Laurence A. Pattillo

The applicants, Calo Holdings Ltd. and Imperial Precast Corp., sought an order equalizing shareholder accounts and other remedies against the respondent, 2347186 Ontario Inc., in the context of a joint venture to operate a precast business through two corporations (2057461 Ontario Inc. and Northern Precast Corp.).

The applicants claimed Imperial was owed over $800,000 for contributions and sought payment from 205 or, alternatively, from 234 based on oppressive conduct.

The court dismissed the application, finding no agreement for overall equalization between the shareholders outside of the specific shareholder agreements for each corporation.

The court also determined that 234 did not owe money to Calo or Imperial, and therefore, 234's refusal to pay did not constitute oppressive conduct under the Business Corporations Act.

Imperial was deemed an unsecured creditor of the respective corporations, not 234.

The plaintiffs brought a motion for a Mareva injunction (asset freezing order) against several defendants, alleging a complex commercial fraud involving misappropriated funds, illicit acquisition fees, and kickbacks across multiple real estate development projects.

While the court found a strong prima facie case of fraud against the defendant Lee regarding his receipt of concealed acquisition fees, it found no such case against the other responding defendants.

Ultimately, the court dismissed the motion against all defendants because the plaintiffs failed to establish a real risk of asset dissipation, irreparable harm, or that the balance of convenience favoured granting the extraordinary remedy.

The respondent brought a motion to stay an application commenced by the applicant to set aside a Notice to Arbitrate.

The core issue was whether the parties had reached a binding settlement agreement regarding a family business dispute.

The court found that the applicant's counsel only had authority to negotiate comprehensive minutes of settlement, not to bind the applicant to the material terms or 'deal points' proposed by the respondent.

As there was no mutual intention to agree, no binding settlement was reached.

The motion for a stay and the application to appoint an arbitrator were dismissed, and the application to set aside the Notice to Arbitrate was granted.

Galleria Centre Inc. ("Galleria") applied for an order under s. 207 of the Business Corporations Act ("OBCA") to wind up a co-tenancy agreement or compel Terracap Galleria Centre Inc. ("Terracap") to purchase its interest in a condominium development project.

Terracap cross-applied for an oppression remedy under s. 248 of the OBCA, alleging Galleria's refusal to participate was oppressive, and sought to purchase the property on just terms, with proceeds distributed according to the co-tenancy agreement.

The court dismissed Galleria's application, finding its "expectations" were not reasonable and that the co-tenancy agreement provided a mechanism for ending the relationship, rendering s. 207 unnecessary.

Terracap's claim for an oppression remedy was also dismissed, as Galleria's conduct, while potentially a breach of contract, was not oppressive given that contractual remedies were available.

However, Terracap's cross-application was allowed in part, with the court ordering the parties' disengagement to occur in accordance with Article 18 of the Co-Tenancy Agreement, which included the liquidation of assets and the application of Terracap's preferential distribution right.

The applicant, a former CEO of Aphria Inc., sought damages for the company's refusal to honor his stock options and, in the alternative, relief from forfeiture.

The court found that the stock options had expired according to the terms of the Aphria Incentive Stock Option Plan, which was incorporated by reference into the applicant's agreements.

Furthermore, the applicant was found to have breached a non-competition agreement by leasing land to a medical marijuana producer during the restricted term.

Consequently, the court dismissed the application, denying both the claim for damages and the request for equitable relief from forfeiture due to the applicant's breach of the non-competition agreement.

Your Neighbourhood Credit Union (YNCU), a non-party and first mortgagee, moved to set aside a prior judgment (Hainey J.) that granted an easement over its mortgaged lands, alleging lack of notice.

The motion was held in abeyance pending an appeal of a similar judgment (Conway J.), which was subsequently overturned by the Court of Appeal, finding no legal entitlement to an easement.

The court found YNCU's motion, continued by its assignee Silsym Inc., met the "forthwith" requirement of Rule 38.11 despite delays.

Given the Court of Appeal's ruling on similar facts, the court concluded there was no entitlement to the easements granted by the Hainey Judgment and allowed the motion, setting aside the judgment.

Costs were fixed at $20,000 for the moving party.

The applicants, children of the deceased, sought declarations of a constructive trust over the survivor's assets based on a mutual wills agreement, alleging breach due to a $200,000 gift and failure to provide information.

The court found that a constructive trust only arises upon breach of the mutual wills agreement, not automatically upon the first testator's death, particularly when the survivor receives assets absolutely.

It was determined that the survivor's gift was not substantial enough to defeat the agreement, nor was her failure to provide information a breach, as the applicants were not beneficiaries under the deceased's will.

The application was dismissed in its entirety.

Bella Senior Care Residences Inc. (Bella) sought a declaration that certain correspondence and evidence related to discussions with The Canada Life Assurance Company (Canada Life) and Stonebridge Financial Corporation (Stonebridge) were admissible and not protected by settlement privilege.

Canada Life asserted settlement privilege over these communications, which concerned Bella's defaults under a Credit Agreement and Canada Life's subsequent demands.

The court applied a three-part test for settlement privilege, finding that while a litigious dispute existed, Canada Life's communications did not constitute genuine attempts to negotiate a settlement but rather ultimatums to enforce or expand its rights.

Consequently, the court declared the documents not subject to settlement privilege and allowed Bella's motion, awarding costs.

The plaintiff law firm brought a motion for an order excluding the public from the trial of its action against the defendant and prohibiting disclosure of information relating to the action.

The plaintiff sought a permanent injunction preventing the defendant from publishing allegedly defamatory statements.

The court dismissed the request for an in camera trial, finding it was not necessary to prevent a serious risk to the proper administration of justice, as the allegations were already in the public domain.

Instead, the court ordered a limited publication ban directed at the defamatory statements and continued an existing sealing order.

Intact Insurance Company moved for summary judgment to dismiss an action brought by J.P. Towing Service & Storage Ltd. concerning towing and storage fees.

J.P. Towing cross-moved for various declarations and consolidation.

The court dismissed Intact's motion, finding that while most of J.P. Towing's claims (vexatious litigant, prohibitive order, consolidation, and monetary/punitive damages) were not viable, its claim for a declaration that the daily storage rate of $70.00, as determined in a prior Small Claims Court decision (Sherwood), was res judicata against Intact, was valid.

The court allowed J.P. Towing's cross-motion and granted summary judgment on this specific declaration, holding that Intact was bound by the Sherwood decision regarding the daily storage rate when acting on behalf of its insureds.

The applicant sought production of documents relating to a corporate acquisition that occurred three and a half years after the valuation date of his shares, arguing it was relevant to the valuation.

The respondents moved to strike the application.

The court dismissed the applicant's motion for production, holding that the mutually appointed valuator had the exclusive authority under the settlement agreement to determine the relevance of the post-valuation transaction.

The court struck the application against the third-party purchasers, finding they were improperly joined solely for discovery purposes, but declined to strike the breach of contract claim against the former employer, adjourning it pending the valuator's determination.

The applicants sought to enforce a Chinese arbitral award of approximately $10 million CAD against the respondent in Ontario.

The respondent opposed enforcement, arguing she did not receive proper notice of the arbitration and that the arbitration was not 'international' under the Model Law.

The court found that the respondent was properly served in accordance with the applicable arbitration rules and that the arbitration was international because the respondent habitually resided in Canada when the arbitration agreement was made.

The application to recognize and enforce the award was granted.

The moving party sought a determination on whether a handwritten note by the deceased constituted a valid holograph codicil.

The deceased had previously executed a will dividing his estate equally among his three children and transferred his cottage to two of them in joint tenancy.

The handwritten note expressed an intention to provide the third child with a cash equivalent from the estate to compensate for her exclusion from the cottage property.

The court found the note demonstrated a deliberate and final testamentary intention and declared it a valid holograph codicil.

The applicant sought a declaration that his homeowner's insurer had a duty to defend and indemnify him in an underlying action arising from an incident at a summer camp.

The underlying claim alleged that the applicant pulled the plaintiff's head back, kneed him, and punched him, pleading both negligence and assault and battery.

The insurer denied coverage based on an intentional acts exclusion.

The court dismissed the application, finding the duty to indemnify was premature and the duty to defend was not triggered because the negligence claim was entirely derivative of the intentional tort of battery, which fell squarely within the policy's exclusion clause.

The Landlord, Varsity Investments Inc., sued the Tenant, 1666862 Ontario Inc., and its guarantors for breach of a commercial lease, claiming accelerated rent and damages after the Tenant ceased operations.

The Landlord alleged the Tenant was in default due to insolvency, abandonment, and repudiation.

The Tenant counterclaimed for wrongful termination of the lease, arguing the Landlord's distress was illegal.

The court found that the Tenant was not in breach of the lease, did not repudiate it, and that the Landlord's actions of changing locks and purporting to distrain for non-existent arrears constituted an illegal distress, thereby terminating the lease.

The Landlord's action was dismissed, and the Tenant's counterclaim for damages was allowed.

This endorsement addresses multiple motions brought by the plaintiffs and defendants by counterclaim against Tanvir Farid.

The plaintiffs sought to continue an interlocutory injunction against Farid for defamatory online postings, amend previous orders, review the execution of an Anton Piller Order (APO), and gain access to seized data.

Additionally, the plaintiffs and other defendants by counterclaim (Maanit Zemel, Hexigent Consulting Inc., Ryan Duquette, and Jason Green) moved to strike Farid's counterclaim.

The court continued the interlocutory injunction until trial, found the APO was properly executed, and granted access to seized data subject to privilege review.

The court denied the plaintiffs' requests to delete a paragraph from a prior order and to issue a mandatory order for Farid to remove defamatory material at the interlocutory stage.

Crucially, Farid's counterclaim, alleging fraud upon the court and improper conduct by the plaintiffs, their counsel, and investigators, was struck in its entirety without leave to amend.

The court found the counterclaim disclosed no reasonable cause of action, was frivolous and vexatious, and was barred by the doctrine of absolute privilege.

Costs were awarded against Farid.

The plaintiffs, two insurance companies (RSA/CNS), sued 2421593 Canadian Inc. (formerly Vancity Insurance Services Ltd. - VCI) and others for breach of contract.

The central issue was whether a legally enforceable contract existed for the exclusive provision of habitational insurance by RSA/CNS to VCI, and if so, whether VCI wrongfully terminated it.

The court found that the parties had entered into a legally binding agreement by September 11, 2008, for a five-year exclusive term with a two-year termination notice.

VCI breached this agreement by terminating it on September 9, 2009, without the required notice.

The court dismissed the action against Vancouver City Savings Credit Union due to lack of evidence for a conspiracy claim.

Damages for breach of contract against 2421593 Canadian Inc. are to be calculated based on a specified loss ratio and loss period.

The Moving Parties (Fuego Digital Media Inc., ProtocollS Inc., Fuego Digital Media QSTP-LLC, Karl Gretton, and Kevin Higgins) brought a motion to dismiss the action against them, arguing it was statute-barred, res judicata, or an abuse of process.

The Plaintiff (DAC Group (Holdings) Limited) brought a cross-motion to amend its claim to add Patricia Ruth Higgins as a party for a fraudulent conveyance claim and to seek a Certificate of Pending Litigation (CPL).

The court dismissed the Moving Parties' motion, finding that the claims were not plainly and obviously statute-barred, issue estoppel did not apply to the non-arbitration parties, and abuse of process was not clear at this stage.

The court granted DAC's cross-motion to add Patricia Ruth Higgins and permit a CPL, as Higgins and his wife consented.

Following a motion for interim support where the applicant was ordered to pay costs in the cause, the respondent Estate Trustee sought to vary the costs order based on a previously undisclosed offer to settle.

The court found the offer was more favourable to the applicant than the motion's outcome.

The court amended the costs order, directing that the $40,000 in partial indemnity costs be payable by the applicant in any event of the cause at the conclusion of the application.

The plaintiffs sought summary judgment to recognize and enforce a U.S. default judgment in Ontario against the defendants for copyright and trademark infringement and unfair competition.

The defendants challenged the U.S. court's jurisdiction, alleged fraud, and claimed a denial of natural justice due to improper service.

The Ontario Superior Court found that the U.S. court properly exercised jurisdiction based on a 'real and substantial connection' to Virginia, dismissed the fraud defense, and confirmed proper service.

The court granted summary judgment, enforcing both the monetary damages and the permanent injunction from the U.S. judgment.