Wayne D. Gray

Wayne D. Gray

Toronto, Ontario, Canada

Wayne has 40 years of experience as a business lawyer. He currently focuses on not-for-profit (NFP) and for-profit corporate law, directors' and officers' duties and liabilities, corporate governance matters and mergers and acquisitions. He has had leadership roles at all stages of NFP corporate law reform federally and in Ontario.

Wayne regularly consults for Innovation, Science & Economic Development Canada on corporate policy matters and has written several policy statements and reports for the Corporations Directorate. As an active member of the Ontario Bar Association, Wayne drafted position papers and advocated for the current improvements to Canada and Ontario's NFP regimes. He was instrumental in the Canada Not-for-Profit Corporations Act, the Ontario Not-for-Profit Corporations Act (proclamation expected in 2020) and the Securities Transfer Act.

Wayne is a qualified expert in corporate law in proceedings before the Ontario Superior Court of Justice, providing advice in lawyers' malpractice litigation. He received the Award for Distinguished Service from the Ontario Bar Association (2006).

Wayne is recognized as a leading corporate-commercial lawyer in The Canadian Legal Lexpert® Directory and The Lexpert®/American Lawyer Guide to the Leading 500 Lawyers in Canada, and is recognized for corporate law, private equity and secured lending in Martindale-Hubbell.

Wayne has advised several of the largest and most successful domestic and international industry associations, professional self-governing organizations, trade organizations, registered charities, RCAAAs, private schools and healthcare organizations on a wide range of issues.

Areas of Practice

  • Not for Profit Corporations
  • Corporate Commercial

Bar Admissions

  • British Columbia, 1978
  • Ontario, 1989


  • Osgoode Hall Law School, Toronto, Ontario, Canada
    • LL.B. - 1977
  • London School of Economics Law School, London, England
    • LL.M. - 1979
    • Honours: With Honours
  • University of British Columbia
    • B.A. - 1974

Published Works (current books only)

  • Ontario Corporate Law & Practice, Carswell
  • Annotated Ontario Business Corporations Act, Carswell
  • Gray's Commentaries on Federal Corporate Laws, Carswell (formerly Annotated Canada Business Corporations Act)
  • Quebec Business Corporations Act: Commentary and Analysis, Editions Yvon Blais (with Charles Chevrette)

Honours and Awards

  • Award for Distinguished Service, Ontario Bar Association, 2006 - Present
  • Leading 500 Lawyers in Canada, Lexpert/American Lawyer, 2013 - 2017

Legal Community Involvement

  • CBA Business Law Section Executive 2012-13
  • Uniform Law Conference Delegate 2008-13
  • Founder and member of the Canada Not-for-Profit Corporations Act working group 2008-10
  • Testified on CBA's behalf before the Commons Standing Committee on Industry, Science and Technology
  • Chair, CBA Corporate Law Sub-Committee 2004-2012
  • Founder and Co-Chair of the Ontario Not-for-Profit Corporations working group 2007-11

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Gray, Whitley LLP
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