Herman J. Wilton-Siegel

The applicants sought a declaration that the respondent's proposed mandatory conversion of outstanding convertible preferred shares would contravene its Articles of Continuance.

The central issue was the interpretation of the "Liquidity Condition" within the Mandatory Conversion Provision, specifically whether the average daily trading volume should be restricted to the Toronto Stock Exchange (TSX) alone or include all trading reported in the TSX Composite index (which aggregates trading from TSX and alternative trading platforms).

The court, applying principles of statutory and contractual interpretation, found that the Liquidity Condition should include all transactions reported in the TSX Composite, thereby dismissing the applicants' request for a declaration and their related oppression claim.

The applicant, a road paving contractor, sought judicial review of the respondent municipality's decision to debar it from bidding on municipal contracts for four years.

The debarment was based on the applicant's ongoing litigation against the municipality, health and safety violations including a workplace fatality, and a history of poor contractual performance and abusive behaviour.

The Divisional Court dismissed the application, finding that while the initial debarment decision lacked procedural fairness, the defect was cured by a subsequent bona fide reconsideration process.

The court further held that the municipality's by-law was valid and the debarment decision was reasonable.

The Applicants, ICP and JCP, each sought the appointment of an arbitrator under the Arbitrations Act, 1991, for disputes arising from a share offer and acceptance.

The court addressed whether the arbitrations should be consolidated, the appropriate size of the arbitration panel (single vs. three arbitrators), and the composition of the panel, including issues of res judicata regarding a prior ruling on panel size and reasonable apprehension of bias concerning a nominated arbitrator.

The court determined that separate arbitrations were required for QSA and PSA disputes, that a three-member panel was intended by the QSA, and appointed Mr. Ferrier and Mr. Scott to the QSA panel, rejecting Mr. Cunningham due to apprehension of bias.

The plaintiff, the former manager of the defendant investment fund, sued for fees and damages following the termination of its management agreement.

The defendant fund counterclaimed, alleging the manager was terminated for cause due to material breaches of the standard of care, particularly regarding its handling of the fund's liquidity crisis and its recommendation to enter into a high-interest loan rather than suspending redemptions.

The court found that the manager materially breached the standard of care, justifying the termination.

However, the fund's counterclaim for damages was dismissed as statute-barred under the Limitations Act, 2002.

The manager was awarded certain unpaid fees accrued prior to termination.

The applicant sought judicial review of a decision by the Health Professions Appeal and Review Board, which confirmed a decision of the Inquiries, Complaints and Reports Committee of the College of Physicians and Surgeons to take no further action regarding his complaint against a physician.

The complaint arose from the physician's requirement that the applicant attend the clinic in person for a prescription renewal rather than renewing it by fax.

The Divisional Court dismissed the application, finding that the Board's decision was reasonable and that the Committee's investigation was adequate.

The Office of the Children's Lawyer (OCL) appealed a trial judge's decision holding it jointly and severally liable for 20% of the costs awarded against the mother in a custody and access dispute.

The trial judge had criticized the OCL for failing to seek court orders to compel the father and child to cooperate with its investigation.

The Divisional Court allowed the appeal, finding that the trial judge erred in principle by applying the wrong threshold for awarding costs against a non-party.

The Court held that costs against the OCL should only be awarded in exceptional circumstances involving bad faith or patently unreasonable, unfair, or indefensible conduct, which was not present in this case.

The appellant, Deltro Electric Ltd., appealed a decision of the Electrical Safety Authority Review Panel confirming the application of a 'Wattage Based' inspection fee to its solar farm installations.

The appellant argued that the fee was invalidly enacted due to procedural defects, that certain projects were exempt from the Electrical Safety Code, and that the use of MC4 connectors did not constitute an electrical installation requiring inspection.

The Divisional Court applied a reasonableness standard of review and dismissed the appeal, finding that the ESA had cured any initial procedural defects by the time the fees were applied, that the projects required ESA connection authorizations under the Distribution System Code, and that connecting PV panels with MC4 connectors constituted work on an electrical installation subject to inspection.

The appellant appealed a decision dismissing his application under the Corporations Act to force the respondent's newly incorporated entity to change its name.

The appellant argued the new corporation improperly took the name of an existing unincorporated ratepayers' association.

The Divisional Court upheld the application judge's finding that the unincorporated association had ceased to exist due to prolonged inactivity and lack of members, meaning the use of its name by the new corporation was not likely to deceive the public.

The appeal was dismissed in its entirety, and the costs award against the appellant was upheld.

The Registrar under the Motor Vehicle Dealers Act, 2002 appealed a decision of the Licence Appeal Tribunal granting the respondent registration as a motor vehicle salesperson despite an outstanding arrest warrant in Alberta for failing to attend court on an assault charge.

The Divisional Court found the Tribunal's decision unreasonable, as it failed to properly consider the respondent's ongoing failure to comply with court orders as evidence that he would not carry on business in accordance with the law.

The appeal was allowed and the matter remitted for a new hearing.

The appellant appealed a trial judgment that dismissed his defamation and related claims against his former employer and awarded him only $17,192.57 for wrongful dismissal, while ordering him to pay $35,000 in costs.

The appellant argued the trial judge erred in her defamation analysis, credibility findings, and acceptance of unpleaded defences.

The Divisional Court dismissed the substantive grounds of appeal, finding no palpable and overriding error in the trial judge's conclusion that the employer's negative reference was substantially true.

However, the court granted leave to appeal the costs award, finding the trial judge erred by applying Rule 49.10(1) instead of Rule 49.10(2) for a defendant's offer to settle, and remitted the costs issue to the trial judge.

The applicant sought an order of mandamus requiring the conservation authority to consider its permit application under the Conservation Authorities Act.

The Divisional Court dismissed the application, finding that the order would have no practical value or effect because the proposed development would violate the Provincial Policy Statement's prohibition against development in a floodway.

The court also noted concerns regarding the applicant's delay in bringing the application.

The appellants appealed a motion judge's order dismissing their motion for summary judgment and granting the respondent leave to amend its statement of claim.

The respondent sought to amend its claim to seek only a declaration of share ownership to avoid the expiry of the limitation period under s. 16(1)(a) of the Limitations Act, 2002.

The Divisional Court allowed the appeal, finding that the declaratory relief sought was an attempt to circumvent the limitation period and would require consequential relief to be effective.

The action was dismissed as statute-barred.

The appellant brought a motion to set aside a single judge's order dismissing their appeal for failure to perfect under Rule 61.09(1).

The Divisional Court panel found that the motion judge erred in law because the evidence had not yet been transcribed, meaning the 60-day period to perfect the appeal had not been triggered.

The panel set aside the order dismissing the appeal but denied costs to the appellant because their affidavit had not been properly served on the respondent.

The appellant appealed an interlocutory injunction enforcing a restrictive covenant in a commercial lease that prevented the landlord from leasing space to competitors of the respondent's payday loan business.

The appellant argued the motion judge erred in interpreting the lease, finding the appellant was not a financing institution, assessing irreparable harm, and ignoring delay.

The Divisional Court dismissed the appeal, finding no palpable and overriding error in the contractual interpretation and no error in principle in the exercise of discretion regarding the injunction.

The appellant appealed a final order of the Landlord and Tenant Board terminating his tenancy and evicting him so the landlord could demolish the building.

The appellant argued the Board exceeded its jurisdiction by determining he was not a co-owner of the property, an issue he had raised in a concurrent Superior Court action.

The Divisional Court dismissed the appeal, finding the Board had exclusive jurisdiction to determine if the appellant was a 'tenant' under the Residential Tenancies Act, which required assessing if he occupied the unit as a co-owner.

The Court held the Board's conclusion was reasonable and would not cause a multiplicity of proceedings, as the Board only determined legal ownership for tenancy purposes, leaving the Superior Court to adjudicate the appellant's claim for an equitable interest.

The appellant appealed an interim order of the Landlord and Tenant Board terminating his tenancy and evicting him for rent arrears.

The appellant argued the Board lacked jurisdiction because he had commenced a Superior Court action claiming a 50% ownership interest in the property.

The Divisional Court dismissed the appeal, finding the Board had exclusive jurisdiction to determine if the appellant was a tenant and to order eviction, as he was not a registered co-owner and no final court determination of co-ownership existed.

The Court also upheld the Board's refusal to grant an adjournment, finding no denial of procedural fairness where the appellant voluntarily chose not to attend the hearing.

The applicant sought judicial review of a director's delegate's decision dismissing his request to vary or revoke a previous arbitration award that denied him statutory accident benefits.

The applicant argued that new medical reports diagnosing a traumatic brain injury constituted fresh evidence.

The Divisional Court dismissed the application, finding the director's delegate reasonably concluded that the evidence could have been obtained with reasonable diligence and, in any event, did not address the functional eligibility criteria required for the benefits sought.

The applicant brought an application for judicial review of a private arbitration decision made under a LAWPRO policy.

The Divisional Court dismissed the application at the outset for prematurity and lack of jurisdiction.

The court noted that the proper route to challenge a private arbitration award is through an appeal or an application to set aside the award under the Arbitration Act, 1991, which must be brought before a single judge of the Superior Court.

The applicant sought judicial review of an arbitrator's decision dismissing his claim for non-earner and housekeeping benefits under the Statutory Accident Benefits Schedule following a motor vehicle accident.

The applicant argued that the insurer's failure to promptly respond to his application created a deemed entitlement to benefits, and that the arbitrator erred in applying causation principles given his multiple accidents.

The Divisional Court dismissed the application, finding the arbitrator reasonably concluded that the insurer's delay did not create a deemed entitlement where the insured failed to prove entitlement.

The court also upheld the arbitrator's factual findings that the applicant failed to prove the accident caused his impairments or a complete inability to carry on a normal life, noting his condition was essentially unchanged from pre-existing injuries.

The appellants appealed an order directing the liquidation of Tarn Financial Corporation under the oppression provisions of the Business Corporations Act.

The application judge found that the appellant had engaged in self-dealing and diverted corporate funds for personal benefit, and ordered liquidation as the only viable remedy to separate the parties.

On appeal, the appellants argued the judge should have ordered a forced buyout instead.

The Divisional Court dismissed the appeal, holding that the application judge made no palpable and overriding error and properly exercised his discretion, as a forced buyout would leave the appellant in control of the valuation process and fail to ensure fair market value.