Justin M. Jakubiak

The appellants appealed a trial judgment awarding the respondent $292,000 in damages for oppression under the Business Corporations Act.

The trial judge found the appellant engaged in oppressive conduct by failing to keep proper financial records, using company funds for personal expenses, and misappropriating funds through an undisclosed arrangement with another company.

The Divisional Court upheld the findings of oppression and the damages awarded for loss of profits and personal expenses.

However, the court allowed the appeal in part, setting aside the $182,000 award for loss of business value, finding it was an error in principle because the parties had agreed to wind up the business and distribute net assets, making book value or fair market value irrelevant.

The appellant appealed a Licence Appeal Tribunal decision confirming the Registrar's refusal to issue him a cannabis retail manager licence.

The refusal was based on the appellant's past conduct, including his involvement in an illegal dispensary, a prior conviction for possession for the purpose of trafficking, and ongoing civil litigation involving allegations of bad faith.

The Divisional Court dismissed the appeal, finding that the Tribunal did not err in law in its factual findings and that the appellant was afforded procedural fairness during the hearing de novo.

The appellant appealed an order striking its Notice of Objection under the Repair and Storage Liens Act and directing the release of a customized transport truck to the respondent.

The appellant argued that the work performed was 'manufacturing' rather than 'repair' and that federal regulations prohibited the vehicle's release.

The Divisional Court dismissed the appeal, upholding the finding that the work constituted 'repair' under the Act and rejecting the argument that federal regulations superseded the provincial statutory remedy.

A shareholder oppression trial arising from the breakdown of an informal business relationship involving a used car dealership and related real estate ventures.

The court held there was no binding settlement agreement for the wind-up of the dealership because the relied-on email was at most an agreement to agree and lacked acceptance on essential terms.

The court found oppressive conduct where the controlling parties failed to maintain adequate financial records, charged personal expenses to the corporation, and used a related sole proprietorship as an unjustified intermediary that diverted profits from the corporation.

Damages of $292,000 were awarded for oppression, and the remaining certificate of pending litigation was found to have been improperly registered, with any resulting damages to be determined on reference if necessary.

The plaintiff brought a motion to certify a class action alleging misclassification of salespersons and sales managers as independent contractors, which resulted in the denial of Employment Standards Act entitlements and Canada Pension Plan/Employment Insurance contributions.

The parties largely consented to certification, with the court approving the class definition and common issues, though excluding punitive damages due to a lack of factual basis.

The court also approved a revised litigation plan.

The appellant purchased a used vehicle from the respondents, who misrepresented its condition as 'top of the line' and a non-smoker's car.

The trial judge in Small Claims Court found misrepresentation and awarded $5,000 in damages as an 'equitable resolution'.

On appeal, the Divisional Court found the trial judge made a palpable and overriding error by failing to provide adequate reasons for his damages award and by failing to base the award on the vehicle's Black Book value.

The court also found an error of law in the trial judge's refusal to award pre-judgment and post-judgment interest.

The appeal was allowed, and damages were reassessed at $7,741.60 plus interest and costs.

The appellant appealed a trial judgment awarding $1,070,000 to the respondent in a dispute over ownership of a commercial property on Parliament Street in Toronto.

The trial judge found that the father had gifted the property to his daughter, and therefore the proceeds of sale belonged to her.

The Court of Appeal upheld the trial judge's factual findings, finding they met the three criteria for a valid gift and were supported by the evidence.

The appeal was dismissed with costs awarded to the respondent.

The plaintiff corporation, solely owned by the daughter of the deceased, brought an action against the deceased's estate to recover $1,070,000.

The deceased had incorporated the plaintiff to purchase a commercial property for his daughter.

After the property was sold for a profit, the deceased withdrew the funds from the plaintiff's bank account for his own use.

The estate argued the plaintiff was a bare trustee and the deceased was the beneficial owner.

The court found no documentary or credible testimonial evidence of a trust, concluding the corporation and its funds belonged entirely to the daughter.

Judgment was granted to the plaintiff for the full amount taken.

The appellants appealed a decision of the Ontario Licence Appeal Tribunal that refused or revoked their registrations under the Motor Vehicle Dealers Act, 2002.

They argued they were denied procedural fairness by the Vice-Chair's conduct of the hearing.

The respondent conceded that the unrepresented appellant was denied procedural fairness because he was not allowed to cross-examine witnesses.

The Divisional Court allowed the appeal for the unrepresented appellant and remitted his matter for a rehearing.

However, the court dismissed the appeal for the represented appellants, finding that while the hearing was conducted perfunctorily, they were not denied basic procedural rights such as cross-examination.

At a Commercial List case conference involving two related corporate disputes, the court addressed extensive procedural delays, voluminous filings, and lack of cooperation between counsel.

The proceedings involved claims relating to loan agreements, alleged rights to corporate shares, fiduciary duty breaches, and conspiracy allegations arising from financing arrangements and subsequent litigation.

The court declined to permit consolidation or bifurcation but ordered that both actions be heard together or sequentially.

Emphasizing proportionality under Rule 1.04 of the Rules of Civil Procedure, the court directed the parties to disclose damages calculations, draft opening statements, and detailed historical and projected litigation costs.

The directions aimed to enable meaningful case management and ensure efficient use of judicial resources.

The defendants moved to set aside a default judgment and noting in default arising from a trailer lease dispute after several years of procedural delay.

The plaintiff opposed the motion, arguing prejudice and reliance on the longstanding judgment and invoking the doctrine of laches.

Applying the flexible test for setting aside default judgments articulated in appellate jurisprudence, the court considered delay, explanation for the default, and whether the defendants had an arguable defence.

Although the litigation history involved significant delay attributable to financial difficulties and prior counsel, the court found the individual defendant had a potentially meritorious defence and that fairness favoured permitting the matter to be defended.

The court set aside the default judgment and noting in default, subject to the plaintiff’s ability to amend its statement of claim.

Following trial judgment awarding damages for breach of a software services agreement, the court determined prejudgment interest and costs.

The dispute concerned the appropriate start date for prejudgment interest and the reasonable quantum of partial indemnity costs.

The court held that prejudgment interest should run from the date the parties’ relationship effectively ended rather than the earlier project “go-live” date.

Applying the principle of reasonableness and proportionality under the Rules of Civil Procedure, the court reduced the plaintiff’s claimed legal fees by 10% while allowing disbursements in full.

Costs were fixed at $58,103.68 and prejudgment interest ordered at 1.3% from November 28, 2008.

The plaintiff purchased software from the defendant, who represented that the customer relationship management (CRM) and enterprise resource planning (ERP) modules would fully integrate.

The software failed to integrate due to character limitations and suffered from other functional defects.

The plaintiff sued for breach of contract, negligent misrepresentation, and breach of the Sale of Goods Act.

The court found the individual defendant personally liable, as he had not contracted through his corporation.

The court held the defendant liable for negligent misrepresentation and breach of warranty, assessing the residual value of the defective software at 33.33% and awarding the plaintiff $126,932.35 in damages.

The appellant appealed a decision of the License Appeal Tribunal (LAT) denying him an extension of time to request a hearing regarding the Registrar's proposal to revoke his motor vehicle dealer registration.

The appellant had missed the 15-day deadline by three days.

The Divisional Court applied the reasonableness standard of review and upheld the LAT's decision, finding that the LAT reasonably applied the Frey v. Macdonald factors, including the lack of a bona fide intention to appeal within the time limit, the absence of a reasonable explanation for the delay, and the lack of merit to the appeal.

The appellant appealed a trial judgment ordering it to pay $25,000 to the respondent for breach of a software development contract.

The appellant argued there was no contract because the trial judge found no consensus ad idem on the project's scope, and that rescission was improperly ordered.

The Divisional Court dismissed the appeal, finding no palpable and overriding error in the trial judge's conclusion that an enforceable contract existed for the product the appellant intended to deliver, which the appellant repudiated.

The court upheld the order for restitution due to a total failure of consideration.

The Registrar of the Motor Vehicle Dealers Act appealed a Licence Appeal Tribunal decision directing the registration of a motor vehicle dealer and salesperson.

The Tribunal had excused the respondents' failure to disclose numerous prior convictions due to language barriers and ignorance of the law.

The Divisional Court allowed the appeal, finding the Tribunal's decision unreasonable because it failed to properly assess whether the respondents' past conduct afforded reasonable grounds to believe they would not carry on business in accordance with the law and with honesty and integrity in the future.

The appellant appealed a Licence Appeal Tribunal decision directing the Registrar to revoke his motor vehicle dealer registration.

The Tribunal found that the appellant's past conduct, including numerous undisclosed Highway Traffic Act convictions related to operating an inspection station, afforded reasonable grounds to believe he would not carry on business with honesty and integrity.

The Divisional Court dismissed the appeal, finding no denial of natural justice and concluding that the Tribunal's decision was reasonable and supported by ample evidence.

The appellants appealed an order refusing to set aside a consent order.

The Court of Appeal allowed the appeal, finding the motion judge erred in principle by holding her discretion was circumscribed by the factors in Chitel v. Rothbart.

The Court held the discretion is broader and should be exercised to achieve the justice of the case, noting reasonable grounds to question the default judgment and that funds were available before the return date of the motion.

The applicants sought leave to appeal an order requiring them to post security for costs.

The plaintiffs had made a proposal to creditors under the Bankruptcy and Insolvency Act, meaning the proceeds of the action would benefit the creditors.

The motions judge ordered security for costs, finding the plaintiffs were nominal and the creditors who stood to benefit had not shown an inability to post security.

The Divisional Court dismissed the motion for leave to appeal, finding no good reason to doubt the correctness of the decision and that the proposed appeal did not involve matters of general importance.

The appellants appealed the judgment of the Superior Court of Justice.

The parties filed minutes of settlement with the court.

The Court of Appeal allowed the appeal on consent in accordance with the minutes of settlement, noting that it was not passing judgment on the merits of the lower court's decision.