Law Notes

The Charter:

- Set out in it subject only to such reasonable limits prescribed by law as can be demonstrably justified in a free and democratic society

- Reasonable limit – has to be as contained as possible

Where the law comes from:

- Supreme Court, History, Parliament, Citizen/Society, Religion, Culture, Government

- Courts generally and precedent – when courts make decision, done the same way again

- Britain colonized Canada

- France has different code – Civil Code – similar to Quebec

- Constitution – not likely to change

- Law/ Legislation – government gets together to make change (ordinary laws)

- Precedent/Common Law

o Courts interprets constitution and the law, and outcome of the case becomes the basis for future references

Levels of Court

- Canadian Supreme Court – has discretion to choose type of case to hear and appeal decisions made in courts below

- Court of Appeal

- Ontario Superior Court

- Higher level the court, the more important precedent is; precedent depends on level of court/previous cases

Why do we have laws?

Why the Law Matters?

- Influence people’s behaviours

- Create equal opportunity

- To succeed in what you want to do

Partnership, Proprietorships, and Trusts

Sole Proprietorship

- business where sole owner is responsible for management and debts of the business

- entitled to all profit, responsible for all debt, owns all assets

- *Registration is important if you want to carry on a business in a name other than your own

- Registration not required if business will be in your name

- Licensing may be required to carry on business in another name, but even unlicensed one can have sole proprietorship

Partnership

- Relationship subsists between persons carrying on a business in common with a view to profit

 Excludes debtor/creditor relationship, not for profits,

- Not incorporated; just a relationship between two people

- Based on real relationship between parties and need not be written

- Personal relationship, founded on mutual trust

- Includes agency on behalf of other partners

- Extends beyond shared interests in real property

- Governed specially by Partnership Act

- Relationships that Arent

o Common ownership or tenancy – shared ownership of real property does not create partnership

o Only sharing costs from some enterprise – implies both shared shouldering of costs also share net profit

- Presumptions and Exceptions

o Share of profits is presumptively evidence of partnership

o Payment by instalments (out of profit)

o Remuneration by profit-share

o Payments to family/inheritors by annuity

o Loan payments or investment

o Sale of goodwill (passing on the business)

o Found on mutual trust

o co-ownership of land not seen as partnership

- Independent Nature

o Own property and assets

o contributed capital and actively participated in management

o Not owned by individual partners, in whole/in part

o Any changes require consent of all partners

o Partners can leave and join – subject to rules

 Must be agreed upon by all partners to join

- Claim on assets

o 1st claim  creditors of partnership

o 2nd claim  creditors of individual partners

o Remainder belongs to partners

- Liability

o Joint and several liability - liable for debt and contracts, tort liability, suits against partnership

 one partner's actions/statements create liability for other partners as well

o Apparent partners and estoppels – sue them for being a partner & judge stops them from saying they aren’t part of partnership

- Default Assumptions

o Only method to expel is to dissolve

o Unanimous agreement to change terms

o Equal shares, no remuneration for work on firm’s behalf

- Dissolution

o Death or insolvency (by default) – can only dissolve cant dispel partner

o If it is specified for a specific project/venture, dissolved right after

o Court order – incompetence, abuse of trust, inevitable loss or equitable cause

o Funds paid to: creditors, partners paid rateably for what is due for advances, partners paid rateably for capital contribution, divide residue amongst partners in proportion profits are divisible

o If a partner does not have