Bryan McLeese

The Monitor brought an unopposed motion for an order extending the Stay Period under the Companies' Creditors Arrangement Act to November 18, 2023.

The court found that the parties were working in good faith and with due diligence, and that the applicants had sufficient liquidity.

To ensure supervision over ongoing litigation regarding documentary production, the court granted the stay extension to April 3, 2023, rather than the requested date.

The defendants moved for security for costs, substitute security, set-off of interlocutory costs, and withdrawal of writs of execution pending an assessment of damages for deceit.

The plaintiffs brought cross-motions including a request to add a vesting order issue to the assessment.

The court dismissed all motions, primarily citing the defendants' significant delay in bringing their motions and the potential prejudice to the plaintiffs, who had been exploiting the intellectual property collateral for years.

The court also found that considering a vesting order was beyond the scope of the assessment ordered by the Court of Appeal.

The four Libfeld brothers, equal owners of The Conservatory Group (a multi-billion dollar real estate development business), experienced a complete and irreparable breakdown of their personal and professional relationships.

The applicants sought various remedies including a restructuring protocol or a restricted wind-up, while the respondents sought a buy-sell process or a structured buyout.

The court found no actionable oppression by any party, attributing the disputes to extreme mutual dysfunction.

Concluding that the brothers could no longer work together and that none of their proposed remedies were workable or fair, the court ordered a court-supervised wind-up and sale of the business under the OBCA and Partnerships Act, permitting all brothers to participate as bidders.

The four Libfeld brothers, equal owners of The Conservatory Group (a multi-billion dollar real estate development business), experienced a complete and irreparable breakdown of their personal and professional relationships.

The applicants sought various remedies including a restructuring protocol or a restricted wind-up, while the respondents sought a buy-sell process or a structured buyout.

The court found no actionable oppression by any party, attributing the disputes to extreme mutual dysfunction.

Concluding that the brothers could no longer work together and that none of their proposed remedies were workable or fair, the court ordered a court-supervised wind-up and sale of the business under the OBCA and Partnerships Act, permitting all brothers to participate as bidders.

The corporate defendant brought a motion to adjourn the trial date after its counsel was removed from the record shortly before trial.

The plaintiff and defendants by counterclaim strongly opposed the adjournment, arguing the defendant's principal had delayed in retaining new counsel.

The pre-trial judge determined she had jurisdiction to hear the adjournment request under Rule 50.07.

Despite finding the defendant's principal largely responsible for the delay, the court reluctantly granted the adjournment to allow the unrepresented corporation to retain counsel, noting this was the first fixed trial date and there was no evidence of prejudice.

The adjournment was granted on peremptory terms with costs thrown away awarded to the opposing parties.

On a rule 21.01 pleadings appeal, estates alleged that a problem gambler stole estate funds and lost substantial sums at casinos operated by the respondent.

The majority held it was not plain and obvious that the claims in knowing receipt, unjust enrichment, and negligence were bound to fail, given allegations that the casino knew of the gambler's addiction, knew problem gamblers sometimes steal to fund gambling, and accepted unusually large gambling losses without inquiry.

The court held the motion judge failed to consider whether juristic reasons for enrichment could be vitiated by unconscionability and held Ontario law did not definitively foreclose a duty of care to victims of problem gamblers.

The appeal was allowed, the motion to strike was dismissed, and the action was permitted to proceed.

The plaintiffs sought repayment of a $1 million non-refundable amount paid under a mining share and debt purchase and lock-up agreement after they failed to complete a proposed takeover bid.

They alleged breach of contract arising from the defendants’ handling of a third-party financing proposal, non-delivery of share certificates, and exercise of a repurchase option, and argued the option was an unenforceable penalty or should be relieved against in equity.

The court held there was no contractual obligation to shut down the third-party transaction, no fundamental breach in relation to share certificates or the $1.00 repurchase payment, and no damages were proven on those allegations.

Applying the relief from forfeiture jurisprudence, the court found the clause was a forfeiture provision, not penal, and in any event not unconscionable in a heavily negotiated agreement between sophisticated parties.

The action was dismissed.