Hansen Wong

The Ontario Securities Commission appealed an order appointing a receiver over Cacoeli Asset Management and related entities pursuant to section 129(1) of the Securities Act.

The appellants argued that the appointment of a receiver requires a strong prima facie case of breaches of the Act.

The Court of Appeal upheld the lower court's decision, holding that the correct evidentiary standard is a serious concern that there have been possible breaches of the Act.

The court found that the OSC had met this standard based on evidence that funds raised from investors for specific projects were diverted to other purposes without investor disclosure or consent.

The Ontario Securities Commission sought the appointment of a receiver over the assets of Traders Global Group Inc. and related entities based on allegations of fraud and unregistered securities trading.

The receiver was appointed in January 2024.

More than nineteen months later, the respondents brought a motion to discharge the receiver, and the receiver sought directions regarding disclosure of data to the Commission.

The court found that significant changes in circumstances had occurred since the appointment, including the dismissal of related U.S. proceedings due to misconduct by CFTC staff whose evidence had supported the receivership appointment, the discovery of a Nova Scotia decision that undermined the novelty of the Commission's legal theory, and substantial delay in the investigation without issuance of an Application for Enforcement Proceeding.

The court granted the respondents' alternative request to vary the appointment order, reducing the frozen assets from tens of millions to $10 million in escrow, while retaining the receiver to administer the escrow and act as intermediary for data disclosure.

The court also confirmed the receiver's authority to share non-privileged data with the Commission under the appointment order.

The Ontario Securities Commission (OSC) applied for the appointment of a receiver over the respondents under section 129 of the Securities Act.

The parties sought directions from the court regarding non-disclosure obligations under sections 16 and 17 of the Act, particularly concerning the production and use of investigation materials.

The court endorsed a protocol allowing redacted and unredacted affidavits to be filed, balancing the need for confidentiality with the respondents’ right to make full answer and defence.

The court also addressed scheduling and adjournment of the application, confirming the interim monitorship and setting a new hearing date.

Wessuc Inc. sued Todd Brothers Contracting Limited and The Guarantee Company of North America (GCNA) for breach of contract, unjust enrichment, and breach of trust related to a sludge removal contract.

Todd counterclaimed for Wessuc's failure to complete the contract.

The court found that the contract was a lump sum agreement for 6100 m³ of sludge removal, not a per-unit price for total volume including water.

Wessuc abandoned the project by ceasing work and failing to provide a plan for completion, entitling Todd to terminate the contract.

Wessuc's claim for damages and quantum meruit was dismissed as it did not substantially complete the work.

Todd's counterclaim for costs incurred to complete Wessuc's work, including cattail removal, equipment, fuel spill cleanup, and sand/sawdust for drying sludge, was allowed for $53,000.

GCNA was found to have no obligations under the bond due to Wessuc's failure to provide timely and adequate notice.

The Ontario Securities Commission applied to appoint a receiver over the property of the respondents, who allegedly engaged in a fraudulent foreign exchange trading scheme.

The respondents had collected over USD $310 million in registration fees from customers who believed they were trading in a live market, when in fact they were trading in a simulated environment controlled by the respondents.

The court found a prima facie case of fraud and determined that appointing a receiver was appropriate for the due administration of Ontario securities law to manage and preserve approximately USD $90 million in frozen assets.

In the receivership of the Bridging Funds, the Receiver brought a motion to determine whether unitholders with Potential Statutory Rescission Claims (based on misrepresentations in offering memoranda) or Potential Redemption Claims (based on unfulfilled redemption requests) were entitled to priority over General Unitholder Claims.

The court held that Potential Redemption Claims were not entitled to priority because the redemption requests had not been completed prior to the receivership.

However, the court held that Potential Statutory Rescission Claims were entitled to priority, finding that the statutory right of rescission under s. 130.1(1) of the Securities Act creates a de facto priority and justifies the imposition of a constructive trust over the invested funds.

Hiawatha First Nation applied for a permanent injunction to restrain three of its members from constructing a gas station on the reserve.

The band argued the construction violated the Indian Act, a band by-law requiring building permits, a band resolution imposing a moratorium on new businesses, and environmental legislation.

The court found that the building permit by-law and environmental legislation did not apply, and that the proposed business structure did not violate the Indian Act.

However, the court held that the band resolution imposing a moratorium was an enforceable by-law.

The court granted an injunction restraining construction while the moratorium remains in effect and until the proponents comply with all applicable laws.

The defendant, Visiting Angels Inc., moved for summary judgment to dismiss the plaintiff's claim alleging conversion, negligence, vicarious liability, and intentional infliction of emotional distress.

The claims arose from alleged theft and damage of items during a home cleaning service.

The plaintiff opposed the motion and sought to transfer the matter to Small Claims Court.

The court granted the defendant's motion for summary judgment, finding no genuine issue for trial as the plaintiff failed to provide reliable evidence to substantiate her claims of ownership, loss, or damage, or to link the alleged torts to the defendant.