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Cross-Border (Canada & US)

Cross-Border Practice for Canadians

Gross Shuman has been assisting Canadians with their U.S. activities for more than 35 years. The firm is proud to have assisted a Canadian company with its opening of one of the very first Buffalo facilities opened by a Canadian company and has since assisted hundreds of Canadian businesses with a wide variety of U.S. matters.

In January 2005, Gross, Shuman, Brizdle & Gilfillan, P.C. opened a Toronto area office to better serve the needs of its Canadian clients.

The firm's Cross-Border Practice Group is comprised of lawyers who devote a substantial portion of their practice to representing Canadian business and individuals. Each of the lawyers in the Cross-Border Practice Group is licensed to practice U. S. law in Canada by the Law Society of Upper Canada as a Foreign Legal Consultant.

The areas of practice of the Cross-Border Practice Group include the following:

US. Entities

The firm frequently forms U.S. entities for Canadians, including corporations, limited liability companies and partnerships. The firm also assists in determining the best ownership structure for entities operating in multiple jurisdictions.

We also work with accountants, lenders and investors in connection with Canada-U.S. cross-border structures and transactions employing hybrid and special purpose entities.

Tax Planning

The firm has extensive experience in devising and implementing structures for various and complex tax situations. We have great familiarity with the tax issues faced by Canadians engaging in U.S. activities, including U. S. federal income tax issues, withholding and reporting requirements and repatriation of income.

We also have extensive experience in assisting Canadians with state and local tax issues arising from U.S. activities, including "nexus"  and "doing business" issues and in devising compliance strategies for businesses making sales in multiple states.

Finance and Banking

The firm frequently assists in arranging, structuring and documenting financing for the U.S. activities of Canadian businesses, including from bank, non-bank and public sector sources.

We also assist Canadian lenders in the U.S. aspects of their transactions, including the preparation of security documentation, the perfection and enforcement of security interests and the issuance of supporting opinion letters.

Intellectual Property

It is critical that a Canadian company engaging (or even planning to engage) in U.S. activities take steps to protect its intellectual property in the U.S.

Canadian companies are also well-advised to "look before leaping" and to determine whether the use of a particular name, mark or style of doing business may infringe upon the rights of others in the U.S.

We assist Canadian businesses in registering and licensing rights in intellectual property in the U.S. and in taking the actions necessary to enforce and defend against infringements of intellectual property rights in the U.S.

Estate Planning

Canadian business owners whose business activities bring them to the U.S., and Canadian individuals who either spend a significant amount of time in the U.S. or own property located (or deemed to be located) in the U.S., need to be aware of their potential U.S. estate and gift tax liability.

We assist Canadians in determining whether a U.S. tax domicile may exist and review wills and trusts and advise of changes necessary to limit exposure to U. S estate taxes. We also examine the effects of joint ownership (e.g., by spouses) of U.S. real estate and other property.

We frequently prepare the U.S. components of estate planning documents (e.g., wills and powers of attorney) for individuals whose cross-border activities or citizenship may give rise to U.S. liability, generally in conjunction with their Canadian accountants and lawyers.


We have extensive familiarity with the immigration issues faced by Canadians engaging in cross-border activities.


We frequently "Americanize" Canadian agreements, taking into account variances between the two countries-laws and the requirements and effects of U.S. laws.

The types of agreements we have often "Americanized" include:

  • Agreements for the Sale of Goods and Services
  • Employment Agreements
  • Representative Agreements
  • Distribution Agreements
  • Licensing Agreements
  • Confidentiality and Non-Disclosure Agreements


The firm assists Canadian businesses and individuals in acquisitions of U.S. assets, including real estate, businesses, intellectual property and rights, equipment, and products and product lines.

Contact Us

For more information or to schedule an appointment with an experienced lawyer regarding a U.S.-Canadian cross border legal concern, please contact us.


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