The appellant, a former officer and director of the respondent company, sued for reimbursement of cash advances and the value of shares transferred to consultants.
The trial judge dismissed the action, finding that an agreement between the parties made repayment of the cash advances conditional on the company raising $10 million in equity financing, which had not occurred.
The trial judge also rejected the unjust enrichment claim regarding the shares.
On appeal, the appellant argued the trial judge misinterpreted the agreements, relied on an unpleaded agreement, and erred in the unjust enrichment analysis.
The Court of Appeal dismissed the appeal, upholding the trial judge's interpretation of the financing agreements and finding no error in the conclusion that the respondent was not unjustly enriched.
