SBH About


SBH about photo


Salley Bowes Harwardt Law Corp. is a law firm located in Vancouver, B.C. We focus on areas such as: securities, corporate finance, mergers and acquisitions, commercial, technology, mining, and oil and gas law.

How can we help you and your business?

We maintain close working relationships with other law firms in Canada and abroad, and have established excellent working relationships with governmental officials and other business professionals. Consequently, we are able to assist in the conduct of national and international business transactions.

Financial market activities are governed by an intricate web of statutory provisions, regulations, and self-regulatory policies and rules. We can guide you through these policies, and help you to become aware of the requirements that are necessary for you to make informed choices for yourself and your business.

What services do we provide?

Provided below is just an example of the many legal services we provide. Please contact us so we can better understand what you need.

Mining Law

We have extensive experience, both domestically and internationally, in resource property acquisitions and dispositions by way of option, purchase, or joint venture, and we can assist you in negotiating, drafting or reviewing such resource property agreements. Specifically, we have experience in handling the negotiation and preparation of exploration option and joint venture agreements, mining leases, confidentiality and non-disclosure agreements, royalty agreements, mine operating agreements, and smelter and refining contracts, as well as completing due diligence enquiries, title searches, title reports, and compliance with environmental protection legislation and developing environmental protection policies for our clients. We handle the transfers and registrations of mineral claims, Crown granted mineral claims, and other mineral property interests.

We have acted for clients in option and joint venture agreements or mining leases for resource properties in Canada (British Columbia, Alberta, Saskatchewan, Ontario, Quebec, Nunavut, Yukon Territories, Northwest Territories, New Brunswick and Newfoundland & Labrador), the United States (Arizona, Nevada, Utah and New Mexico), Mexico, China, Peru, Ecuador, Argentina, Mali, Niger, Burkina Faso, and Liberia.

Securities Law

A major part of our practice involves securities law and related corporate finance work, for both equity and debt financings. We act for a large number of publicly traded corporations, requiring sophisticated legal advice on regulatory and non-regulatory matters. We have experience in handling initial public offerings, exchange listings, the formation, financing and listing of capital pool companies (“CPC’s”) and their qualified transactions, brokered and non-brokered private placements, reverse take-over transactions, corporate arrangements or reorganizations, proxy contests, take-over bids, and insider trading reports, as well as other many other forms of business and property acquisitions (see: “Mergers and Acquisitions” below for more details). Often these types of transactions are international in character, and involve corporations or properties in jurisdictions outside of Canada. We have a dedicated team of experienced legal assistants and legal secretaries, as well as proven and trusted international professional contacts, ready to assist you in successfully completing your financial and business transactions, and handle your continuous reporting and securities filings as a publicly listed entity on SEDAR in Canada or EDGAR in the United States.

We have completed prospectuses for exploration companies with projects in British Columbia, Yukon Territory, the United States, and China, as well as brokered financings for exploration companies with projects in British Columbia, Quebec, Argentina, Ecuador, Peru, Guinea, Tanzania, Liberia, Botswana and China. We have clients listed (or quoted) on TSX Venture Exchange, TSX, NEX, CNQ, OTCBB (US), NASDAQ, and AMEX. We also prepare stock option plans and shareholders’ rights plans, and handle the documentation and filings for changes of control, debt settlements, and convertible securities and debt instruments.

Corporate and Commercial Law

We are able to provide a full range of corporate law services to your business. We can advise you on setting up your corporate structure and ensure that the proper procedures are followed for the incorporation or registration of your business entity, federally or provincially, and can assist you in extra-provincial, extra-territorial, or international registrations or incorporations. We can assist you in setting up partnerships, general and limited, syndications, or trusts. We have extensive experience, both domestically and internationally, in continuations or changes of domicile to other jurisdictions (such as the United States, Bermuda or the Cayman Islands). We will work closely with your tax and other professional advisors in designing and implementing the most appropriate and tax efficient corporate structure for your business or corporate transactions.

We can assist you in maintaining required corporate records, preparing annual and special proxy materials, chairing shareholders’ meetings, organizing or defending proxy contests, and making the required filings to ensure compliance with the relevant corporate and securities statutes and regulations. We assist corporations in developing codes of business ethics, corporate governance and communications policies, as well as provide advice to Boards, senior management and special committees on corporate governance issues and related party transactions. We have experience in technology and intellectual property transfers, distribution, licensing, and royalty agreements, as well as software development agreements. We also prepare general security agreements and other security instruments, and handle the required registrations under applicable personal property security or similar legislation.

Mergers and Acquisitions

We have extensive experience, both domestically and internationally, in mergers, acquisitions, and divestitures, including complex corporate arrangements and reorganizations, amalgamations, take-over bids, and reverse take-overs.

We have completed spin-offs of non-core businesses or properties to create new publicly traded entities by way of corporate arrangements for clients with business interests in Canada, the United States and China.

Energy Law

We act for corporations involved in oil and gas exploration and development in Canada, as well as independent power producers with “run-of-river” and “bio-mass” electrical power generation projects. We have experience in handling oil and gas leases, farm-in and farm-out participation agreements, royalty agreements, and other commercial contracts and confidentiality agreements.