GUEST BLOG: A Day in the Life of a Lawyer

Today we have a guest blogger! Continuing on with the theme of "a day in the life of", we have another professional that realtors often work with - a lawyer. Lyndsey Lalovich, an associate with the Willis Law Firm (and my Sister), is going to take us through a typical day.


Ever wondered what a day in the life of a corporate lawyer would look like?


I am a lawyer with Willis Business Law, a new, cutting edge business law firm, located in the heart of downtown Windsor at 1 Riverside Dr. W. Around here, they call me the “closer”. I am the lead associate lawyer on all our firm's transactional work, overseeing all aspects of a deal and going the extra mile to ensure timely completion of deliverables.


So what does a day in the life of a transactional lawyer look like? While no day looks quite the same in this field, below is a snapshot of my day!


7:00am – Rise & Shine! Hearty breakfast and morning news.


8:00am – En route to the office, Willis Business Law, to start another day.


8:30am – The calm before the storm. Catch up on emails and get organized for the day.


9:00am – Join Willis Business Law’s founding partner, William Willis, for a meeting with clients in the beautiful boardroom at Willis Business Law to discuss a proposed commercial real estate purchase. Complex factors related to the transaction made the face-to-face effective to strategize the best approach.




10:00am – Return calls and emails.


11:00am – Time to put my head down and do some work! Prepare closing agenda for an upcoming commercial acquisition and work with our corporate and real estate clerks to get the package of closing documents prepared.


12:00pm – Networking lunch! Relationship building is key in this career. One of the best parts of working downtown is our close vicinity to our referral sources and, of course, the great restaurants!


1:15pm – More emails.


2:00pm – Signing with client for a commercial financing transaction. Once the client leaves, the pressure is on! Our team needs to get the signed documents to the other lawyer as fast as we can to ensure there is no hold up in the closing of the transaction. With our experienced clerks, we have it down to a science!


3:00pm – Uh oh... Residential real estate closing gone sideways. Various phone calls (and emails of course) with the other lawyer and our client to get the issues resolved.


4:00pm – Wrap up work projects for the day. Have I mentioned responding to emails? Much like other fields, nowadays email is the primary mode of communication for lawyers. At Willis Business Law we try our best to maintain a 24 hour response time on emails, even if we are just responding to let the client know we will look into their inquiry and get back to them. This means a significant percentage of my day is spent sitting in front of this computer keeping up with my inbox!




6:30pm – Head home for some dinner with the hubby.


7:30pm – Gym time. After sitting at a computer for most of the day it’s especially important to stay active in the evenings!


9:00pm – Wind down. Watch some Big Brother Canada while treating ourselves to protein pancakes!


10:00pm – Get a head start on preparing for tomorrow’s work day and, you guessed it, respond to emails.


11:00pm – Lights out!



So there you have it folks. Thanks for participating Lyndsey. Contact her for all your business law needs. You can find more info about her and the firm at www.willislawfirm.ca. Thanks for reading!

4 Things You Need to Know About Holdbacks At Closing

So you are preparing to close on an investment property, and an unforeseen problem arises just prior to the closing date. The problem can be a physical building issue, title related, or potentially connected to a tenant matter.

Whatever the problem - often times the parties, and more specifically the lawyers closing the deal - will likely discuss the prospect of a ‘HOLDBACK’ at closing.

What? – It’s the option of holding back a specified amount of the purchase amount, in order to ensure the Seller completes the work or remedies the problem which has arisen. The holdback amount is then agreed to by both parties and is released and ultimately paid when the problem is corrected.

Why? – It comes into play, as a means to correct a matter that in most cases was unforeseen at the time a deal has gone firm, and after all conditions were waived. If the parties agree (not always the case), it allows the deal to still close and keeps the Seller ‘incentivized’ to correct the problem as quickly as possible. After all, they will want to recover the holdback amount in order to realize the full purchase price.

Benefits? – Holdbacks primarily benefit the Buyer, as it not only addresses the matter prior to closing, but it assumes the amount withheld would be able to correct the problem if the Seller chose not to. But again from the Seller’s standpoint, it does benefit them as it allows the deal to still close subject to the holdback – which often is a small percentage of the total purchase price.

Potential Problems – Firstly holdbacks are not a given or automatic, particularly if they were not included in the Agreement of Purchase and Sale. As such, the potential for resistance on the Seller’s part can arise and legally it is best to tread lightly (a.k.a. consult your lawyer). Holdbacks are a compromise after the fact with both parties in an agreement, otherwise you may still be contractually bound to close. Most often it depends on the scope of the problem and the holdback amount proposed.

As a final point, holdbacks should be ‘time-limited’, so the parties understand within what period of time the matter will be resolved. – 30/60/90 days. As this becomes a post-closing matter, best practice is always the ‘sooner-the-better’.

No HOLDBACKS here…… just a click/call away from discussing our latest investment opportunities here in Windsor-Essex.

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Mark Lalovich
mark@lalovichrealestate.com
Office: (519) 966-0444
Cell: (519) 259-5434

Taking Title on Closing - Cost-Benefit of Incorporating

Maybe one of the most debated topics that come up with Buyers, when they look to close on a rental building. It's not 'a one-size-fits-all' proposition, but we can at least highlight the major considerations.

Benefits - the major ones generally cited include limits personal liability, provides some degree of anonymity, potential tax benefits (assuming the corporate tax rate is better than one's personal rate), and dividend payments (as cash flow to the owners) may be more tax efficient.

On the liability issue, lawyers (at least those on the other side of a claim/litigation), would likely beg to differ with this position, and look to sue directors or company officers when pursuing a legal action.

With respect to anonymity, corporate searches generally reveal the owners/officers of a company, so it may not offer the level of cover you seek. The last 2 points are strictly tax matters - which need to be reviewed relative to your personal circumstances. Keep in mind 'tax laws' are continually changing and what seems practical today, may not be so tomorrow.

Costs - the major ones are accounting and legal costs, especially the expense of the initial set-up. It will vary from deal to deal and based on the corporate structure you are looking for, but rest assured you are looking at costs in the 'thousands'. In addition, you have the on-going expenses - a.k.a. annual yearly statements, legal resolutions/minute books and possibly annual meetings to consider.

Obviously any costs would become less of an issue, if the corporation is destined to acquire 3-4-10 properties, as opposed to a single property. Again - not a 'one-size-fits-all' proposition.

Other factors to consider include property financing (most often lenders want both corporate & personal guarantees}, will/estate planning, and both property/liability insurance. Ensure you consider these items as well, as you weigh your decision on incorporating.

Incorporation - Finally, we often see Buyers incorporate for all the wrong reasons. It should at a very minimum be a 'PROS & CONS ANALYSIS' and it should be realistically determined during your CONDITIONAL OFFER PERIOD. This is not a week before closing matter and best practice is THE EARLIER THE BETER.

We welcome all the horror stories you can send us on setting up corporations for both the right and wrong reasons.

And as usual, just a click/call away from discussing investment opportunities here in Windsor-Essex!

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Mark Lalovich
mark@lalovichrealestate.com
Office: (519) 966-0444
Cell: (519) 259-5434