Anton Michael Katz

The appellant sought leave to amend his statement of claim to add claims based on alleged shareholder status and conversion of shares, after his original claims based on a promissory note had been found statute-barred.

The motion judge dismissed the motion for leave to amend on two grounds: (1) the proposed amendments raised causes of action that were statute-barred under the Limitations Act, 2002, and (2) the motion constituted an abuse of process.

The Court of Appeal upheld the dismissal, finding that the appellant had discovered his possible claim as a shareholder by December 2, 2013, when he first sought to amend to plead oppression relief, and therefore the two-year limitation period had expired before he moved to amend in October 2016.

The court also upheld the substantial indemnity costs award of $100,000.

The applicant sought an oppression remedy or winding-up order against his brother and the family business, Clifton Plastics Ltd., regarding payments made to the brother after their father's retirement and subsequent incapacity.

The respondent brought a counter-application for an accounting and wrongful dismissal damages.

The court found no oppression but ordered a winding-up under s. 207 of the OBCA, requiring the applicant to purchase the respondent's shares at fair market value, reduced by $35,000 due to unequal contributions, and without attributing value to alleged shareholder loans.

A commercial tenant brought a motion under s. 37 of the Bankruptcy and Insolvency Act to reverse a bankruptcy trustee’s decision to disclaim a lease following the court-approved sale of the bankrupt landlord’s assets.

The purchaser had insisted that the trustee terminate the tenant’s lease as a condition of closing.

The court held that s. 30(1)(k) of the BIA does not authorize a trustee of a bankrupt landlord to disclaim a lease granted by the landlord; such termination rights are governed by provincial law.

Because the tenant was not in breach and provincial law provided no unilateral termination power, the trustee lacked authority to issue the termination notice.

The notice was declared void and the lease remained in force.

Following earlier reasons, the court addressed clarification requests and determined costs arising from an application concerning enforcement of a settlement agreement.

The applicant succeeded in enforcing payment of £62,000 pursuant to a signed direction, which the respondent had unreasonably delayed delivering.

However, the applicant was unsuccessful on the most contentious issue concerning entitlement to funds in a jointly held Swiss bank account.

Finding divided success and excessive claimed hours in responding to a motion for directions, the court applied Rule 57.01 of the Rules of Civil Procedure and awarded reduced partial indemnity costs.

The applicant sought to enforce the terms of a settlement agreement accepted under Rule 49 of the Rules of Civil Procedure relating to a family dispute over funds held in a joint bank account and payment of £62,000.

The central dispute concerned whether the settlement required that the applicant be solely entitled to withdraw all funds from the joint account once restrictions were removed.

The court held that the executed settlement did not explicitly provide that the funds would be for the applicant’s exclusive use and that a third party joint account holder, who was not a party to the litigation or settlement, could not be bound by the agreement.

The court therefore declined to interpret the settlement as granting exclusive entitlement to the account funds but enforced the agreed payment and the obligation to arrange removal of restrictions on the account.

A corporate dispute arose between equal shareholders operating several daycare centres.

The responding party removed the moving party as director, officer, and employee and commenced an oppression action.

The moving party sought an interlocutory injunction restoring the pre-dispute status quo, while the responding party sought orders preventing reinstatement and compelling a valuation and buyout of shares.

Applying the interlocutory injunction test, the court found serious issues to be tried and potential irreparable harm on both sides, but concluded the balance of convenience favoured interim measures that levelled the playing field rather than restoring the prior arrangement.

The court granted partial relief to both parties, including an order for valuation of the businesses and interim financial arrangements pending trial.