The appellant, acting as trustee for noteholders, appealed the dismissal of its application against the respondent mining corporation.
The appellant argued that the respondent's failure to obtain foreign environmental permits triggered a 'Project Change of Control' under the trust indentures, and that the respondent improperly sold equipment purchased with note proceeds.
The appellant also sought an oppression remedy under the Canada Business Corporations Act, arguing the respondent was insolvent and its directors should have prioritized creditor interests.
The Court of Appeal dismissed the appeal, finding no breach of the trust indentures and upholding the application judge's conclusion that the directors' business decisions were reasonable and did not constitute oppression, even in the context of financial distress.
