Michael B. McWilliams

The applicants, a minority shareholder and its principal, sought an oppression remedy against the majority shareholder and his holding company in a family-owned transportation business.

The court found that the majority shareholder unfairly disregarded the applicants' interests by excluding the individual applicant from management, terminating his employment, paying excessive compensation to himself and his spouse, and improperly deducting expenses from the minority shareholder's dividends.

The court ordered the respondents to purchase the minority shares for $1,592,000 based on a February 2019 valuation and to pay $80,902.67 in compensation for unpaid dividends.

The plaintiffs brought an unopposed motion to transfer the action from Newmarket to Toronto under Rule 13.1.02 of the Rules of Civil Procedure.

The court applied the holistic factors for venue transfer and found that the interest of justice required the transfer.

The transfer was granted primarily because there were common issues with a related Toronto action, and summary judgment motions for all related proceedings had already been ordered to be heard together in Toronto.

The defendant appellants sought leave to appeal to the Divisional Court from an interlocutory order dismissing their motion to set aside a Mareva injunction.

They argued that the motion judge relied on a purported fraud exception excusing the requirement to show dissipation of assets and that conflicting authorities existed on that issue.

The court found that the motion judge had in fact identified evidence of dissipation of assets and had not relied solely on any fraud exception.

The applicants also failed to establish that the decision was open to very serious debate or that the proposed appeal raised an issue of general importance.

Leave to appeal was therefore refused.

Following a trial regarding a construction contract dispute, the parties made written submissions on costs.

The court found that the Ministry of Transportation of Ontario (MTO) engaged in reprehensible and unconscionable conduct by manipulating expert evidence and withholding information.

As a result, the court awarded full indemnity costs to Leveque.

Bruell was awarded mixed partial and substantial indemnity costs based on a Rule 49 offer to settle.

The court also granted a Sanderson Order, directing MTO to directly pay the partial indemnity costs of the successful defendant, AECOM, because MTO's defence strategy made it necessary for AECOM to remain in the litigation.

The Ministry of Transportation (MTO) awarded a contract to Leveque for highway surface treatment.

The initial treatment failed shortly after application.

MTO ordered Leveque to remove and replace it, arguing Leveque was responsible under the contract's warranty for selecting incompatible aggregate.

Leveque performed the work under protest and sued for breach of contract.

The court found the contract was a method specification, meaning MTO bore the risk of the design's performance.

The court held that the failure was primarily caused by MTO's excessive binder application rates, poor weather, and MTO's refusal to restrict heavy truck traffic or permit sanding.

MTO was found solely liable for breach of contract and ordered to pay damages for the extra work.