Franchise Legal Player: Allan Dick
Firm: Sotos LLP
Allan Dick has spent over three decades acting as a primary advisor to some of the most prominent names in franchising. As a partner at Sotos LLP, he helped build the largest franchise practice in Canada by balancing a deep understanding of business growth with a formidable reputation in the courtroom. His experience spans every level of the legal system, including the Supreme Court of Canada. And yet his philosophy remains rooted in the idea that a lawyer must first be a student of the client's business.
Beyond his work as a litigator and trademark agent, Allan has been a central figure in shaping the legal landscape of the industry. He’s served as the chair of the Ontario Bar Association Franchise Law Section and continues to provide expert guidance on how brands can navigate the risks of expansion.
1851 Franchise sat down with Allan Dick to discuss the dangers of using generic legal templates, the importance of managing system change and why the best legal counsel acts as a fountain of information for growing entrepreneurs.
1851 Franchise: What originally drew you to franchise law and what has kept you engaged in the space over time?
Allan Dick: As a young lawyer, one of the firm's partners asked me to assist a large franchisor client with a portfolio of cases he was handling. From there, I increased the number of franchisors I acted for. And 20 years ago, I joined a franchise law boutique and helped develop Canada's largest practice serving the franchise industry (handling matters for both franchisors and franchisees, locally, nationally and internationally). I enjoy being counsel to entrepreneurs and assisting them in the growth and protection of their businesses.
1851: As franchising continues to evolve, what legal issue do you see brands most often underestimating today?
Dick: Effecting system change and managing system evolution require a solid understanding of the franchisor’s contractual and legal rights, as well as experience understanding how and why franchisees react as they do.
1851: In your experience, where do emerging franchisors tend to get tripped up from a compliance or documentation standpoint?
Dick: This is a no-doubter. Emerging franchisors who do not get sophisticated legal advice are using agreements that are not tailored to their businesses. Even after many years of having provincial statutes that mandate disclosure, disclosure is still often poorly done.
1851: How should franchisors be thinking about risk management as they scale into new markets or add new unit growth strategies?
Dick: Experienced franchise legal counsel have a wealth of knowledge about their home and often other markets. Franchisors expand in one of two ways. They either make the deliberate decision to be in “market x” or someone wants to bring them into “market x.” In either case, experienced counsel is a tremendous fountain of information which franchisors should tap into to help them make the decision of whether the proposed expansion is right for them (and, if so, how that is best done to meet corporate objectives while minimizing risk).
1851: What distinguishes your approach or philosophy when working with franchise clients?
Dick: I look at my role as understanding everything about the franchise system and the skills and interests of its principals to best help shape goals and strategies based on my insights and experience.
1851: Looking back, what lesson from your legal career has had the greatest impact on how you advise clients today?
Dick: We are in a service industry. We only exist to serve. Our role is to create value that our clients appreciate. What that means to each individual client and situation likely differs. The first step in creating value is getting to know the client and their business thoroughly before anything is done.
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