Craig Robin Colraine

The Divisional Court determined the costs of a summary judgment motion, an application for leave to appeal, and the appeal itself, following the dismissal of the defendants' appeal.

The court upheld the motion judge's award of $18,000 for the summary judgment motion.

The court awarded the plaintiff partial indemnity costs of $10,000 plus HST for the leave to appeal application and $22,500 all-inclusive for the appeal, rejecting the plaintiff's request for substantial indemnity costs.

The appellants appealed the dismissal of their motion for summary judgment.

They argued that s. 97(2) of the Employment Standards Act barred the respondent's civil action for wrongful dismissal because she had already commenced an ESA complaint.

The Divisional Court upheld the motions judge's decision to decline ruling on the summary judgment motion, noting the respondent's serious allegations of intentional torts, including misrepresentation and fraud affecting the ESA process.

The court found that the evidence required for the tort claims would overlap with the wrongful dismissal claim, making summary judgment inefficient and inappropriate.

The appeal was dismissed.

The respondent brought a motion to enforce a settlement arising from family and related civil proceedings concerning the parties’ jointly owned business.

The moving party had accepted an offer to settle shortly after a major customer issued a notice terminating its business relationship, which allegedly significantly reduced the value of the company.

The responding party argued that the offer was no longer capable of acceptance or that enforcement would be unfair and unconscionable due to the business’s diminished value and alleged bad faith.

The court held that the responding party affirmed the settlement through post‑acceptance conduct, including excluding the other party from the business and proceeding as if the agreement existed.

The settlement was therefore enforceable and not unjust or unconscionable in the circumstances.

The appellants appealed a summary judgment dismissing their claims for oppression, breach of good faith, and misrepresentation regarding the cost base of certain shares.

The appellants alleged they were not informed that shares were acquired on a tax-deferred basis.

The Court of Appeal upheld the motion judge's finding that the cost base was specifically listed in the circular, which the individual appellant had approved as a director and CFO.

The appeal was dismissed as entirely without merit, with costs awarded to the respondents.

The appellant appealed a summary judgment dismissing his claim that the respondent's actions caused a corporation to lose its business and deprived him of management fees.

The Court of Appeal dismissed the appeal, finding that the corporation was placed in liquidation by consent court order, which required its replacement as general partner.

The loss of business was occasioned by the consent liquidation, not by any actions of the respondent.

The appellants appealed a summary judgment dismissing their oppression claim against the respondents.

The claim was based on the respondent's refusal to appoint the individual appellant as a co-director of a corporation when he sought to exercise an option to re-acquire shares.

The Court of Appeal upheld the motion judge's finding that the appellant had no statutory, contractual, or tort-based entitlement to a directorship.

The appeal was dismissed with costs.

Following the granting of summary judgment dismissing the action as an abuse of process, the defendants sought costs on a substantial indemnity scale.

The court had previously determined that the action constituted a collateral attack on earlier decisions of the Superior Court and the Court of Appeal and that allegations of conflict of interest and improper conduct against counsel were unsupported by evidence.

The court found that the plaintiff made serious and unfounded allegations impugning the professional integrity of a lawyer and effectively advanced a conspiracy claim without evidentiary foundation.

Given the abusive nature of the proceeding and the seriousness of the unsupported allegations, substantial indemnity costs were warranted.

Costs were awarded to the defendants in significant amounts inclusive of disbursements and taxes.

The moving parties sought summary judgment dismissing an oppression claim brought by shareholders of a corporation operating hospitality assets through related partnerships.

The responding parties alleged that refusal to appoint one shareholder as a director and unilateral management decisions constituted oppression and unfair prejudice.

The court applied the summary judgment framework articulated in Combined Air Mechanical Services v. Flesch and considered the reasonable expectations analysis for oppression claims under corporate legislation.

It held that the evidence disclosed no reasonable expectation that the shareholder would be appointed as a director and no conduct amounting to oppression.

Summary judgment was granted dismissing the claim.

The defendants brought a motion for summary judgment dismissing an action alleging misconduct related to the loss of a company’s role as general partner of hotel-related limited partnerships.

The plaintiff alleged inducing breach of contract, breach of fiduciary duty, and misappropriation of corporate opportunities after a replacement general partner associated with one defendant was elected following the winding up of the original corporate general partner.

The court held that the claims constituted a collateral attack on earlier court orders confirming the liquidation and the process for electing a new general partner, rendering the action res judicata and an abuse of process.

The court also found no evidence of wrongdoing by the defendants and no proof of damages arising from their conduct.

Summary judgment was granted and the action dismissed.

The appellants appealed a trial judgment finding their conduct oppressive under s. 241 of the Canada Business Corporations Act and ordering the cancellation of certain shares.

The dispute centered on the interpretation of a performance escrow agreement and whether 'cash flow' referred to the parent company or its subsidiary.

The Court of Appeal held that the trial judge erred in finding the agreement unambiguous, as an unappealed interlocutory order had already determined it was ambiguous.

Interpreting the agreement in its factual context, the Court concluded 'cash flow' referred to the parent company, meaning the shares were properly released from escrow.

The appeal was allowed and the oppression application dismissed.

The respondent brought an application for an oppression remedy, alleging that preference shares were improperly released from escrow based on the cash flow of the parent company rather than its subsidiary.

An application judge found the escrow agreement ambiguous and ordered a trial of the issue.

The trial judge subsequently found the agreement clear and unambiguous, concluding the release was improper and constituted oppression.

On appeal, the Court of Appeal held that the trial judge was bound by the application judge's finding of ambiguity due to issue estoppel.

Interpreting the ambiguous agreement in its factual context, the Court concluded the cash flow reference applied to the parent company.

The release of shares was therefore proper, and the appeal was allowed.

The appellant employer appealed a trial judgment awarding damages for constructive dismissal to the respondent employee and dismissing the employer's counterclaim.

The appellant argued that the trial judge's numerous interjections and premature comments on the merits of the case prevented a fair presentation of its defence and counterclaim.

The Court of Appeal agreed, finding that the trial judge's conduct gave rise to a reasonable apprehension of bias.

The appeal was allowed, the judgment set aside, and a new trial ordered.

The applicants, franchisees of the respondent debtor company, sought leave to appeal an order sanctioning a Plan of Arrangement under the CCAA.

They sought to introduce fresh evidence alleging that they had over-contributed to the national advertising fund compared to other franchisees, giving them a claim for unjust enrichment that they were unaware of during the claims process.

The Court of Appeal dismissed the application, finding that the fresh evidence did not meet the due diligence requirement for admission, as the differential treatment had been disclosed in the debtor's materials.

Furthermore, the applicants failed to meet the stringent test for granting leave to appeal in CCAA proceedings, as they offered no alternative plan and there was no evidence the sanctioned plan was unfair or unreasonable.