John Allen's Blog

William Allen

My dad William Allen has recently retired.  He was called to the Ontario Bar in 1954 and enjoyed over 56 years of a successful law practice, beginning in a firm with his father, Jack Allen and his brother John Allen (John later became a Provincial Court Judge in Orangeville), which later became “Allen & Allen”.  My grandfather Jack Allen started as a lawyer in the 1920s in Haileybury, Northern Ontario.  After Jack retired, dad joined Lang Michener for about seventeen years and then, at age 57, decided to start his own firm in 1985.  I joined dad’s firm in 1992 and eventually it became Allen & Allen all over again.  Although dad has retired, I’m hoping that another generation may join me some day.  Stay tuned.

Congratulations to Darnley Bay Resources

Congratulations to Darnley Bay Resources Limited (http://www.darnleybay.com) for completing its $5,000,000 private placement on December 29, 2009.  The company was formed in 1993 to explore and develop an area of geophysical significance in the Northwest Territories of Canada. Initial base metal exploration fortuitously resulted in the discovery of diamonds, indicating that the area is host to both metallic and non-metallic mineral deposit interests. The Company’s objectives are to secure and maintain successful financing partnerships to continue exploration for base metals, gold and diamonds that will result in the development of a profitable mining venture.

I was pleased to act as counsel to Darnley Bay on the closing of its recent private placement and am proud that our firm has acted for the company since its inception. 

IDA has jurisdiction over resigned dealer

Taub was a registered representative with the Investment Dealers Association of Canada (the “IDA”) from June 1988 until he resigned in September, 2004. In October 2005, the IDA instituted disciplinary proceedings against him alleging conduct unbecoming in relation to his trading activity for clients and in his dealing with his own member firm before his resignation.

When he originally applied for registration with the IDA, he signed an application and agreed to be bound by the by-laws, rulings, rules and regulations of the IDA and remain subject to its jurisdiction for five years after he ceased to be a member.  Nevertheless, he moved before the IDA discipline tribunal for an order declaring that the IDA had no jurisdiction over him because his status as a registered representative had expired in September, 2004. The IDA refused his motion and accepted jurisdiction.

The Ontario Securities Commission (the “OSC”) would not interfere with the IDA decision as it was reasonable.  Section 21.1 of the the Ontario Securities Act allows for the recognition of self-regulatory organizations (“SROs”), which may impose additional requirements within their jurisdiction, provided that these additional requirements do not contravene the Ontario Securities Act.  The recognition of the IDA is part of a statutory securities scheme designed to protect investors and to foster fair and efficient capital markets.  As a matter of policy, the by-laws and other rules of the IDA constitute “part of the fabric of securities regulation” in Ontario, and “it would be contrary to the public interest to allow the applicant to avoid such regulation by simply resigning his membership in the IDA.” The OSC agreed with the submission of IDA staff that the respondent’s interpretation would undermine the IDA’s ability to discipline its members and in that way would be inconsistent with its duty to protect the public interest.

The Ontario Court of Appeal upheld the OSC decision on review (thus overturning the Divisional Court), as the OSC had applied its expertise and the decision was reasonable.

Taub v. Investment Dealers Association of Canada, 2009 ONCA 628

Welcome aboard

I am pleased to announce that Harold Kent, President & CEO of Castor Asset Management, has leased offices adjoining our suite. 
See: http://www.canadianbusiness.com/markets/cnw/article.jsp?content=20100209_070502_4_cnw_cnw \\

Also, Stephen Wilks, Barrister and Solicitor, and Suzanne Johnson, Barrister and Solicitor, will be working from our suite of offices.  Stephen is an experienced Barrister, part-time professor at Humber College and, like me, working on his PhD in business law.  Suzanne is a busy criminal and civil litigator and a director of a community legal aid clinic in Toronto.

Welcome aboard!

Internet and local law

Remember all the talk in the late 1990s about how the Internet would change everything, and how regulators couldn’t enforce local laws because the Internet doesn’t really exist anywhere?

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Street racing declared unconstitutional

Street racing and the Charter right to fundamental justice.

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PhD in Securities law

Why would a sane lawyer, with a busy practice, do a PhD in law at the same time?

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Probate tax planning

Probate tax, or as it is now called, the “Estate Administration Tax Act”, is a strange tax indeed.  Unlike the federal income tax, the provincial land transfer tax act, or most intelligently designed tax regimes, probate tax can be avoided with impunity.  Sort of like a toll bridge parallel to a free bridge.  Take the free one!  Probate of a will is not always necessary.  Probate tax is only payable if the will needs probate.  So arrange your affairs so probate won’t be required to deal with your assets when you die.  There are a number of techniques which we can discuss. Allen_Allen_probate_cost_memo.pdf

What’s new at Allen & Allen

Welcome to John Allen’s blog.  I’ll use this little soapbox to let you know what’s up and where I think things may be headed. 

Big changes at our office.  Paul Doucette, my former law partner and continuing friend, has joined a small firm in Ajax, Ontario, much closer to his home in Pickering.  We stay in touch and I hope he continues to do well. 

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