Suburban & Rural Developments & Discussion Thread

[Saul Goode]

Originally Posted by OldDartmouthMark

So, maybe I'm off base here, but cavalierly saying the system is good enough, because they can just sue clearly isn't enough. If there were better protections in place, maybe it would act as a deterrent.

We’re really talking about two different things here: business competition and consumer protection. Both are important, but I’m mainly talking about the former. My main point has been that though it has some tangential consumer protection effect, existing corporation registration legislation (in most, if not all provinces) was not enacted as consumer protection law. There are separate consumer protection statutes for that purpose.

You mentioned earlier “room for improvement, such as automatic protection (i.e. enforcement) for the owner of a business name, and perhaps a minimum period after a name is dropped, like 5 years (arbitrarily), before another business can assume the name”. That would be great for businesses (though, as I argued earlier, unnecessary), but it would do very little to protect consumers, because unscrupulous actors don’t care about registration (the gun analogy again). They won’t bother to do it. Why would they?

Also, who would monitor and enforce compliance with that kind of legislation anyway? Would you build a new bureaucracy for that, and add the enforcement role to the police? We already have criminal sanctions against fraud for that sort of behavior. Adding further offences to the books wouldn’t change anything.

You had it right when you said caveat emptor. The best protection for consumers is doing their own homework.

And now I’ll cease and desist too.

[OldDartmouthMark]

'sall good (see what I did there? ), I had only posted the article wondering if it had delayed the Tacoma drive project being discussed, but I appreciate the education!

[Saul Goode]

Originally Posted by OldDartmouthMark

I had only posted the article wondering if it had delayed the Tacoma drive project being discussed

And to get us back on track: Yes, I think it definitely did, though I wonder whether there haven't been other factors in its snail-like progress. But then, I can imagine that Ross's lien shenanigans could easily have had a domino effect on other trades - not to mention financing.

[Keith P.]

A little research reveals that perhaps - not surprisingly - the provincial govt agency responsible for business registration and naming appears to have dropped the ball on this.

From the Registry of Joint Stocks website, this is part of their guide on how to choose a business name:

"To register a business in Nova Scotia, you must first choose a name for your business. The Registry of Joint Stock Companies must assess your proposed name and approve it for use before you can register your business. Your name must be unique and should describe the products and services you provide.

Registering your name does not give you exclusive rights to the name—it just gives you permission to carry on business in Nova Scotia using that name. Registering a name protects the public interest by:
• preventing names that are so similar that they would confuse or mislead people
• providing a public record that shows which individuals are associated with a
name"

Then there's this:

"Your name must be different enough from other names that it doesn’t confuse or mislead people. Your name can share elements of other names, but in its entirety, your name must be unique.

Distinctive element
The distinctive element is the main identifier of the name. It’s what differentiates your name from others in the same or similar line of business.
Not distinctive: Tire Shop Limited
Distinctive: John’s Tire Shop Limited"

Don't forget this:

"To determine whether you can reserve your proposed name, the Registry of Joint Stock Companies considers whether:
• the proposed name is too similar with an existing name
• the name misleads or confuses the public as to the nature of the business or implies a relationship between companies
• the name complies with the Registry policies and legislation

Conflicting trade names and corporate names
If a proposed name is too similar to an existing trade name or corporate name with similar products or services, you can’t use the name unless you meet one of the following criteria:
• you are the owner of the trade name or corporation
• you have written consent from the owner of the trade name or corporation that you can use the similar name and that the name doesn’t falsely imply a
relationship between the businesses

If a proposed name is similar to an existing trade name or corporate name, you may be able to use the name if it meets one of the following criteria:
• the products or services offered by the two companies are different enough
• the proposed name is not very distinctive or well known"

But there is so much wiggle room in their guidelines that one can see how they allowed this situation to develop. I cannot imagine this was written or reviewed by a competent lawyer:

"Identical names

You can’t use the same name as an existing company. However, it may be possible to use the name in the course of corporate restructuring if you add some other distinction, like the year in the name, if the existing company changes its name or dissolves.

If your proposed name is similar to a name of a company that has been dissolved (struck) for more than a year, the Registry of Joint Stock Companies may consider it.

If your proposed name is similar to a sole proprietorship, partnership or business name that has been revoked for more than a year, the Registry will consider it. In this case, you don’t require consent.

There are some factors to consider when choosing a name that was previously used, including:
• the reputation of the previous business
• whether any creditors or collection agencies may be confused
• whether the other business is operating without registration

Implied relationship between companies

The Registry of Joint Stock Companies will refuse a proposed name if it falsely implies a relationship between two businesses. If your proposed name has a well-known or highly distinctive element of an existing name or trademark, then you’ll need to get written consent from the existing company or trademark holder.

Protecting names and other jurisdictions
The Registry of Joint Stock Companies will reject a proposed name if an identical or similar name is registered in New Brunswick or federally.

An Atlantic NUANS report may note other similar names in the Atlantic region, and you may wish to consider those results before you register, but the Registry will not reject on the basis of similar names in Prince Edward Island or Newfoundland & Labrador."

One could make the argument here that our massive, hugely expensive provincial bureaucracy bears the bulk of responsibility for allowing this situation to occur.

[Saul Goode]

Originally Posted by Keith P.

One could make the argument here that our massive, hugely expensive provincial bureaucracy bears the bulk of responsibility for allowing this situation to occur.

Keith, what "situation" exactly are referring to? If by that you mean allowing Ross to register the name Standard Paving Ltd., then there's really no situation to speak of. The Standard Paving Maritime Ltd. name had been stricken from the registry (at the owner's request) in 2007. It had been free for the taking for seven years when Ross registered Standard Paving Ltd.

Maybe I've misunderstood your post; if so, my apologies.

[OldDartmouthMark]

Originally Posted by OldDartmouthMark

I'm thinking that if Lafarge had considered protecting the Standard name legally, this guy wouldn't have been able to do this.

Originally Posted by Saul Goode

They did. Surely you caught this part: "A May 2020 letter from a Toronto law firm representing Lafarge demanded Ross stop using the name and trademark".

It's actually a tough thing to police and do anything practical about.

Originally Posted by Saul Goode

The Standard Paving Maritime Ltd. name had been stricken from the registry (at the owner's request) in 2007. It had been free for the taking for seven years when Ross registered Standard Paving Ltd.

The last thing I want to do is to drag this out any more, but your statement above seems to contradict your original contention to my post that started the discussion on business name protection.

Don't want to go any further with it, though.

[Saul Goode]

Originally Posted by OldDartmouthMark

your statement above seems to contradict your original contention to my post that started the discussion on business name protection.

Don't want to go any further with it, though.

There's no contradiction at all, but if you don't want to go any further with it, I'll guess we'll leave it at that. We've probably all got more pressing things to do anyway. Apparently there's some "Christmas" thing coming up that seems to have generated list of crap for me to attend to...

[OldDartmouthMark]

All I was saying is that, in my mind, the concepts of "free for the taking" and 'protecting the name' seem to have opposite implications, which is what I meant way back there.

That said, I don't profess to have any deep understanding of the legal system, and the many minute details/nuances therein, so I'm sure that's where you came in.

And yes, on to "Christmas in a pandemic"...

[Saul Goode]

Originally Posted by OldDartmouthMark

All I was saying is that, in my mind, the concepts of "free for the taking" and 'protecting the name' seem to have opposite implications, which is what I meant way back there.

At the risk of annoying everyone by prolonging this, and with apologies for that, I really want to respond to clarify.

By "free for the taking", I meant simply that there was no similar or same name registered, so that anyone was free to go ahead and register it. But this is only about the freedom to register the name with the Registry of Joint Stock Companies. And that's not really saying much.

There seems to be a common misconception that registration with the RJSC confers some actual protection against others going out into the world and using the name. It does not provide any such protection. It has never done so and was never intended to do so. That's a civil matter which is left up to to the common law - i.e., lawsuits - for enforcement.

A system that works the way folks here seem to think it should simply doesn't exist and if we want such a system then we'd need to convince the government to create it. Personally, I don't think that's practical, or, therefore, likely.

NOW I'll shut up. Bells to jingle, stockings to stuff. ho bloody ho...

[OldDartmouthMark]

Thanks for the explanation. I will try to avoid getting caught up in something like this again, when I really have no intent other than to express my surprise and/or opinion. Obviously I have no expertise in the field of law or business, nor any significant interest, so enough said.

Enjoy your 'holiday activities'...

In the meantime I have to figure out how to invest in Keith's new business. I've heard Tesla is doing really well and I want to get in on it. Keith, should I just make out a cheque to you?

[Saul Goode]

Originally Posted by OldDartmouthMark

In the meantime I have to figure out how to invest in Keith's new business. I've heard Tesla is doing really well and I want to get in on it. Keith, should I just make out a cheque to you?

I'll be shocked if he doesn't get a charge out of that.

[Keith P.]

Originally Posted by OldDartmouthMark

In the meantime I have to figure out how to invest in Keith's new business. I've heard Tesla is doing really well and I want to get in on it. Keith, should I just make out a cheque to you?

I prefer cash. Just stuff it in a plain brown envelope with a note indicating the name and address you want on the share certificates. I'll let you know the drop location when it's ready.

To prolong the original discussion further, I am having trouble grasping Saul's point about how the province would need to create a large new bureaucracy to provide protection in cases like this. They already have a large bureaucracy with policies, procedures and guidelines that purport to do exactly that, except they are full of holes and inconsistencies. The RJS seems to provide little in the way of useful service or protection to the public if something like the case in question can occur so easily.

[Saul Goode]

Originally Posted by Keith P.

They already have a large bureaucracy with policies, procedures and guidelines that purport to do exactly that

No, they don't. First, the bureaucracy in question, the Registry of Joint Stock Companies, is not by any stretch of the imagination "large". That notion is actually laughable.

Second, it does not in any way "purport to do exactly that". Re-read the blurb you posted earlier. It all boils down to this: "We maintain a register of company and business names. You can register yours if it meets our criteria". They don't promise or purport to do anything else. They keep a list and you can read it online. That's it.

I invite you to go read the Registry's enabling legislation, the Corporations Registration Act. Seriously - it's a very short statute and pretty straightforward. If you do that, you'll see very quickly that the Registry has absolutely no power to do the sorts of things that you and Mark seem to imagine that it should do. Those things are not remotely within its mandate, never have been, and never were intended to be. It's not a consumer protection entity and the idea that it is is simply a widespread misconception among the public.

The RJS seems to provide little in the way of useful service or protection to the public if something like the case in question can occur so easily.

True, if that's the sort of service you're expecting. But again, you shouldn't expect that of it. It's not in the "protection to the public" business. Its primary role is simply to keep a list of voluntarily-registered corporations and business names so that their agents can be easily identified, contacted and served with legal documents. Also, corporations cannot sue unless they're registered - but that's only if they're required to be registered. In fact, several types of companies are actually exempt from registration. That fact alone should tell you that consumer protection is not its reason for being.

[OldDartmouthMark]

I feel like I've just been shown the little man behind the curtain in Emerald City...

[Dmajackson]

464-466 Herring Cove Road in Spryfield has been demolished. This is between South Centre Mall and Greystone directly across from Thornhill Pizza.


Halifax Developments Blog (Photo by David Jackson)

[Dmajackson]

NEW PROPOSAL FOR 541 PLEASANT STREET, DARTMOUTH - This is about 400m south of The Circ.

Case 23958 Details

The applicant wishes to construct a multi-unit dwelling at the site. The major aspects of the proposal are as follows:

Six (6) storey multi-unit residential building;
93 residential units (mix of bachelor, 1 bedroom, and 2 bedroom units)
3,590 square feet of ground floor commercial space; and
Approx. 9 commercial parking spaces and 65 residential parking spaces

From what I can see the applicant is FH Development Group.

[Keith P.]

Originally Posted by Dmajackson

NEW PROPOSAL FOR 541 PLEASANT STREET, DARTMOUTH - This is about 400m south of The Circ.

Case 23958 Details

The applicant wishes to construct a multi-unit dwelling at the site.

This is directly opposite Pleasant St from the northerly part of the decommissioned Imperial Oil refinery site, some very ugly properties that appear largely unused. A bit of a gamble, but that area has been hugely underdeveloped for decades, so maybe this is the first step.

[OldDartmouthMark]

Originally Posted by Keith P.

This is directly opposite Pleasant St from the northerly part of the decommissioned Imperial Oil refinery site, some very ugly properties that appear largely unused. A bit of a gamble, but that area has been hugely underdeveloped for decades, so maybe this is the first step.

The area seems prime for revitalization, being near the 111 and the Woodside ferry terminal. I can see it becoming a desirable area, but IMHO it will be largely dependent on what will happen with the old refinery property. If they daylight the old Ft Clarence site and develop the refinery lands for waterfront residential plus retail, it could be nice. If it returns to industrial use, then not so much.

[Dmajackson]

Construction permit has been issued for 1484 Main Road, Eastern Passage. Its listed as 60 units / 4 FL and appears to match;

Case 21927 Development Agreement

Mariners Suites at Cove's Edge Court (rendering)

[LikesBikes]

Bleh. More density is good but the interaction between the buildings and street is atrocious. I guess the issue is the developer didn't purchase the two parcels that are along Main Street but it seems like a missed opportunity to make that area a more walkable centre.