Jennifer L. King

In a national class action by terminated GM dealers against GMCL and their counsel, Cassels Brock & Blackwell (CBB), CBB brought third party claims against out-of-province local lawyers who provided independent legal advice to the dealers.

The out-of-province third parties brought motions to stay or dismiss the claims for lack of jurisdiction or forum non conveniens.

The court dismissed the motions, finding that the Ontario court had jurisdiction under the fourth Van Breda presumptive connecting factor because the Wind-Down Agreements, which required the independent legal advice, were made in Ontario and were sufficiently connected to the dispute.

The court also found Ontario to be the most appropriate forum.

Former clients applied under the Solicitors Act to have legal accounts rendered by their former law firm assessed after paying more than $300,000 in fees and disbursements.

The respondent law firm argued the application was barred by the 12‑month limitation in s. 4 of the Solicitors Act, that the accounts had been paid, and that the application constituted an abuse of process.

The court held that commencing an application within 12 months preserves the right to assessment and that, in any event, the two‑year limitation under the Limitations Act may apply.

The court found “special circumstances” under s. 11, including the unexpectedly large fees, the pressure to promptly pay accounts, and the clients’ limited understanding of their right to challenge the bills.

However, because the clients had previously represented certain work as reasonable when seeking costs before another judge, those portions of the accounts were excluded from review.

The remaining portions of the accounts were referred for assessment.

The plaintiffs moved for a finding of civil contempt against a judgment debtor and sought orders under Rule 60.18(6) of the Rules of Civil Procedure to examine members of the debtor’s family in aid of execution.

They alleged breaches of several pre‑judgment orders and of a post‑judgment order requiring disclosure of financial information, as well as refusals to answer questions during a debtor examination.

The court held that orders made prior to judgment concerning liability and damages do not generally serve a purpose in post‑judgment execution proceedings and cannot ground a contempt finding once judgment has been entered.

The court further found that the alleged breach of the post‑judgment disclosure order was not proven beyond a reasonable doubt to be deliberate and willful.

Because the plaintiffs had not first sought an order compelling answers to disputed questions or exhausted available enforcement steps, the court also refused to order examinations of family members.

The appellant law firm appealed a motion judge's order excluding its final account from a court-ordered assessment of its accounts, and a subsequent order awarding the respondents full indemnity costs.

The Court of Appeal dismissed the appeal regarding the exclusion of the account, finding that the appellant failed to deliver the account 'forthwith' as explicitly required by the prior Assessment Order.

However, the Court allowed the appeal regarding costs, substituting a partial indemnity award because there was no finding of reprehensible conduct by the appellant to justify a full indemnity scale.

The appellant insurer appealed a decision finding that its directors and officers insurance policy provided coverage for defence costs incurred by the respondent in an OSC proceeding.

The respondent had previously given notice of potential claims to a prior insurer.

The Court of Appeal upheld the application judge's finding that, viewed objectively, the parties intended the new policy to cover the prior acts referred to in the notice up to the first $5 million of the policy limits.

The court found that the insurer had waived the carve-out provisions in the application and that general exclusion clauses did not override the specific agreement for prior acts coverage.

The appeal and cross-appeal on costs were dismissed.

An Ontario car dealer purchased a vehicle originally from Québec and sold it to an Ontario wholesaler.

At the time, a finance company had an unregistered security interest in the vehicle under Québec law, which it registered 12 days later.

Under the Civil Code of Québec, this registration was retroactive.

The finance company sued the Ontario purchasers to enforce its security interest.

The trial judge found for the finance company, holding that the purchasers' presumed good faith was rebutted by their failure to act with due diligence.

The Court of Appeal dismissed the purchasers' appeal, determining that the standard of review for foreign law is correctness, and agreeing that the purchasers' failure to take prudent steps to verify title rebutted the presumption of good faith under Québec law.

Staff of the Ontario Securities Commission brought a motion to extend a temporary cease trade order against Momentas Corporation and its principals.

Momentas had been raising capital by selling convertible debentures to accredited investors to fund its automated equity trading system and foreign currency trading.

The Commission found that Momentas was acting as a market intermediary because it employed a significant sales force to sell its own securities and used the proceeds to trade professionally for the indirect benefit of its investors.

As a market intermediary, Momentas could not rely on the accredited investor exemption and was required to be registered.

The Commission extended the temporary cease trade order pending the hearing on the merits, with limited carve-outs allowing Momentas to continue developing its trading system and to close out foreign currency positions.