A firm of forty-eight lawyers, organized to take the work.

The firm was formed in 1987 by Eleanor Pemberton-Hayes, John Whitfield, and Charles Crane — three partners who left their existing practices to do M&A work without the operating constraints of a full-service firm. The partnership opened its doors at 181 Bay Street with twelve lawyers and one mandate: the contested takeover of a TSE-listed mining issuer.

The firm has been independent since. It has accepted no merger overtures, opened no foreign offices, and has not pursued growth as an end in itself. The firm's headcount has approximately doubled over the past two decades — measured, deliberate, and entirely by retention of lawyers who came to us by lateral move or from articling.

We are retained on transactions, not relationships. Most of our work begins with a particular matter — a contested bid, a public offering, a sponsor-led acquisition — on which a board, a sponsor, or a treasurer requires counsel of a certain kind. The firm has been engaged on the same basis for almost forty years.

The firm is organized to staff a transaction on a small team. A typical engagement runs with one or two partners and two to three associates — including, where the matter calls for it, partners from outside the lead practice group. We do not bill committees, and we do not staff matters for visibility. The senior name on the file is in fact the senior lawyer on the file.

The firm has no formal affiliation, no best friends arrangement, and no referral fees with any other Canadian or international practice. We are accordingly free to act against any firm, on any side, on any matter — and we do, regularly. The firm's independence is the principal reason boards retain us in contested transactions where our peers face conflicts.

The firm declines work that would compromise this independence. We do not maintain ongoing retainers with the Canadian chartered banks, and we are not panel counsel to any Crown corporation or pension fund. Our engagements are matter-specific, and our advice is correspondingly so.

The firm has a continuing pro bono practice, organized through Pro Bono Ontario and the Advocates' Society. Partners and associates take on pro bono matters in their respective practice areas. The firm's pro bono practice has included representations before the Ontario Superior Court, the Court of Appeal for Ontario, and the Supreme Court of Canada.

Several of the firm's partners have served as governors, fellows, or external counsel to Canadian universities, public hospitals, and arts institutions. Where the firm's lawyers serve on the boards of public-company issuers, the relationship is disclosed and the firm does not act for the issuer in question.

1. 1987The firm is formed at 181 Bay Street with twelve lawyers.
2. 1994First reported decision at the Supreme Court of Canada (securities, on behalf of a TSE-listed issuer).
3. 2003The firm's first cross-border MJDS offering closes.
4. 2009The Calgary office opens at Bankers Hall West.
5. 2014First infrastructure consortium mandate concluded ($1.8B, North American utilities).
6. 2021The firm reaches twenty partners; pro bono practice is formalized.
7. 2026Forty-eight lawyers across Toronto and Calgary. The firm remains independent.