Do you need a corporate lawyer?
If you want to spend your time doing what you do best – building your business – the answer should be a resounding ‘YES!’ says lawyer Steve Burton, a founding member of CBM Lawyers, whose recently relocated Maple Ridge offices offer proactive solutions in corporate and business law, in addition to wills, estates, planning and probate, real estate law and more.
Burton is also a sought-after lecturer at various financial institutions, universities and organizations, and shares what you need to know:
1. The minute book: Under the Business Corporations Act of British Columbia, all BC companies must maintain a minute book – a binder containing all their corporate records, filings and share certificates. These include the annual consent resolutions of the shareholders and directors of the company, waiver of the appointment of an auditor and annual reports.
2. The annual report: Companies must also file annual reports in Victoria each year to maintain good standing with the Registrar of Companies. If you miss more than two years of filing of annual reports, the Registrar may dissolve and strike your company from existence.
3. The registered and records offices: All BC companies must have “registered and records offices” – a physical address where the minute book and corporate records are kept. This is a public address, open during business hours, where members of the public may view the minute book and its contents.
Here’s why it can pay to have your law firm look after these ‘routine’ matters:
Forgetting to file your reports can be expensive. ‘“The process of resurrecting a company from the ‘walking dead’ – also known as a corporate restoration – is onerous and costly, often amounting to thousands of dollars,” Burton says.
“It’s easy for some of the relatively routine – but necessary – requirements of your corporation to get missed. When clients maintain their own minute books, they invariably forget to file the annual reports, neglect to draft and sign shareholders and directors resolutions, and fail to keep corporate records up to date. That means that ‘saving’ the legal fees can end up costing them far more,” Burton says. “In addition, when the company attempts to arrange financing for a mortgage or secured line of credit, or shareholders wish to reorganize or sell shares, all of these missing corporate records must be prepared by a lawyer – often as a last-minute ‘rush’ at considerable expense.”
In addition, “most clients prefer the privacy of having their law firm be the registered and records offices rather than their home address, lest someone knock on their front door looking for the corporate records. And in the unfortunate event your company is sued, this also means the notice of civil claim and litigation documents are served on the law firm, rather than at your home address.”
While peace of mind can be great, the cost doesn’t need to be.
Scott Johnston, Partner at CBM Lawyers, compares the attempted cost savings to a DIY mechanic who lacks the knowledge to correctly undertake the work.
“I could pretend I’ll ‘save’ money by changing my own oil. However, I don’t know how to do an oil change and attempting it would likely cause engine damage. I’ll likely also forget when the oil change is due; after several years with no oil changes, the engine will seize and I’ll have to tow the vehicle to the dealership or mechanic and the resulting costs will far exceed the annual cost of any oil changes I could have paid to a mechanic for regular maintenance!”
New Corporate and Business Clients Welcome
The team at CBM Lawyers is welcoming new corporate and business clients to their newly relocated Maple Ridge office. Those looking to gain peace of mind and benefit from experienced legal services should call CBM today for trusted corporate legal advice.
CBM Lawyers is a community law firm of 18 lawyers providing legal services in business law, corporate/commercial and estate litigation, family law and mediation, personal injury law, ICBC and wrongful death, real estate law, wills, estates and trusts.