Kirby Leah Cohen

In Companies’ Creditors Arrangement Act (CCAA) proceedings, LoyaltyOne, Co. and its Monitor sought a declaration that a Tax Matters Agreement (TMA) was not binding or was void as a transfer at undervalue (TUV), and sought to disclaim the TMA to secure a $96 million tax refund.

Bread Financial Holdings, Inc. (formerly ADS) cross-moved to set aside the disclaimer, asserting its entitlement to the refund under the TMA.

The court ruled that LoyaltyOne was bound by the TMA, the TMA was not void as a TUV, and the disclaimer was not approved.

The court found it premature to determine the specific nature of Bread's rights to the refund.

The defendants, Liquor Control Board of Ontario and Trillium Supply Chain Inc., brought a motion to strike the plaintiff's statement of claim for disclosing no cause of action and being frivolous/vexatious.

The plaintiff, 1923968 Ontario Ltd. o/a as Phyxiat Courier, opposed the motion.

The court largely dismissed the motion to strike, finding that the claim pleaded sufficient facts to establish proximity and a duty of care for negligence, and disclosed a germ of a claim for conspiracy and intentional interference with contractual relations.

However, the court struck certain paragraphs related to allegations against the Ontario government and overly broad negligence claims, granting the plaintiff leave to amend.

Costs were awarded to the plaintiff.

This motion arose from a contentious landlord-tenant relationship, addressing the proper calculation of realty taxes and occupancy expenses, and costs, following a prior application.

The court found the Landlord improperly used inconsistent methods to calculate the Tenant's realty tax allocation.

While declining to rule on occupancy expenses in this motion, the court remained seized of the issue.

Critically, the Landlord was ordered to pay the Tenant substantial indemnity costs for both the original application and this motion, totaling $709,017.39, due to the Landlord's "reprehensible" conduct, including attempting to evict the tenant for an ulterior motive (a better offer from another party) and engaging in vexatious litigation tactics.

The defendants, The Dominion of Canada General Insurance Company and The Travelers Companies Inc., brought a motion to strike out portions of the plaintiff Municipal Electric Association Reciprocal Insurance Exchange's statement of claim.

The challenged claims included inducing breach of contract, breach of fiduciary duty, knowing assistance of breach of fiduciary duty, and civil conspiracy.

The court dismissed the motion, finding that the plaintiff had adequately pleaded material facts for each cause of action, meeting the stringent test for a Rule 21.01(1)(b) motion, which requires establishing that the claim has no reasonable prospect of success.

This appeal arose from a personal injury action where the Town of Milton, a defendant, brought a third-party claim against Milton Hydro Distribution Inc. for contribution and indemnity, alleging negligent removal of a street luminaire.

The motion judge granted summary judgment dismissing the third-party claim, finding Milton Hydro owed no duty of care and that the Town of Milton's failure to inspect constituted an intervening act breaking causation.

The Court of Appeal for Ontario allowed the appeal, finding the motion judge erred by conflating duty of care and causation analyses and incorrectly applying the intervening act doctrine.

The court emphasized that the passage of time alone does not negate foreseeability and that multiple parties can be responsible for harm.

The third-party claim was remitted for trial with the main action.

This appeal concerned the interpretation of a comprehensive liability insurance policy regarding coverage for legal costs incurred by an insured (Houghton) in a public judicial inquiry and by the corporate insured (EPCOR) in indemnifying Houghton.

The Court of Appeal affirmed that the insurer (MEARIE) was obligated to cover Houghton's inquiry costs under Coverage G, as the inquiry constituted a "proceeding brought against the Insured... under any statute." However, the court reversed the lower court's finding that EPCOR's costs related to indemnifying Houghton were covered under Coverage E, ruling that EPCOR's liability arose from its corporate bylaw, not a "Wrongful Act" covered by the policy.

The court also upheld the costs award against the insurer due to its vague initial denial of coverage.

The applicant sought to recognize and enforce a New York judgment for over USD$6.7 million against the respondents, who had provided personal guarantees.

The respondents resisted on grounds of public policy, natural justice (alleging a conflict of interest by the applicant's New York law firm), and that the proceeding should have been an action, not an application.

The court rejected the public policy and natural justice arguments because the conflict issue was not raised in the New York court, emphasizing judicial finality and comity.

The court also found that an application was appropriate as there were no material facts in dispute.

The New York judgment was recognized and enforced.

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.