Christopher Burr

The Receiver brought a motion for an order requiring the debtor and its principal to pay $143,000 to the Receiver.

The funds represented the HST portion of a lease termination settlement paid to the debtor prior to the receivership.

The debtor argued the funds were not 'Property' under the receivership order because they were subject to a statutory deemed trust in favour of the CRA.

The court held that the funds arose from the debtor's real property and fell within the definition of 'Property'.

The court declared the funds must be paid to the Receiver, who would determine priorities in due course.

The appellant appealed an interlocutory order of the Superior Court refusing to order payment into court of a "costs reserve." The Court of Appeal held it lacked jurisdiction over the appeal, characterizing the order as interlocutory and akin to an order dismissing a motion for security for costs.

The court directed that an appeal from such an order must be brought to the Divisional Court, with leave.

Costs were awarded to the respondents in the agreed amount of $7,500 all inclusive.

The plaintiff debtors brought a motion for leave to pay the full amount owing to the defendant creditor into court and for an order discharging the encumbrances held as security.

The creditor refused to accept payment unless it was provided with the source of the funds and an additional $500,000 for legal costs.

The court found the creditor's conditions unreasonable, noting that the funds were coming directly from a Schedule III bank and that the credit agreement did not entitle the creditor to costs for defending a breach of contract action brought by the debtors.

The motion was granted.

The court dismissed Farm Credit Canada's application for the appointment of a receiver over the assets of Kapital Produce Ltd. and related companies.

The court found that, although there were alleged events of default under the credit agreement, most were cured within the required period and did not constitute actionable defaults.

The court held that the appointment of a receiver was not just or convenient in the circumstances, given the significant value of the security held by FCC, the lack of evidence of irreparable harm or risk to the assets, and the Debtors' ongoing efforts to resolve the indebtedness.

The decision concerns the approval of a reverse vesting order (RVO) in the context of insolvency proceedings under the Companies' Creditors Arrangement Act (CCAA).

The Court-appointed Monitor sought approval for a transaction involving the sale of all shares of the Purchased Companies to North Mill Equipment Finance LLC, the granting of related releases, a sealing order, and an extension of the stay of proceedings.

The court reviewed the necessity and fairness of the RVO structure, the process leading to the transaction, and the impact on stakeholders, ultimately granting the relief sought.

This decision concerns motions brought by Pride Group Holdings Inc. and related applicants under the Companies' Creditors Arrangement Act (CCAA) for interim relief in their restructuring proceedings.

The court addresses requests for approval of interim distributions, payment of direct costs, application of deferred payments for working capital, and approval of certain activities of the Monitor.

The court grants the requested relief, finding it necessary to maintain liquidity and continue the wind-down process, and holds that the proposed mechanisms are equitable and consistent with the CCAA’s remedial objectives.

The appeal concerns who is liable for outstanding municipal taxes in a receiver's sale of assets with an approval and vesting order (AVO).

The motion judge found the purchaser liable because the taxes were not yet due at closing.

The Court of Appeal reversed, holding that under s. 307(3) of the Municipal Act, liability for the taxes arose on January 1 of the relevant taxation years, prior to closing.

Therefore, the liability remained with the vendor (the receiver) and was vested out of the purchased assets by the AVO.

CS Capital Limited, a secured creditor and mortgagee, brought a motion seeking a declaration that its mortgage had priority over construction lien claims on a property.

The court dismissed the motion, finding that the mortgage was not registered prior to the time the first lien arose in respect of the overall improvement project.

Furthermore, the court determined that the mortgage was a collateral mortgage securing a guarantee of a separate debt, and therefore no "advance" was made in respect of it for the purposes of priority under the Construction Act.

In a CCAA proceeding, the Applicants sought three orders: approval of a factoring portfolio purchase agreement, approval for distribution of proceeds from a property sale, and permission for a creditor to sell certain vehicles.

The court approved the distribution of Chehalis property proceeds to Roynat.

For the Regions vehicles, the court granted the order allowing Regions to take possession, setting a 30-day retrieval period and approving storage costs of $35/day.

The motion for approval of the JD Factors Purchase Agreement was adjourned to a later date, as Mitsubishi HC Capital Canada Inc. objected, claiming ownership of the receivables and requiring more time to prepare its position.

In a Companies' Creditors Arrangement Act (CCAA) proceeding, the applicants sought court approval for the sale of a real property, the Monitor's reports, a revised governance protocol, and a sale and investor solicitation process (SISP) for their logistics business.

The court approved the property sale, finding it met the Soundair Principles despite not being a court-supervised process.

The Monitor's reports and activities were also approved.

The proposed SISP was approved with a minor amendment requiring the Monitor to consult directly affected secured creditors.

The Revised Governance Protocol, which included default commission rates for vehicle sales and collections, was approved as an interim measure, balancing the need for cost recovery with creditor concerns, noting that financiers could negotiate alternative rates or withhold consent to sales.

This endorsement concerns a motion brought by Pride Group Holdings Inc. and other applicants under the Companies' Creditors Arrangement Act (CCAA).

The applicants sought court approval for three main items: a pre-filing agreement of purchase and sale for the Bolingbrook Property, approval of the Monitor's First and Second Reports, and an amendment to the Amended and Restated Initial Order to allow the sale of redundant, surplus, or non-material property up to certain financial thresholds without further court approval.

The court, applying the Soundair Principles, found the pre-filing sale to be in the best interests of stakeholders, noting the extensive negotiations and lack of opposition.

All requested relief was granted, with the court emphasizing the practical benefits of the proposed amendments for maximizing recovery and minimizing professional fees.

The appellant appealed a judgment finding that a security interest granted by the appellant's predecessor was oppressive to the respondents.

The Court of Appeal dismissed the appeal, finding no reversible error in the application judge's conclusion that the granting of the security interest was oppressive.

The court affirmed that the application judge's findings aligned with the two requirements for an oppression remedy claim, specifically that the respondents had a reasonable expectation that the appellant's predecessor would not act prejudicially, and that this expectation was violated by corporate conduct that was oppressive or unfairly prejudicial.

The applicant, 1261271 B.C. Ltd., sought a declaration that its security interest in the assets of the respondents was valid and enforceable.

This security interest arose from a secured loan provided to satisfy existing unsecured loans.

The respondents argued the security was a collateral attack on a prior court order (the 'Gilmore Order') which had unwound a corporate reorganization, and that it constituted a fraudulent preference and fraudulent conveyance.

The court dismissed the application, finding the 2021 Security invalid as it amounted to a collateral attack on the Gilmore Order and was a fraudulent conveyance.

The court also noted that the security was invalid to the extent it purported to secure indebtedness of a non-FIT 2 entity (Enviro Park) to the 1784 Parties.

Santokh Mahal sought a declaration that his security interest in Golden Miles Food Corporation's personal property was valid and had priority, securing $2,182,914 in advances.

The Applicant, Skymark Finance Corporation, and the Receiver, KSV Restructuring Inc., opposed the motion.

The court granted Mahal a secured claim for $281,600, representing direct personal advances, but dismissed the remaining $1,901,314 claimed for advances made by corporations controlled by Mahal.

The court found that these corporate advances were not indirect debts secured by Mahal's General Security Agreement due to insufficient documentation and lack of PPSA registration by the advancing corporations.

The applicant, acting as receiver for the primary secured creditor, sought the appointment of a receiver and manager over the debtor company.

The debtor company's interim receiver concurrently sought an extension of time to file a proposal under the Bankruptcy and Insolvency Act and approval of its activities.

The court lifted the existing stays of proceedings, appointed the receiver, granted a 45-day extension to file a proposal to avoid automatic bankruptcy, and approved the interim receiver's activities, finding the relief to be just, convenient, and unopposed.

In a CCAA proceeding, the court considered supplementary written submissions regarding the appropriateness of differential consideration offered to unsecured creditors in the proposed Plan.

The court accepted the applicants' submission that the fairness of the differential consideration, which involves providing shares to Term Loan Lenders and cash to General Unsecured Creditors, should be determined at the Sanction Hearing rather than at the Meetings Order stage, given the low threshold for a Meetings Order and the presence of conflicting expert reports.

The Applicants sought an Authorization Order and Meetings Order under the CCAA.

The primary issues in dispute concerned the voting rights and classification of Litigation Claimants, which included uncertified U.S. class actions, a certified Ontario class action, and Texas mass tort claims.

The court held that the Litigation Claimants are creditors entitled to vote, but restricted them to one vote per action to prevent them from overriding other stakeholders on numerosity grounds.

The court also ordered summary proceedings to value their claims rather than accepting the Applicants' proposal to value them at $1.

Finally, the court declined to place the Term Loan Lenders in a separate class from other unsecured creditors, finding sufficient commonality of legal interests.

The Construction Receiver brought a motion for approval of its activities, fees, final distribution, and discharge.

Terra Firma, the highest-ranking secured creditor, brought a second motion seeking distribution of a $202,500 Park Levy Reserve collected from unrepresented condominium purchasers.

The court granted the Receiver's motion but dismissed Terra Firma's motion, finding that the Park Levy was mistakenly collected, never became the property of the debtor, and therefore could not form part of Terra Firma's collateral.

The Receiver was directed to return the funds to the unrepresented purchasers.

The Applicants, part of the Lydian Group which owns a development-stage gold mine in Armenia, sought an order sanctioning their Plan of Arrangement under the CCAA.

The Plan, supported by the Monitor and the requisite majority of secured creditors, provides for the privatization of the Lydian Group and the release of existing indebtedness to Senior Lenders.

The court found the Plan to be fair and reasonable, noting that while equity claimants would receive no compensation, this reflected the economic reality of the insolvency.

The court also approved third-party releases, an increase to the DIP charge, an extension of the stay period, a sealing order for commercially sensitive information, and the Monitor's activities and fees.

The moving parties, purchasers of condominium units, brought a motion seeking a declaration that the court-appointed receiver had no right to charge a 'parks levy' as an adjustment on the closing of their units.

The receiver argued that the contractual provision allowed it to charge the purchasers for the notional value of parkland conveyed to the municipality.

The court found that the contractual language was ambiguous and, applying the principles of contractual interpretation and contra proferentem in the context of a consumer contract, ruled in favour of the purchasers.

The receiver was ordered to repay the parks levy amounts with interest.