counsel.

What is extra-provincial registration?

Registering a corporation in a province other than the one whose law created it, so it can carry on business there. Even a federal corporation registers in each province where it carries on business. In Ontario that’s free and due within 60 days after it starts carrying on business here; other provinces set their own process and fees.

Do SAFE rules change from province to province?

A SAFE is a security, so each one needs a prospectus exemption. The accredited investor definition comes from National Instrument 45-106, which is used across Canada, but if investors live in other provinces, those provinces’ rules apply too and filings may be needed there. We check where each investor lives before the round closes.

Which privacy law applies to my startup?

PIPEDA governs most private sector startups outside Quebec, British Columbia and Alberta, which have their own private sector laws. Quebec’s law, as amended by Law 25, can reach startups based elsewhere that have Quebec users. Federal Bill C-36 would replace PIPEDA’s private sector rules, but it isn’t law yet.

Do we need to meet in person?

No. We work remotely with founders across Canada by video call, email and e-signature. The first step is a free 15-minute call.

What happens on the free consult?

Fifteen minutes on what you’re building and where you are. We tell you what your company needs now, what can wait, and what it would cost, before any work starts.

General information, not legal advice.

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