Jillian has over 25 years of experience advising clients on mergers and acquisitions, divestitures, private equity and venture capital investments, commercial matters, and corporate governance. She has advised entrepreneurs, high net-worth individuals, start-ups, closely-held family businesses, investors, private companies and multi-national enterprises in a broad range of industries, including technology, professional services (legal, accounting and healthcare), charity and not-for-profit, manufacturing, food, consumer goods, retail and financial services. She is widely recognized for being highly responsive to her clients’ needs and for providing practical advice in a straight-forward manner. Prior to forming Allen McDonald Swartz LLP in 2015, Jillian was a partner at Blake, Cassels & Graydon LLP, one of Canada’s leading national law firms, where she started her legal career as a summer student in 1992.
Jillian advises clients on a wide variety of transactional matters and business-critical commercial arrangements, including shareholder and partnership agreements, consulting services arrangements, outsourcing agreements, joint ventures and corporate reorganizations. She has extensive experience working with litigation counsel advising on the corporate law aspects of shareholder disputes and has been involved in providing assistance in connection with both mediations and arbitrations.
Jillian has considerable experience advising on cross-border transactions and uses her legal expertise, deal experience and knowledge of her client’s business and priorities to effectively and efficiently complete these complex transactions. She also regularly advises foreign companies with respect to expanding their businesses into Canada.
Jillian served on the Board of Governors of Wilfrid Laurier University between July 2012 and June 2021, including in the role as Chair of the Board between July 2017 and June 2019. Her Board experience also involved acting as Chair of the Executive Committee and Chair of the Governance Committee and participating in a number of search committees, including for the President. In 2022, Jillian was awarded the Distinguished Governor Award for her service to Wilfrid Laurier University.
SELECT EXPERIENCE
Technology
- Assisting private equity and venture capital firms with respect to their investments in, and exits from, technology companies (direct investments and fund investments).
- Counselling technology companies with respect to all lifecycle events, including formation, capital raising and exit.
- Drafting and negotiating licensing, services (including SaaS), data protection, confidentiality, and outsourcing agreements.
- Guiding companies with respect to launching new apps, including drafting and reviewing End User License Agreements and Terms of Service.
- Advising a company that has developed a patient-driven knowledge-based medical history taking system that helps patients communicate their medical story to the health care team utilizing a SaaS model in connection with a wide range of matters, including fundraising, governance and their customer agreements.
- Advising the founders and shareholders of an industry-leading point of sale software business for the paint and décor market in connection with the sale of their business to a global leader of industry-specific enterprise software.
- Advising payments facilitators in connection with the expansion of their businesses to Canada.
- Advising a virtual health provider in connection with a wide range of day-to-day operational needs, including their SaaS agreement, collaboration agreements and distribution agreements.
Mergers and Acquisitions and Other Complex Transactions
- Advising on the purchase and sale of businesses in the technology, manufacturing, services, agribusiness, food, consumer goods, retail and financial services sectors in transactions ranging from $1 million to over $1 billion.
- Guiding a number of high net-worth individuals, families, and family-owned businesses with respect to succession planning issues, shareholders’ agreements and the implementation of tax-driven reorganizations.
- Advising healthcare providers in connection with the purchase and subsequent sale of an interest in a dental practice following the resolution of a shareholders’ dispute.
- Advising the founder of a financial information company in connection with the buy-out of her business partner and the subsequent investment by a portfolio management company in the business.
- Advising an entrepreneur in connection with the sale of his interest in a wind energy project to a public company.
- Assisting a US company in connection with its purchase of a company involved in designing and manufacturing oil purification equipment.
- Advising a South American company in connection with the structuring of its investment in an Ontario limited partnership.
- Advising an Ontario law firm in connection with its conversion from a sole proprietorship to a limited liability partnership.
- Advising one of Canada’s leading independent mortgage financing companies in connection with its acquisition of a Canadian residential mortgage business from a US trust company.
- Advising a real estate investment organization in connection with the formation a complex, limited partnership structure that allows for investment by pension plans, foundations, and other institutional investors.
Governance
- Providing expert and independent advice to private companies, family-owned businesses and not-for-profit entities on a range of governance and succession planning issues.
- Advising boards and individual directors on their duties, roles and responsibilities under various federal and provincial statutes.
- Advising on the development and implementation of by-laws and board policies.
- Advising board chairs, secretaries to the board, in-house counsel and other members of the governance team on the composition, mandate and work plan for board committees; preparation for directors’, shareholders’ and members’ meetings; regulatory compliance.
- Advising boards and board committees with respect to a variety of highly sensitive matters and special projects.
PROFESSIONAL QUALIFICATIONS
Barrister and Solicitor, Ontario, 1996
PROFESSIONAL MEMBERSHIPS
Canadian Bar Association
Ontario Bar Association
American Bar Association
EDUCATION AND OTHER CERTIFICATIONS
The Osgoode Certificate in Privacy and Cybersecurity Law, 2023
First Nations University of Canada, Reconciliation Education Certificate of Completion, 2021
University of Toronto: Bachelor of Laws, 1994
Wilfrid Laurier University: Honours Bachelor of Business Administration, with distinction, 1991
Outside of work, Jillian enjoys spending time with family and friends, travel, photography, gardening and yoga. While her early photography focussed on beautiful landscapes and exotic places, the subjects of her recent works are a little closer to home as she serves as her family’s dedicated paparazzi. In the early morning hours, Jillian will often be found in her garden, on a yoga mat or trying to keep up with her instructor on her Peloton.
Jillian is passionate about mentoring, professional development and diversity issues. Throughout her career, she has mentored a number of remarkable and inspiring lawyers and entrepreneurs. In September 2011, Jillian received a Lexpert Zenith Award for her contribution to the Legal Action Within Schools (LAWS) Mentoring Program. The Legal Action Within Schools (LAWS) program matches lawyers with high school students from Central Technical School who have shown an interest in pursuing a legal career.
PUBLICATIONS AND SPEAKING ENGAGEMENTS
Author, “Top 5 Tips for Selling Your Technology Company”, AMS Insight, August 2018.
Quoted, “Negotiating Concessions in M&A Transactions”, Valitas Insights, September 2017.
Quoted, “Focus: Mandatory reporting of breaches spreads”, Law Times, April 3, 2017.
Author, “Creating an acceptable use policy”, The Lawyers Weekly, March 29, 2017.
Quoted, “Workplace acceptable use policy should be ‘live’ document”, Advocate Daily, March 2017.
Quoted, “Mixing work, personal emails risky for employees”, Advocate Daily, February 2017.
Quoted, “Long-term succession plan key for departing CEOs”, Advocate Daily, January 17, 2017.
Quoted, “Decorum essential in board meetings”, The Lawyers Weekly, January 5, 2017.
Author, “Canada’s Anti-Spam Legislation will allow for Class Actions on July 1, 2017 – Is your organization at risk?”, AMS Insight, July 2016.
Presenter, “Trends in Enforcement under Canada’s Anti-Spam Law”, Greater Cleveland International Lawyers Group, October 2015.
Co-presenter, “CASL One Year Later: What US Companies Need to Know about Enforcement under Canada’s Anti-Spam Law”, Practical Law, Thomson Reuters, October 21, 2015.
Co-presenter, “Canada’s Anti-Spam Legislation: How to Be Prepared for a CRTC Investigation”, Blakes Business Class Series, Toronto, Vancouver, Calgary and Montreal, June 2015.
Co-presenter, “Canada’s Anti-Spam Law: What US Companies Need to Know about Enforcement”, Bloomberg BNA, June 2, 2015.
Interviewed by Peter Menyasz – “U.S. Companies Should Note Canada’s Now Live Computer Program Consent Law”, Bloomberg BNA, January 26, 2015.
Co-author – “Canadian Anti-spam Law’s Software Installation Provisions Take Effect”, Bloomberg BNA, January 2015.
Co-author – “Winning the Keys to Castle – A Buyer’s Guide to Auctions”, Blakes Business Class, October 2014.
Co-author – “Maximizing the Price for Your Castle – A Seller’s Guide to Auctions”, Blakes Business Class, October 2014.
Co-author and Co-presenter – “Canada’s Anti-Spam Legislation and its Impact on US Businesses”, Practical Law, Thomson Reuters, September 2014.
Co-author – “CRTC Updates FAQs on Registered Charities under CASL”, Blakes Bulletin on Anti-Spam Legislation, July 2014.
Co-presenter: “The New Email Era: Canada’s Anti-Spam Legislation for Charities and Not-for-Profit Organizations”, Blakes Business Class Webinar, June 25, 2014.
Co-author – “Canada’s New Email Era: CASL and the Not-for-Profit Sector”, Blakes Bulletin Anti-Spam Legislation, June 2014.
Author – “Federal Not-for-profit Corporations Have Less Than 17 Months to Continue under the New Act”, Blakes Bulletin on Not-for-profit Corporations, May 2013.
Co-author – “Ontario Delays Implementation of New Not-for-Profit Legislation”, Blakes Bulletin on Not-For-Profit Corporations, April 2013.
Presenter – “The Art of Mentoring“, Women and Leadership Conference, Toronto, Ontario, May 3, 2012.
Co-author – “Modern Legislation for Not-For-Profit Corporations, Blakes Bulletin on Corporate Governance, October 2011”.
Interviewed by Matt Galloway on Metro Morning – “Giving Back“, August 31, 2011.
Jillian has over 25 years of experience advising clients on mergers and acquisitions, divestitures, private equity and venture capital investments, commercial matters, and corporate governance. She has advised entrepreneurs, high net-worth individuals, start-ups, closely-held family businesses, investors, private companies and multi-national enterprises in a broad range of industries, including technology, professional services (legal, accounting and healthcare), charity and not-for-profit, manufacturing, food, consumer goods, retail and financial services. She is widely recognized for being highly responsive to her clients’ needs and for providing practical advice in a straight-forward manner. Prior to forming Allen McDonald Swartz LLP in 2015, Jillian was a partner at Blake, Cassels & Graydon LLP, one of Canada’s leading national law firms, where she started her legal career as a summer student in 1992.
Jillian advises clients on a wide variety of transactional matters and business-critical commercial arrangements, including shareholder and partnership agreements, consulting services arrangements, outsourcing agreements, joint ventures and corporate reorganizations. She has extensive experience working with litigation counsel advising on the corporate law aspects of shareholder disputes and has been involved in providing assistance in connection with both mediations and arbitrations.
Jillian has considerable experience advising on cross-border transactions and uses her legal expertise, deal experience and knowledge of her client’s business and priorities to effectively and efficiently complete these complex transactions. She also regularly advises foreign companies with respect to expanding their businesses into Canada.
Jillian served on the Board of Governors of Wilfrid Laurier University between July 2012 and June 2021, including in the role as Chair of the Board between July 2017 and June 2019. Her Board experience also involved acting as Chair of the Executive Committee and Chair of the Governance Committee and participating in a number of search committees, including for the President. In 2022, Jillian was awarded the Distinguished Governor Award for her service to Wilfrid Laurier University.
SELECT EXPERIENCE
Technology
- Assisting private equity and venture capital firms with respect to their investments in, and exits from, technology companies (direct investments and fund investments).
- Counselling technology companies with respect to all lifecycle events, including formation, capital raising and exit.
- Drafting and negotiating licensing, services (including SaaS), data protection, confidentiality, and outsourcing agreements.
- Guiding companies with respect to launching new apps, including drafting and reviewing End User License Agreements and Terms of Service.
- Advising a company that has developed a patient-driven knowledge-based medical history taking system that helps patients communicate their medical story to the health care team utilizing a SaaS model in connection with a wide range of matters, including fundraising, governance and their customer agreements.
- Advising the founders and shareholders of an industry-leading point of sale software business for the paint and décor market in connection with the sale of their business to a global leader of industry-specific enterprise software.
- Advising payments facilitators in connection with the expansion of their businesses to Canada.
- Advising a virtual health provider in connection with a wide range of day-to-day operational needs, including their SaaS agreement, collaboration agreements and distribution agreements.
Mergers and Acquisitions and Other Complex Transactions
- Advising on the purchase and sale of businesses in the technology, manufacturing, services, agribusiness, food, consumer goods, retail and financial services sectors in transactions ranging from $1 million to over $1 billion.
- Guiding a number of high net-worth individuals, families, and family-owned businesses with respect to succession planning issues, shareholders’ agreements and the implementation of tax-driven reorganizations.
- Advising healthcare providers in connection with the purchase and subsequent sale of an interest in a dental practice following the resolution of a shareholders’ dispute.
- Advising the founder of a financial information company in connection with the buy-out of her business partner and the subsequent investment by a portfolio management company in the business.
- Advising an entrepreneur in connection with the sale of his interest in a wind energy project to a public company.
- Assisting a US company in connection with its purchase of a company involved in designing and manufacturing oil purification equipment.
- Advising a South American company in connection with the structuring of its investment in an Ontario limited partnership.
- Advising an Ontario law firm in connection with its conversion from a sole proprietorship to a limited liability partnership.
- Advising one of Canada’s leading independent mortgage financing companies in connection with its acquisition of a Canadian residential mortgage business from a US trust company.
- Advising a real estate investment organization in connection with the formation a complex, limited partnership structure that allows for investment by pension plans, foundations, and other institutional investors.
Governance
- Providing expert and independent advice to private companies, family-owned businesses and not-for-profit entities on a range of governance and succession planning issues.
- Advising boards and individual directors on their duties, roles and responsibilities under various federal and provincial statutes.
- Advising on the development and implementation of by-laws and board policies.
- Advising board chairs, secretaries to the board, in-house counsel and other members of the governance team on the composition, mandate and work plan for board committees; preparation for directors’, shareholders’ and members’ meetings; regulatory compliance.
- Advising boards and board committees with respect to a variety of highly sensitive matters and special projects.
PROFESSIONAL QUALIFICATIONS
Barrister and Solicitor, Ontario, 1996
PROFESSIONAL MEMBERSHIPS
Canadian Bar Association
Ontario Bar Association
American Bar Association
EDUCATION AND OTHER CERTIFICATIONS
The Osgoode Certificate in Privacy and Cybersecurity Law, 2023
First Nations University of Canada, Reconciliation Education Certificate of Completion, 2021
University of Toronto: Bachelor of Laws, 1994
Wilfrid Laurier University: Honours Bachelor of Business Administration, with distinction, 1991
Outside of work, Jillian enjoys spending time with family and friends, travel, photography, gardening and yoga. While her early photography focussed on beautiful landscapes and exotic places, the subjects of her recent works are a little closer to home as she serves as her family’s dedicated paparazzi. In the early morning hours, Jillian will often be found in her garden, on a yoga mat or trying to keep up with her instructor on her Peloton.
Jillian is passionate about mentoring, professional development and diversity issues. Throughout her career, she has mentored a number of remarkable and inspiring lawyers and entrepreneurs. In September 2011, Jillian received a Lexpert Zenith Award for her contribution to the Legal Action Within Schools (LAWS) Mentoring Program. The Legal Action Within Schools (LAWS) program matches lawyers with high school students from Central Technical School who have shown an interest in pursuing a legal career.
PUBLICATIONS AND SPEAKING ENGAGEMENTS
Author, “Top 5 Tips for Selling Your Technology Company”, AMS Insight, August 2018.
Quoted, “Negotiating Concessions in M&A Transactions”, Valitas Insights, September 2017.
Quoted, “Focus: Mandatory reporting of breaches spreads”, Law Times, April 3, 2017.
Author, “Creating an acceptable use policy”, The Lawyers Weekly, March 29, 2017.
Quoted, “Workplace acceptable use policy should be ‘live’ document”, Advocate Daily, March 2017.
Quoted, “Mixing work, personal emails risky for employees”, Advocate Daily, February 2017.
Quoted, “Long-term succession plan key for departing CEOs”, Advocate Daily, January 17, 2017.
Quoted, “Decorum essential in board meetings”, The Lawyers Weekly, January 5, 2017.
Author, “Canada’s Anti-Spam Legislation will allow for Class Actions on July 1, 2017 – Is your organization at risk?”, AMS Insight, July 2016.
Presenter, “Trends in Enforcement under Canada’s Anti-Spam Law”, Greater Cleveland International Lawyers Group, October 2015.
Co-presenter, “CASL One Year Later: What US Companies Need to Know about Enforcement under Canada’s Anti-Spam Law”, Practical Law, Thomson Reuters, October 21, 2015.
Co-presenter, “Canada’s Anti-Spam Legislation: How to Be Prepared for a CRTC Investigation”, Blakes Business Class Series, Toronto, Vancouver, Calgary and Montreal, June 2015.
Co-presenter, “Canada’s Anti-Spam Law: What US Companies Need to Know about Enforcement”, Bloomberg BNA, June 2, 2015.
Interviewed by Peter Menyasz – “U.S. Companies Should Note Canada’s Now Live Computer Program Consent Law”, Bloomberg BNA, January 26, 2015.
Co-author – “Canadian Anti-spam Law’s Software Installation Provisions Take Effect”, Bloomberg BNA, January 2015.
Co-author – “Winning the Keys to Castle – A Buyer’s Guide to Auctions”, Blakes Business Class, October 2014.
Co-author – “Maximizing the Price for Your Castle – A Seller’s Guide to Auctions”, Blakes Business Class, October 2014.
Co-author and Co-presenter – “Canada’s Anti-Spam Legislation and its Impact on US Businesses”, Practical Law, Thomson Reuters, September 2014.
Co-author – “CRTC Updates FAQs on Registered Charities under CASL”, Blakes Bulletin on Anti-Spam Legislation, July 2014.
Co-presenter: “The New Email Era: Canada’s Anti-Spam Legislation for Charities and Not-for-Profit Organizations”, Blakes Business Class Webinar, June 25, 2014.
Co-author – “Canada’s New Email Era: CASL and the Not-for-Profit Sector”, Blakes Bulletin Anti-Spam Legislation, June 2014.
Author – “Federal Not-for-profit Corporations Have Less Than 17 Months to Continue under the New Act”, Blakes Bulletin on Not-for-profit Corporations, May 2013.
Co-author – “Ontario Delays Implementation of New Not-for-Profit Legislation”, Blakes Bulletin on Not-For-Profit Corporations, April 2013.
Presenter – “The Art of Mentoring”, Women and Leadership Conference, Toronto, Ontario, May 3, 2012.
Co-author – “Modern Legislation for Not-For-Profit Corporations, Blakes Bulletin on Corporate Governance, October 2011”.
Interviewed by Matt Galloway on Metro Morning – “Giving Back”, August 31, 2011.
