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- A -

What is an “acquittance”?

An acquittance is a legal act whereby a creditor releases a debtor from certain or all legal obligations. An acquittance is sometimes referred to as a ''release'' or ''general release''. It is a good idea to obtain a written acquittance when you pay off a debt or accomplish your contractual obligations as this liberates you from the debt or obligations.

What are annual minutes, resolutions and assemblies?

Corporate laws require that an annual meeting of the shareholders be held each year and that the shareholders elect the directors of the company for the next year. In addition to this, the directors will approve the financial statements of the company and present them to the shareholders at this meeting. Lastly, the shareholders will appoint an auditor or accountant and ratify the decisions of the directors of the company. The directors on the other hand will appoint officers to assist them and carry out any other matter required by law.

- C -

What is a contract?

A contract is an agreement between two or more persons or companies to do, or to refrain from doing, a particular thing in exchange for something of value. Contracts generally can be written or entirely verbal. If one side fails to respect its obligations then there's a "breach" and certain remedies for solving the differences are available.

What is a “copyright”?

A copyright offers protection for original works of authorship in Canada, whether these are literal, musical or graphical. Computer software is generally protected by copyright. Contrary to patents and trademarks, it is suggested although not necessary that a copyright be registered to be valid. A copyright protects against copying but not independent creation. For instance, it two persons wrote the same identical book without one copying from the other then there would be no violation of the copyright. Copyright protection affords the author of a copyrighted work with specific rights that the author can give or sell to others or keep for him/herself.

What is a corporation?

A corporation is a legal entity created by law. The terms incorporation, company and corporation generally refer to a corporation. In law, a corporation is considered a person and can own assets and have liabilities. The shareholders of a corporation are generally not responsible for the debts and liabilities of the corporation and do not own the assets of a corporation but rather own shares in the corporation.

What is a creditor?

A creditor is the beneficiary of an obligation or undertaking.

- D -

What is a debtor?

A debtor is the person who has to perform an obligation or undertaking.

What is a director?

The directors of a company are elected by the shareholders of a company. Directors adopt resolutions and enact by-laws. They make the major decisions of the company such as naming the persons responsible for the banking affairs of the company, signing resolutions to authorize officers and other representatives to sign documents on behalf of the company and adopting by-laws that set out the rules and procedures for the administration of the company. Directors appoint officers to help them carry out their functions.

What is a dividend?

A dividend is an amount that is paid by a company to its shareholders. A dividend is taxed at a lower rate than salaries or bonuses as the dividend is paid by the company with after tax money. A company is not obligated to pay a dividend and can only do so if it has the financial means. A share may or may not entitle its holder to receive a dividend and different classes of shares may pay a higher, lower or no dividend at all. A dividend can be paid in cash, in shares or in property.

- F -

What is a franchise?

A franchise is a licence that is granted by a franchisor to operate a business according to a pre-established concept. The person that grants the independent operator the right to distribute its trademarks, products, or techniques is known as the franchisor. The independent, third party business person distributing the franchisor's products or services through retail or service outlets is called the franchisee. The franchisee does business using the marketing methods, trademarked goods and services and the "goodwill" and name recognition developed by the franchisor. In exchange, the independent operator pays an initial fee and royalties to the owner of the franchise.

- G -

What is a guarantor?

A guarantor is a person who warrants that a debtor will perform an obligation and if not will perform it for the debtor.

- I -

What is an “injunction”?

An injunction is an order issued by a judge to do or not to do something. The sanction for violating the provisions of an injunction is contempt of court which may result in a condemnation to pay a penalty and even jail time.

- O -

What is an officer?

An officer is a person that is appointed by the directors of the company to carry out the day to day tasks of a company. Officers are often given commonly used titles such as president, vice-president, secretary and treasurer. The functions that each officer may carry out are usually detailed in the general by-laws of a company.

- P -

What is a personal guarantee?

A personal guarantee is an undertaking given by a person to guarantee the obligations of another person, company or entity should they not respect their obligations. In other words, if the debtor does not honour its obligations you will be called upon to execute them. A bank will generally require the shareholder of a start-up company to guarantee the obligations of the company.

- S -

What is specific performance?

The law provides two general recourses in the event of the non execution of an obligation. Actual performance of the obligation; this is called specific performance or, the granting of compensatory damages in lieu of the performance of the obligation. Specific performance is often times the exception as it is difficult to force someone to perform an obligation. Generally the court will award compensatory damages which serve to indemnify the creditor or provide sums to have the obligation performed by another person.

- T -

What is a trademark?

A trademark is a right granted after registration of a trademark which confers to its holder the exclusive right to use a name, expression or logo in Canada in relation to specific wares or services. A trademark is the right legal instrument to protect your corporate, trade or domain name as well as your logon or commercial slogan.