K. Esaw

The moving parties sought an order requiring the responding party, a franchisee corporation, to post security for costs in relation to a counterclaim and third party proceedings arising from a franchise dispute.

The court considered Rule 56.01 of the Rules of Civil Procedure and whether the circumstances justified ordering security for costs against the counterclaim plaintiff.

The court held that the third parties were not entitled to security for costs because none of the recognized exceptions permitting recovery of third party costs from a plaintiff applied.

However, the defendant by counterclaim established that the responding party had previously pursued substantially identical relief in earlier proceedings and had failed to satisfy outstanding costs orders exceeding $40,000.

The court exercised its discretion to order security for costs in favour of the defendant by counterclaim.

Applicants sought a preliminary order under s. 192 of the Canada Business Corporations Act to implement a proposed corporate arrangement restructuring significant unsecured note debt.

The restructuring contemplated an amalgamation followed by an exchange of unsecured notes for a combination of cash and new secured notes, forming part of a broader recapitalization of the applicants’ financing structure.

The court considered whether the proposed arrangement met the statutory requirements under the CBCA, including solvency, impracticability of implementing the restructuring through other statutory mechanisms, and good faith.

The court also considered whether it had authority to grant interim relief including a stay of enforcement rights pending negotiation and implementation of the arrangement.

Finding the statutory requirements met and the application brought in good faith, the court granted the requested preliminary order and authorized a temporary stay to maintain the status quo while stakeholders negotiated the restructuring.

The applicants, Timminco Limited and Bécancour Silicon Inc., sought orders in their CCAA proceedings to suspend special payments to their pension plans, grant super priority to Administration and D&O Charges over provincial pension deemed trusts, approve Key Employee Retention Plans (KERPs), and seal the KERP details.

The unions opposed the super priority and suspension of pension payments, arguing it violated provincial pension legislation and fiduciary duties.

The court granted the motion, applying the doctrine of paramountcy to find that enforcing the provincial pension obligations would force the companies into bankruptcy and frustrate the CCAA restructuring.

The court also approved the KERPs and sealed the confidential supplement.

The applicants, Timminco Limited and Bécancour Silicon Inc., sought initial protection under the Companies' Creditors Arrangement Act (CCAA) due to severe liquidity issues and an inability to meet financial obligations.

The court found the applicants to be insolvent debtor companies and granted the initial CCAA order.

The court also extended the stay of proceedings to certain directors, officers, and specific partnership agreements, and approved an Administration Charge of $1 million and a Directors' and Officers' Charge of $400,000.