Gregory M. Sidlofsky

The defendant 2623559 Ontario Inc. appealed a Master's decision dismissing its motion to discharge a certificate of pending litigation on a property.

The plaintiff, a 50% owner of the vendor corporation (2425779 Ontario Inc.), alleged the sale to 2623559 Ontario Inc. was fraudulent and below market value.

The court upheld the Master's decision, finding no palpable and overriding error or error of law.

The Master correctly applied the test for discharging a CPL, considering the plaintiff's reasonable claim to an interest in land, the alleged "badges of fraud" in the transaction, and the "Dhunna factors" regarding the uniqueness of the land and the inadequacy of damages as an alternative remedy.

The court also determined that the alternative security paid into court was insufficient to protect the plaintiff's potential interest, which was significantly higher than the amount secured.

The appeal was dismissed with costs awarded to the plaintiff.

The appellant obtained a default judgment in South Carolina in August 2014 against the respondent, a resident of Ontario.

The appellant commenced an enforcement action in Ontario in December 2017, more than three years later, claiming it did not know the respondent had assets in Ontario until October 2017.

The motion judge set aside the Mareva injunction granted ex parte, finding the enforcement action was statute-barred under the Limitations Act, 2002.

The Court of Appeal upheld this decision, holding that the two-year limitation period began to run 30 days after the foreign judgment was entered, when the time to appeal expired.

The court rejected arguments that appeals by co-defendants postponed the limitation period and that the appellant lacked knowledge of the respondent's Ontario assets.

The appellant sought specific performance of an agreement of purchase and sale for a mixed commercial/residential property in Port Perry.

The agreement contained a mortgage assumption condition requiring approval from the mortgagee, Alterna Savings, on terms acceptable to the buyer.

The application judge dismissed the application, finding the condition precedent had not been satisfied because the buyer failed to formally accept Alterna's approval by signing and returning the approval letter before the deadline.

The Court of Appeal allowed the appeal, holding that the condition precedent was satisfied when Alterna sent its approval letter, and that formal execution was not required.

The court ordered specific performance subject to Alterna renewing its approval on substantially similar terms.

This endorsement addresses the costs of a successful motion brought by the plaintiffs for a further and better affidavit of documents and a timetable for trial.

The court awarded substantial indemnity costs to the plaintiffs, finding that the defendants' unexplained delay, particularly given the plaintiffs' advanced age and frail health, constituted bad faith.

The court considered factors under Rule 57.01 of the Rules of Civil Procedure, including the complexity, importance, and conduct of the parties.

While adjusting the plaintiffs' claimed fees for waiting time and excessive photocopy charges, the court largely upheld the claim, noting the defendants' failure to provide their own dockets for comparison.

The defendant 2623559 Ontario Inc. ("262") moved for an order discharging a certificate of pending litigation (CPL) and a notice registered against a property it purchased.

The plaintiff, Goyal, opposed the motion, alleging the sale was fraudulent and sought rescission.

The court upheld the CPL, finding a triable issue regarding an interest in land and sufficient "badges of fraud" to justify its maintenance.

The decision applied the Dhunna factors and the holistic equitable test, concluding that the equities favored maintaining the CPL.

This costs endorsement follows the dismissal of Luciano Sammut's application for adverse possession.

The respondent, Heather McGhee Peggs, sought substantial indemnity costs, arguing the application was commenced to interfere with her property sale.

The court found no reprehensible conduct by the applicant to warrant substantial indemnity costs and determined that Rule 49.10 did not apply to the respondent's offer to settle as the applicant's claim failed.

Considering the importance of the boundary issue, the complexity, and comparable counsel time, the court fixed costs on a partial indemnity basis at $32,267.53, inclusive of disbursements and HST, to be paid by the applicant.

The applicant sought a declaration of ownership and exclusive use over a strip of land via adverse possession.

The properties were converted to Land Titles in 2002, requiring the applicant to prove adverse possession for the continuous ten-year period from December 1992 to December 2002.

While the court found actual possession of the disputed land by the applicant's predecessors in title, it determined that the applicant failed to demonstrate the requisite intention to exclude the true owner or establish mutual or unilateral mistake, primarily due to a lack of direct evidence from predecessors in title during the relevant period.

Consequently, the application was dismissed.

The appellants, estate trustees of the testator's estate, appealed the trial judge's finding that the testator lacked testamentary capacity when executing two wills dated August 16, 2010 and September 8, 2010.

The trial judge found the testator was unaware of the nature and extent of his assets, did not remember persons he might be expected to benefit, and did not understand claims that could be made by excluded persons.

The appellants also sought leave to appeal the costs award, which required the estate trustees personally to pay costs rather than having them borne by the estate.

The Court of Appeal found no palpable errors of fact and upheld the trial judge's findings on capacity and costs.

The respondent, Krates Keswick Inc., purchased and took assignments of three loans made to the appellants and related companies.

The motion judge granted judgment against the appellants on all three loans, granted possession of the Marko Lands to the respondent, dismissed the appellants' counterclaim, and refused to stay enforcement of the judgment.

On appeal, the appellants challenged the motion judge's decision.

The Court of Appeal upheld the judgment on all three loans and the dismissal of the counterclaim.

However, the court partially allowed the appeal by staying enforcement of the judgment relating to the two secured loans pending determination of what credit, if any, the appellants might be entitled to based on the value of the Marko Lands, which had been subject to a resulting trust determination in subsequent proceedings.

Enforcement of the unsecured loan was not stayed.

The applicant, standing in the shoes of a bankrupt corporation, sought a declaration that four properties registered in the names of the respondents (former shareholders) were held on resulting trust for the corporation.

The respondents claimed they purchased the properties personally.

The court found the respondents' evidence regarding their intentions and the corporate accounting to be unreliable and self-serving.

The court held that the corporation paid for the properties, maintained them, and acted as the owner throughout, thereby establishing a resulting trust in favour of the applicant.

The appellants appealed a summary judgment dismissal of their action against a construction management company for alleged overpayments and damages under a penalty clause for construction delays.

The motion judge had rejected the overpayment claim and found the penalty clause did not apply to a feature wall.

The Court of Appeal allowed the appeal, finding that the motion judge's credibility assessment of the appellant was impaired by serious misapprehensions of evidence, including confusing testimony between witnesses and erroneously finding a non-existent invoice.

The court also found the motion judge erred by dismissing the action entirely despite the respondent's concession of a modest overpayment.

This is a supplementary costs endorsement on appeal from a Superior Court judgment.

The appellants challenged the costs awarded by the application judge.

The Court of Appeal vacated the costs awarded by the application judge and left the determination of costs of the application to the trial judge.

The appellants successfully appealed a decision from the Superior Court of Justice.

The Court of Appeal awarded costs to the appellants in the amount of $10,000.00 all inclusive, payable by the respondents.

The appellants appealed from a motion judge's order regarding control of a religious organization's premises.

The motion judge had declared a November 16, 2013 meeting of Torah V'Avodah Congregation invalid and set aside resolutions to remove trustees and close membership, finding that proper notice had not been given.

The Court of Appeal allowed the appeal, finding that the motion judge erred by not ordering the entire application to proceed to trial.

The court determined that fundamental questions regarding membership and trustee status should be resolved at trial before determining the validity of the meeting and resolutions.

The court set aside the motion judge's declarations but preserved the interim arrangement maintaining the status quo with the original trustees in office pending trial.

This is a costs judgment following an interim proceeding where an injunction was granted.

The court received costs submissions from all parties.

However, due to allegations of subsequent events that may impact the appropriate costs award, the judge exercised discretion under section 131 of the Courts of Justice Act to reserve the costs of the interim proceeding to the trial judge or, with consent, to the judge disposing of an oppression application.

The court emphasized that costs are not appropriately awarded on the interim proceeding until an assessment of evidence and findings of fact considering these subsequent events can be made.

The plaintiffs sought an interim injunction to restrain the defendants, including a former shareholder and several former employees, from competing against the plaintiff company and soliciting its clients and employees.

The court found that the former shareholder breached the restrictive covenants in the unanimous shareholder agreement and his fiduciary duties by orchestrating a plan to use confidential information to divert business to a newly formed competitor.

The court applied the strong prima facie case standard for the first branch of the RJR-MacDonald test and found that the plaintiffs established a strong case, would suffer irreparable harm, and that the balance of convenience favoured granting the injunction.

The court granted the injunction against the former shareholder and the former employees, enjoining them from using confidential information and competing in association with the former shareholder.

This motion for supplemental reasons arose from a prior trial where neither party was entirely successful.

Pingyuan Zhao sought judgment for outstanding loans from Pingbo Zhao, repayment of improperly retained cash, and an order for compulsory transfer of Pingbo Zhao's shares in the 51.ca Corporations based on a valuation date of August 28, 2010.

The court granted judgment for the loans (net $81,093.90 plus pre-judgment interest) and repayment of cash ($21,799.54 plus pre-judgment interest), finding Pingbo Zhao liable for these amounts.

However, the court denied the request for a compulsory share transfer, concluding that the conditions for a "just and equitable" winding-up order under section 207(1)(b)(iv) of the OBCA were not met, particularly regarding the proposed valuation date and the lack of agreement between the parties on the relief sought.

No costs were awarded for the motion.

The applicant, Sahara Lawyer Professional Corporation, brought a motion to compel the respondent, Lata Menon, to attend cross-examination on her affidavits.

Menon had acted as outside counsel for Sahara and held referral fees in trust, leading to an application by Sahara for an accounting and payment of funds, and a separate interpleader application by Menon.

The motion to compel cross-examination was opposed by Menon, Subhash Sharma, and Amandeep Kapila, who raised issues of proper service, prematurity due to a dispute over Sahara's share ownership, and counsel authority/conflict of interest.

The court granted Sahara's motion, finding that Virender Sharma, as the sole director, had authority to instruct counsel for Sahara, and that prior court orders did not preclude the cross-examination.

This costs endorsement followed a judgment where two wills were declared invalid, resulting in an intestacy where the plaintiff, Star Sweetnam, inherited the entire estate.

Sweetnam sought substantial indemnity costs, while the defendant estate trustees, Dianne Lesage and Terry Dooley, sought their own costs from the estate.

The court applied the modern "loser pays" principle in estate litigation, finding that the estate trustees acted unreasonably by rejecting two settlement offers from Sweetnam, particularly an early, modest offer.

The court also found Lesage's conduct adversarial and her claimed costs excessive.

Sweetnam's costs were fixed at $311,679.56 (after a 20% reduction for time spent on moot issues).

The court ordered Lesage and Dooley to pay Sweetnam's costs jointly and severally and denied their claims for costs from the estate, preventing Sweetnam from effectively paying the unsuccessful parties' costs.

The applicants sought to declare invalid a meeting of Torah V’Avodah Congregation (TVA) members held on November 13, 2013, which purported to remove existing trustees and close membership, arguing a lack of proper notice.

The court found that the applicants, including the incumbent trustees and Mizrachi Organization of Canada, had a demonstrable interest and were deliberately denied effective notice.

Consequently, the meeting and its resolutions, including the removal of trustees and changes to property title and mortgage, were declared invalid.

The court declined to make a declaration of ownership of the Wilson property, deeming it premature due to unresolved factual disputes regarding membership, trusteeship, and beneficial ownership claims.

The status quo was ordered to be preserved, with applicant trustees continuing administration but restricted from major transactions without court sanction.