Substance Law is a Toronto business law firm providing practical, strategic legal services to companies across Canada. Based at 10 King St E in the downtown core, we advise entrepreneurs, startups, and growing and established businesses on the corporate, commercial, and transactional matters that support growth while managing legal risk — from the first incorporation filing through to a full exit or sale.
Our Managing Lawyer, Harrison Jordan, holds a J.D. from Osgoode Hall Law School, is licensed with the Law Society of Ontario, and is a Class 3 CPATA-licensed Trademark Agent. Harrison and the firm have been featured in BBC, CBC News, CTV News, Global News, and CityNews, and the firm holds more than 190 five-star client reviews.
From incorporation to expansion, restructuring, and exit, our business lawyers provide clear, business-focused legal advice tailored to your objectives, without the jargon or the billable-hour surprises.
Business Law Services
Our business law practice covers the full life cycle of a Canadian company — start-up, growth, transactions, and eventual exit. Below is a closer look at what each service involves.
Business Formation & Structuring
Getting the legal structure right at the outset is one of the highest-leverage decisions a founder makes — it affects taxes, liability, fundraising, and how easily disputes get resolved later. We help clients start and structure their businesses effectively, including:
- Incorporation and business registration (federal or provincial)
- Corporate structuring and reorganization, including holding company structures
- Shareholder and partnership arrangements
- Founders' agreements that address vesting, roles, and what happens if a founder leaves
- Governance and ownership planning, including share classes and voting rights
Proper structuring at the outset can prevent disputes and support long-term growth — it's far cheaper to build this correctly than to unwind a bad structure two years in.
Corporate Governance & Ongoing Advisory
Once a company is up and running, staying compliant with corporate law obligations isn't optional — and it's often the first thing a buyer, investor, or lender checks. We advise businesses on day-to-day legal matters, including:
- Shareholder and director obligations and fiduciary duties
- Corporate records and compliance under the Ontario Business Corporations Act or the Canada Business Corporations Act
- Shareholder meetings, resolutions, and annual filings
- Risk management and legal strategy as the business scales
- Minute book rebuilds and reviews for companies whose records have fallen behind
Ongoing legal support helps businesses stay compliant and make informed decisions, rather than scrambling to fix gaps when a transaction or audit surfaces them.
Commercial Agreements & Transactions
Most business relationships live or die by the quality of the paper behind them. We assist with a wide range of business transactions, including:
- Commercial agreements and vendor/supplier contracts
- Strategic partnerships and joint ventures
- Asset and share purchases
- Business sales and acquisitions
- Corporate restructurings
- Legal opinion letters for financing and transactional purposes
Our focus is on clear documentation and practical risk allocation — agreements that hold up if a relationship goes sideways, not just when everything goes to plan.
Mergers & Acquisitions (M&A)
Buying or selling a business in Canada involves far more than signing a purchase agreement. We advise buyers and sellers throughout the M&A process, including:
- Deal and transaction structuring (asset deal vs. share deal)
- Legal due diligence, including corporate, contractual, and regulatory review
- Negotiation of purchase agreements, representations, and warranties
- Closing mechanics and post-closing matters, including working capital adjustments
We help clients navigate complex transactions efficiently and strategically, whether the deal is a straightforward asset purchase or a multi-party share transaction with regulatory complexity.
Shareholder & Partnership Matters
Even well-run businesses run into disagreements between owners eventually. We assist with:
- Shareholder agreements and unanimous shareholder agreements
- Partnership agreements
- Ownership disputes and buyout negotiations
- Buy-sell provisions and shotgun clauses
- Exit and succession planning
Clear agreements reduce conflict and protect business continuity — most shareholder disputes trace back to a gap in the original agreement, which is exactly what a well-drafted one prevents.
Business Disputes & Risk Management
When disputes arise, we provide strategic advice on:
- Business and shareholder disputes
- Contractual disagreements and breach of contract issues
- Risk assessment and mitigation before problems escalate
- Negotiation and dispute resolution options, including mediation
Our goal is to resolve issues efficiently while protecting your commercial interests. Note that Substance Law focuses on the advisory and negotiation side of disputes; we do not provide litigation services, and can refer you to trusted litigation counsel where court proceedings are unavoidable.
Corporate Compliance & Regulatory Strategy
Many of our clients operate in regulated industries — cannabis, food and beverage, fintech, and more — where compliance touches every transaction. We advise businesses on compliance matters that affect operations, growth, and transactions, including:
- Corporate and regulatory compliance
- Licensing and approval considerations
- Risk management strategies specific to regulated sectors
- Regulatory impact on financings, sales, and acquisitions
How We Work
- Book a free consultation. Tell us about your business and what you need — no cost, no obligation.
- Get a clear quote. We favour flat-fee and predictable pricing wherever the scope allows, so you know the cost before work begins.
- Work directly with a lawyer. You deal with Harrison and the team, not a rotating cast of associates.
- Stay informed. We communicate in plain English and keep you looped in at each stage of the matter.
Why Choose Substance Law as Your Business Lawyer?
- Business-focused legal advice — practical guidance aimed at your commercial goals, not just legal theory
- Experience across a wide range of industries, including several regulated sectors most general practice firms avoid
- Practical, strategic solutions delivered with transparent, predictable pricing
- Clear communication and responsive service — you'll hear back promptly, in plain language
- Support for businesses at all stages of growth, from first incorporation to eventual exit
- 190+ five-star client reviews and media features in BBC, CBC, CTV, Global News, and CityNews
Areas We Serve
Substance Law is based in downtown Toronto and works with clients throughout the Greater Toronto Area and Ontario, including Markham, Mississauga, Vaughan, Richmond Hill, Oakville, Burlington, Hamilton, Milton, Brampton, Etobicoke, Scarborough, North York, Pickering, Ajax, Whitby, Oshawa, Kitchener, Waterloo, Cambridge, Guelph, London, Niagara Falls, St. Catharines, Barrie, and Ottawa.
Work With a Business Lawyer in Canada
Whether you are starting a business, expanding operations, negotiating a transaction, or planning an exit, Substance Law provides trusted legal guidance tailored to your goals. (Please note we do not provide litigation services.)
Contact us today to speak with a Business Lawyer in Canada.
Frequently Asked Questions About Business Lawyers in Canada
What does a business lawyer do?
A business lawyer advises companies on legal matters related to starting, operating, growing, and selling a business. This includes incorporation, contracts, corporate governance, transactions, mergers and acquisitions, and risk management.
When should I hire a business lawyer?
You should hire a business lawyer when starting a business, entering significant agreements, restructuring ownership, raising capital, buying or selling a business, or when legal risks or disputes arise. Early legal advice helps prevent costly issues later.
Do startups need a business lawyer?
Yes. Startups benefit from legal advice on incorporation, shareholder agreements, equity structure, contracts, and compliance. Proper legal foundations help startups scale and avoid disputes with founders, investors, and partners.
Can a business lawyer help with buying or selling a business?
Yes. A business lawyer assists with structuring the transaction, conducting legal due diligence, negotiating purchase agreements, managing risk, and closing the transaction in both asset and share purchases.
What is the difference between a business lawyer and a corporate lawyer?
The terms are often used interchangeably. Both advise on business-related legal matters, though business lawyers may focus more broadly on commercial operations, contracts, and strategy, while corporate lawyers may focus more on corporate structure and transactions.
Can a business lawyer draft and review contracts?
Yes. Business lawyers regularly draft, review, and negotiate commercial contracts, including service agreements, shareholder agreements, partnership agreements, and other business-related contracts.
Do business lawyers handle shareholder disputes?
Yes. Business lawyers assist with shareholder disputes by reviewing agreements, advising on rights and obligations, negotiating resolutions, and providing guidance on dispute resolution or litigation options.
How much does a business lawyer cost in Canada?
The cost depends on the complexity of the matter and the services required. Business lawyers may charge hourly rates or flat fees for certain services. A cost estimate is typically provided after an initial consultation.
Do you work with small businesses or only large companies?
Business lawyers work with companies of all sizes, including startups, small and medium-sized businesses, and established enterprises across a wide range of industries.
Can a business lawyer provide ongoing legal support?
Yes. Many businesses engage a business lawyer for ongoing legal advisory services to assist with contracts, compliance, governance, risk management, and strategic decision-making.
Do I need to meet my Toronto business lawyer in person?
No. While our office is in downtown Toronto, most of our work is done remotely by phone, video call, and email, which is how we're able to serve clients across the GTA and across Canada efficiently.
What industries does Substance Law work with?
We work with businesses across a wide range of sectors, with particular depth in regulated industries such as cannabis, food and beverage, fintech, and consumer packaged goods, in addition to general small business and corporate clients.
Can you help if my business isn't in Ontario?
Yes. Through interjurisdictional mobility agreements, we assist clients in most provinces and territories across Canada, in addition to our core Ontario and GTA client base.
How do I get started?
Book a free, no-obligation consultation through our contact form or by calling (647) 371-0032. We'll discuss your needs and provide a clear quote before any work begins.
