Douglas D. Langley

The appellant Bank appealed a decision granting priority to the respondent Charter's purchase-money security interest.

The debtor company had amalgamated, and there was confusion over its correct corporate name.

Charter registered its interest against the pre-amalgamation name, while the Bank later registered against the new name.

The Court of Appeal dismissed the appeal, finding that the pre-amalgamation name continued to have legal existence based on the amalgamation agreement, making Charter's registration valid.

Furthermore, the Bank suffered no material prejudice as a search would have revealed Charter's interest.

The appellants, who were non-parties to the bankruptcy proceedings, appealed a trial judge's order awarding costs against them.

The trial judge had dismissed the bankruptcy petitions against the respondents, finding they were brought for an improper collateral purpose and constituted an abuse of process orchestrated by the appellants.

The Court of Appeal upheld the costs order, noting that section 197(1) of the Bankruptcy and Insolvency Act gives the court broad discretion regarding costs, and that special policy considerations justify harsher costs consequences against persons who misuse the bankruptcy court for improper collateral purposes.

The appellant challenged a trial judgment upholding his dismissal, arguing that the trial judge substituted different reasons for dismissal than those advanced by the employer and failed to apply the test for voluntariness of his confession.

The Court of Appeal held that the trial judge's factual findings based on the appellant's admissions fully supported the employer's stated concern about trust.

The court further held that the voluntariness issue had not been pleaded and, in any event, the evidence did not support any claim of duress or anything approaching it.

The appeal was dismissed with costs.