Christopher Hugh Freeman

This appeal concerned an alleged contract for the purchase and sale of goodwill in an investment business, with an alternative claim for unjust enrichment.

The trial judge found a binding contract or, alternatively, unjust enrichment.

The appellant challenged the trial judge's findings on contract formation (intention and essential terms), unjust enrichment, and mitigation of losses.

The Court of Appeal dismissed the appeal, affirming the trial judge's finding of a binding contract and declining to rule on the unjust enrichment finding.

The court also upheld the trial judge's finding on mitigation, noting the appellant failed to meet the onus to show mitigation was possible.

The defendants brought a motion for summary judgment seeking dismissal of an action brought by the estate of a deceased investment advisor concerning alleged entitlement to the advisor’s book of client accounts.

The defendants argued that pursuant to the brokerage firm’s policy, client accounts belonged to the firm upon the advisor’s death and therefore the estate had no property interest or right to disclosure regarding their value.

The estate relied on the advisor’s employment contract stating that he owned his accounts during his lifetime and argued that ownership should pass to the estate absent an agreement to the contrary.

The court held that the evidentiary record was insufficient to determine whether the firm’s general policy applied to the advisor or how it interacted with the individualized employment contract.

Because the moving parties failed to demonstrate that there was no genuine issue requiring a trial, summary judgment was refused.