Cross-Border Transactions
One attorney. Two countries.
No translation layer.
I'm dual-licensed in the United States and Canada — admitted to practice on both sides of the border. For businesses operating across the 49th parallel, that means one relationship, one set of fees, and an attorney who doesn't need a week to get up to speed on the other jurisdiction.
Cross-border deals shouldn't require two law firms
Most businesses that operate across the U.S.–Canada border hire one firm in each country. Two engagement letters. Two billing structures. Two teams that don't talk to each other as often as they should. And a client stuck in the middle, paying for the coordination gap.
The complexity isn't the deal itself — it's the translation layer. Two securities frameworks. Two tax systems. Two governance cultures. Two sets of regulatory expectations that don't always align. Most attorneys are fluent in one side and conversational in the other. That's not enough when the transaction is real and the timeline is tight.
I practice in both jurisdictions. I'm not coordinating with foreign counsel — I am the counsel, on both sides.
Cross-border capabilities
U.S. Public Listings & De-SPAC Transactions
I've guided companies through the full lifecycle of going public in the United States — from F-4 registration filings to post-listing governance and continuous disclosure. I know the SEC framework from the inside, having managed these obligations as General Counsel.
Dual-Listing (TSX & NYSE/NASDAQ)
For Canadian companies listing on U.S. exchanges — or U.S. companies seeking a TSX listing — I handle the governance, disclosure, and compliance requirements for both jurisdictions simultaneously. One attorney. Both sets of rules.
Cross-Border M&A
Acquisitions, mergers, asset purchases, and divestitures involving parties or assets on both sides of the border. I handle the deal structure, regulatory filings, and closing mechanics without the overhead of a dual-firm arrangement.
Foreign Private Issuer Compliance
Canadian issuers listed on U.S. exchanges must continuously evaluate their Foreign Private Issuer status. I advise on FPI qualification, the implications of losing FPI status, and the strategic decisions that follow — including the annual June 30 measurement date that most companies don't think about until it's too late.
Board Governance Across Jurisdictions
Boards that operate across two countries face unique challenges — different fiduciary standards, different disclosure obligations, different expectations around independence and compensation. I've built governance frameworks that satisfy both Canadian and American regulators.
Equity Compensation Design
Stock option plans, RSU programs, and performance-based equity that work across both tax systems. I design compensation structures that achieve the company's objectives without creating unintended tax consequences for employees in either country.
The Scale bridge: For matters requiring U.S. litigation, IP, employment, or real estate counsel, I bring in Scale LLP colleagues with expertise in those areas. The cross-border relationship stays with me. The specialized work stays inside one firm.
I've done this before
I served as Outside General Counsel to Greenfire Resources through its U.S. public listing via a de-SPAC transaction and subsequent TSX listing. As a core member of the deal team, I:
- Advised on F-4 registration filings with the SEC
- Guided the company through its transition to a dual-listed public company
- Led the development of board governance frameworks and public company policies
- Designed equity compensation plans compliant with both U.S. and Canadian requirements
- Continue to provide strategic Outside General Counsel support
This wasn't advisory from the outside. I was embedded in the deal team — the same level of involvement I bring to every cross-border engagement.
Client Testimonial
Sometimes Legal can be viewed as the 'business prevention department' — but it was the exact opposite with Chuck. He was extremely strategic, added valuable contributions across all areas of the business, and was a fantastic partner to commercial.Jennifer Warawa Former Chief Commercial Officer, DIRTT (TSX: DRT)
Frequently asked questions
If your business has significant operations, assets, or counterparties in both the U.S. and Canada, a dual-licensed attorney eliminates the coordination gap between two firms. For a single cross-border contract, you might not need it. For an ongoing relationship — especially one involving governance, securities compliance, or M&A — it saves time, money, and risk.
A de-SPAC is a process by which a private company goes public by merging with a Special Purpose Acquisition Company (SPAC) that is already listed on a stock exchange. It's an alternative to a traditional IPO, often faster and with more pricing certainty. The regulatory requirements are substantial — SEC filings, proxy statements, governance frameworks — and I've guided companies through the full process.
Yes. I'm admitted to practice in Canada and I advise Canadian issuers on continuous disclosure obligations, FPI status, and cross-border governance matters. If your business has a Canadian connection — an investor, a subsidiary, a listing, or a counterparty — I can handle both sides without bringing in foreign counsel.
One engagement letter. One billing relationship. One set of fees. You're not paying two firms to talk to each other. For transactional work, I provide project-based estimates. For ongoing advisory work, we structure a retainer that covers both jurisdictions.
If your deal crosses the border,
your attorney should too.
Has your lawyer actually done this before? Let's have that conversation.