Welcome to the website of
A. Paul Mahaffy
B.A. (Hons.), LL.B., M.B.A., F.I.C.B.
Barrister and Solicitor (Lawyer)
Certified Specialist (Corporate and Commercial Law)
Direct Phone: (416) 814-2834
E-mail: pmahaffy@bbburn.com


Paul practises corporate-commercial law with Bennett Best Burn LLP of Toronto, Canada, with particular emphasis on purchase and sale transactions, business succession, private company governance, technology transfers, joint ventures and financing. His clients tend to be small and medium sized "knowledge based" companies operating in the services sector. They generally fall within the information technology, communications, financial services, renewable energy, specialty manufacturing and distribution industries.

Paul has previously acted as corporate counsel to the Bank of Nova Scotia and Canadian Pacific Limited. He has served as the President of the New Brunswick and Canada Railroad Company and as a director of BNS Mortgage Corp. and Bluenose Investments Inc. He has been Chairman of the Corporations Acts and Securities Legislation Committees of the Canadian Bankers' Association, as well as Chair of the Business Law Section and Secretary and Treasurer of the Corporate Counsel Section of the Ontario Bar Association.

In the not-for-profit sector, Paul has served as a director and member of the executive committee of Communities in Schools (Canada) and as President of Microchip Youth Training Association of Toronto Inc. He has also been a director of the Toronto chapters of the Heart and Stroke Foundation of Ontario and the Queen's University Alumni Association.

Paul has a B.A. (Hons.) in Sociology and Psychology and LL.B. from Queen's University, and an M.B.A. in Finance and Marketing from the University of Toronto. He is a member of the Ontario Bar and a fellow of the Institute of Canadian Bankers, and has completed the Canadian Securities Course and Harvard University Negotiation Workshop. He has lectured at the Ontario Bar Admission Course and York University M.B.A. school, and has been part of the training team for the Canadian Bar Association contract writing course for Cambodia bar admission students in Phnom Penh and for members of the Laos Bar in Vientiane. He has been published in the Banking and Finance Law Review, CMA Magazine and CGA Magazine, and is the author of Business Succession Guide, Private Company Shareholder Guide, and Business Transactions Guide, all three published by Carswell. He is certified as a specialist in corporate and commercial law by the Law Society of Upper Canada.

Paul has chaired the OBA programmes "Due Diligence in a Wired World", "Financing New Companies", "Buying and Selling Intellectual Property", "Helping Clients Do Business on the Internet", "Practising Business Law Online", "Negotiating and Drafting Preliminary Transaction Documents", "The Private Company", and "Business Succession on Retirement". He has also chaired the Law Society programmes "Business Agreements", "The Annotated Share Purchase and Asset Purchase Agreement", "Rescuing the Problem Deal", "Alternative Vehicles for Carrying on Business", and "New Lawyer Practice Series Corporate Law", and has presented at the Law Society’s Special Lectures on Corporate & Commercial Law.

His publications include the following:

Article 19: "The Annotated Asset Purchase Agreement." Presented at the December 12, 2006 Law Society of Upper Canada programme entitled "The Annotated Share Purchase and Asset Purchase Agreement".

Article 18: "Choosing the Right Vehicle for Carrying on Business." Presented at the December 8, 2005 Law Society of Upper Canada programme entitled "Alternative Vehicles for Carrying on Business".

Article 17: "Private Company Governance: Will public company governance practices be adopted by private companies?" First published in the April 2005 issue of the Ontario Bar Association’s Business Beat newsletter.

Article 16: "Investing in Private Companies: Owner-Managers vs. Investors." Presented at the April 15, 2004 Law Society of Upper Canada Special Lectures on Corporate & Commercial Law.

Article 15: "The Annotated Share Purchase Agreement." Presented at the December 11, 2003 Law Society of Upper Canada programme entitled “The Annotated Share Purchase Agreement”.

Article 14: "Creditor Proofing the Private Company's Business." Presented at the March 20, 2003 Ontario Bar Association programme entitled "The Private Company: Essential Advice, Essential Agreements".

Article 13: "Getting the Deal Started: Confidentiality Agreements, Letters of Intent and the Due Diligence Process for the Purchase and Sale of a Business." Presented at the November 28, 2002 Law Society of Upper Canada programme entitled " Business Agreements".

Article 12: "Venture Capital Term Sheets." Presented at the January 24, 2002 Ontario Bar Association programme entitled "Building Blocks of a Deal: Negotiating and Drafting Preliminary Transaction Documents".

Article 11: “Contracting Online.” Presented at the February 1, 2001 Ontario Bar Association programme entitled “Net Work: Practising Business Law Online”.

Article 10: “Laws of the Lands: The Internet has made the long arm of the law even longer, putting Web businesses in the midst of a tangled web of cross-border litigation.” First published in the March - April 2001 issue of CGA Magazine.

Article 9: “Deal Killers and Deal Savers: Escrow agents, m&a insurance and other ways to help close problem asset and share purchases.” Presented at the September 26, 2000 Ontario Bar Association programme entitled “Deal Killers and Deal Savers”.

Article 8: "An Overview of Legal Issues when Doing Business on the Internet." Presented at the January 27, 2000 Ontario Bar Association programme entitled "Net Income: Helping Clients Do Business on the Internet".

Article 7: "Dream Makers: Angel investors and venture capital could be an entrepreneur's salvation, but don't count on a fairy tale ending." First published in the February 2000 issue of CGA Magazine.

Article 6: "An Overview of Buying and Selling Intellectual Property." Presented at the November 20, 1998 Ontario Bar Association programme entitled "Buying and Selling Intellectual Property: From Minds to Money".

Article 5: "Look Before You Leap: The need for due diligence when buying or financing a technology business." First published in the July - August 1998 issue of CMA Magazine.

Article 4: "The Battle of the Sexes: Do men and women really have different negotiating styles?" First published in the February 1997 issue of CMA Magazine.

Article 3: "An Overview of the Sources of Financing for New Companies." Presented at the November 20, 1998 Ontario Bar Association programme entitled "Financing New Companies: From Angels to IPOs".

Article 2: "Shotguns, Puts and Calls: The advantages of buy/sell agreements for closely held companies." First published in the December - January 1998 issue of CMA Magazine.

Article 1: "An Overview of the Purpose and Process of Due Diligence in Buying a Business." Presented at the January 30, 1998 Ontario Bar Association programme entitled "Due Diligence in a Wired World".



A. Paul Mahaffy
Bennett Best Burn LLP
Barristers and Solicitors
150 York Street, Suite 1700
Toronto, Ontario, Canada M5H 3S5

Phone: (416) 362-3400, ext.307
Direct Phone: (416) 814-2834
Fax: (416) 362-2211
E-mail: pmahaffy@bbburn.com