Profile
Mr. Leblanc specializes in
corporate and commercial law with a focus on commercial lending, private
company transactional business law, and franchising law.
Mr. Leblanc is on the executive of the Franchise Law Section of the Ontario Bar
Association and is a member of the Legal and Legislative Affairs Committee of
the Canadian Franchise Association. Mr. Leblanc co-chairs the firm’s national
franchise law group
Mr. Leblanc advises on all aspects of franchising, including in relation to: compliance with Canadian franchise legislation; disclosure requirements; purchase and sale of franchises; business structuring; multi-unit franchising; reorganizations and refranchisings; corporate governance; shareholder relations; privacy and consumer protection issues; commercial leasing; trade matters; dispute resolution; enforcement of restrictive covenants; and intellectual property issues
In addition to advising borrowers and financial institutions in respect of secured transactions, Mr. Leblanc frequently advises Businesses in relation to structuring matters, statutory compliance, contract drafting, shareholder agreements, dispute resolution, privacy, mergers and, acquisitions, ecommerce, intellectual property matters and corporate commercial transactions.
Mr. Leblanc is a frequent speaker and writer on commercial and franchising law issues. Most recently, Mr. Leblanc contributed the chapter on franchising in the 2010 edition of “Business Laws of Canada” published by West. Mr. Leblanc also wrote “The Purchase and Sale of a Privately Held Business” for the book entitled Advanced Corporate Procedures published by Emond Montgomery Publications. He is a member of the Ontario Bar Association Corporate Law SubCommittee, the Canadian Bar Association Business Law Section and the American Bar Association Business Law Section and Forum on Franchising.
Mr. Leblanc is a registered trade-marks agent, and is fluent in French and Italian.
You can follow Richard Leblanc and Canadian corporate and commercial law developments on Twitter at @CanadaBizLaw.
Professional Achievements
- Clerk to the Honourable Mr. Justice Robert Décary, Federal Court of Appeal, 1995-96
Representative Work
- Advised an integrated food processor with respect to the acquisition of additional processing capacity in Ontario;
- Advised a Web 2.0 startup with respect to business structuring, share capitalization, preparation of essential internet agreements, and advised through angel and seed round of financing;
- Acted as Canadian counsel on behalf of a multi-unit hotel owner with respect to a $3B cross border loan facility;
- Advised a community health services provider with respect to the negotiation of a project infrastructure loan for the construction of a modern building and facilities;
- Advised a Canadian Schedule I Bank and draft loan and security documentation with respect to secured term and revolving credit facilities offered to private company lenders;
- Advised a minority shareholder group of their rights in the context of a corporate takeover and exercise of a compulsory drag-along;
- Negotiated a technology supply and licence agreement in connection with a client’s purchase of infrastructure assets under a design build contract.
- Case Comment: 1518628 Ontario Inc. et al v. Tutor Time Learning Centres, LLC, et al. [2006] O.J. No. 3011 (S.C.J.), confirmed on appeal April 12, 2007 , Business Beat Magazine, (April, 24, 2007)
Franchising
- Acted for a multi-unit franchisee in establishing Canadian credit facilities for expansion of its Canadian QSR outlets pursuant to its area development rights;
- Assisted a Canadian franchisor with franchise resale issues in the context of the sale by receiver of an insolvent franchisee’s assets;
- Negotiated a master franchise agreement to assist a U.S. based home maintenance franchisor in developing its international expansion plans;
- Advised a U.S. executive training franchisor with respect to Canadian franchise law, Canadian documentary requirements and the legal requirements for doing business in Canada;
- Advised a major Australian food service franchisor with respect to its Canadian expansion plans and drafted appropriate Canadian documentation to assist in this expansion;
- Drafted franchise agreements and disclosure documentation for Canadian and U.S. franchisors operating in Ontario;
- Administered franchise litigation in the enforcement of restrictive covenants against a competing former master-franchisee;
- Advised a cloud computing business with respect to business structuring and advised through angel and venture capital investment rounds.
Memberships
- Member, Law Society of Upper Canada
- Member, Canadian Bar Association (Business Law Section)
- Member, Canadian Franchise Association
- Member, American Bar Association (Business Law Section)
- Member, Ontario Bar Association Corporate Law SubCommittee
- Member, Canadian Franchise Association Legal and Legislative Affairs Committee
- Member of Section Executive, Ontario Bar Association Franchise Law Section
Education
- LL.B, University of British Columbia
- B.Soc. Sc. magna cum laude (Political Science), University of Ottawa
Presentations
- Franchise Buybacks - Roundtable Session, Ontario Bar Association 12th Annual Franchise Law Conference, (November 6, 2012)
- Co-Chaired a round table with Larry Weinberg entitled "Expansion to Canada - Is Now the Time" at the International Franchise Association's 52nd Annual Convention, (February 14, 2012)
- The Arthur Wishart Act – An Overview, Ontario Bar Association Institute 2012, (February 9, 2012)
- Chaired a round table on Scope of Franchise Disclosure in light of recent cases such as Dollar It at the CFA Franchise Law Day, (February 2, 2012)
- Mergers and Acquisitions of Franchise Systems, Franchise Voice, Canadian Franchise Association, (June 2011)
- Drafting Enforceable Non-Competition Covenants, 3rd Essentials of Commercial Contracts Course, Federated Press (June 20, 2011)
- Earnings Claims: Dangers of Why and Why Not, Canadian Franchise Association Annual Convention, (April 2-5, 2011)
- The Enforcement of Franchisee Releases and Settlement Agreements in Light of the Tutor Time and Midas Cases, Canadian Franchise Association Legal Day, (March 2, 2011)
- Advising the Franchisor on the Use of Financial Performance Representations, 10th Annual Ontario Bar Association Franchise Conference, (November 25, 2010)
- Cyber Brand Attacks – Defeating Cyber Bullies, Canadian Franchise Association Legal Day, (March 2, 2010)
- Refranchising: An Overview of Franchise Re- Sales and Transfers, 2009 Canadian Franchise Association National Convention, (May 3-5, 2009)
- It's Not All About the Wishart Act: Consumer Protection Laws Relevant to Franchising, Canadian Franchise Association Legal Day, (March 3, 2009)
- New Franchise Clients, Putting Principles into Practice: 8th Annual Ontario Bar Association Franchise Conference, (November 25, 2008)
- Signing on the Dotted Line: The Legal Side of Franchising Your Business, Canadian Franchise Association Convention Franchise Show, (October 21, 2007)
- Franchise Disclosure in Canada in 2007 and Beyond, Presented by Richard D. Leblanc and Peter Macrae Dillon., 6th Annual Ontario Bar Association Franchise Conference, (November 16, 2006)
- Privacy Legislation in Ontario and its Application in the Appraisal Industry, Fee Appraisers' Symposium 2005, (Toronto: February 4, 2005)
- Franchising in Ontario: An Overview for Prospective Franchisors and Franchisees, Cambridge Chamber of Commerce Miller Thomson Legal Series Seminars, (January 11, 2005)
Publications
- What do I need to know about Mergers and Acquisitions?, The Franchise Voice, 2011
- Drafting Enforceable Non-Compete Covenants, 3rd Essentials of Commercial Contracts Course, Federated Press, 2011
- Mergers and Acquisitions of Franchise Systems, Franchise Voice, Canadian Franchise Association, 2011
- Sale of a Business, 8th Edition, LexisNexis Canada, 2011
- The Enforcement of Franchisee Releases and Settlement Agreements in Light of the Tutor Time and Midas Cases, 2011
- It's Not All About the Wishart Act: Consumer Protection Laws Relevant to Franchising, 2009
- "As a new franchisee, what do I need to know about commercial leasing?", Franchise Canada Magazine, Ask the Experts column, 2009
- Signing on the Dotted Line: The Legal Side of Franchising Your Business, 2009
- Refranchising: An Overview of Franchise Re- Sales and Transfers, 2009
- Business Laws of Canada, West (a Thomson Reuters business), 2009
- New Franchise Clients, 2008
- Case Comment: 1518628 Ontario Inc. et al v. Tutor Time Learning Centres, LLC, et al. [2006] O.J. No. 3011 (S.C.J.), confirmed on appeal April 12, 2007, Business Beat Magazine, 2007
- Franchise Disclosure in Canada in 2007 and Beyond, Franchise Disclosure in Canada in 2007 and Beyond, Presented by Richard D. Leblanc and Peter Macrae Dillon., 2006
- Privacy Issues in Franchise Relationships: A Practical Guide, Canadian Franchise Review, Volume 2, Number 1, 2006
- Purchase and Sale of a Privately Held Business, Advanced Corporate Business Transactions, 2006
- Purchase and Sale of a Privately Held Business, Advanced Corporate Business Transactions, (Toronto), 2006
- Privacy Issues in Franchise Relationships: A Practical Guide, Canadian Franchise Review, Volume 2, Number 1, (Toronto), 2006
- Privacy Issues in Franchise Relationships: A Practical Guide, 2006
- Privacy Legislation in Ontario and its Application in the Appraisal Industry, Fee Appraisers' Symposium 2005, 2005
- Privacy legislation in Ontario and its application in the appraisal industry, 2005
- Franchising in Ontario: an overview for prospective franchisors and franchisees, 2005
- Franchising in Ontario: An Overview for Prospective Franchisors and Franchisees, 2005
- Franchise expansion by system acquisition: principal issues and concerns, 2004
- Disclosing without fear: tips and strategies for effective disclosure to prospective franchisees, 2003
- Crown Superpriority Claims: A Brief Review of Mega Pets and Schwab, Financial Services & Insolvency Newsletter, Fall 2002
Industry Expertise
Key Practice Expertise
Areas of Focus
- Privacy and Information Protection
- Acquisitions and Commercial Transactions
Year of Call
- Ontario Bar, 1997
