M. Konyukhova

The Attorney General of Canada, at the request of the Superintendent of Financial Institutions, applied for a winding-up order under the Winding-up and Restructuring Act in respect of the Canadian business of an authorized foreign bank.

The bank had admitted insolvency following the emergence of significant German tax claims and the imposition of a moratorium by German regulators.

The court found that the Superintendent had ample basis to take control of the bank's Canadian assets under the Bank Act.

Given the bank's admitted insolvency and the appointment of a German insolvency administrator, the court concluded it was just and equitable to grant the winding-up order and appoint a liquidator.

In Companies’ Creditors Arrangement Act proceedings, the applicant debtor entities sought authorization to pay pre-filing invoices owed to a foreign supplier of critical components necessary for ongoing aerospace manufacturing.

The supplier had refused to continue supplying goods despite a critical supplier provision in the initial CCAA order requiring continued supply.

The court reviewed the jurisprudence recognizing inherent jurisdiction to authorize payment of pre-filing obligations to critical suppliers where necessary to maintain operations during restructuring.

Given the debtor’s dependence on the supplier, the lack of alternative sources, the risk to a major customer’s production lines, and the monitor’s support, the court held that business realities justified authorizing payment notwithstanding concerns about rewarding the supplier’s non-compliance with the order.

The applicants, comprising the First Leaside group of companies, sought an Initial Order under the Companies' Creditors Arrangement Act (CCAA) to conduct an orderly wind-down of their operations.

The court found that the applicants, viewed as a group, were insolvent and that the CCAA could be appropriately used for a liquidating proceeding.

The court also granted super-priority Administration and D&O Charges, dismissing arguments from secured creditors that provincial paramountcy issues precluded such priorities without further notice.

In CCAA proceedings, the debtor companies sought approval of a debtor-in-possession (DIP) financing facility and a super-priority DIP lenders’ charge ranking ahead of other encumbrances, including potential pension-related claims.

Two unions opposed the motion, arguing that granting super priority would undermine fiduciary duties owed to pension plan beneficiaries and that the evidentiary record was insufficient to justify the relief.

The court held that the statutory requirements under s. 11.2 of the Companies’ Creditors Arrangement Act were satisfied and that DIP financing was necessary to maintain operations and conduct a sales or restructuring process.

Applying the doctrine of federal paramountcy, the court found that the CCAA could override conflicting provincial pension legislation where necessary to avoid bankruptcy and facilitate restructuring.

The DIP facility and super-priority charge were approved.

The applicants, Timminco Limited and Bécancour Silicon Inc., sought orders in their CCAA proceedings to suspend special payments to their pension plans, grant super priority to Administration and D&O Charges over provincial pension deemed trusts, approve Key Employee Retention Plans (KERPs), and seal the KERP details.

The unions opposed the super priority and suspension of pension payments, arguing it violated provincial pension legislation and fiduciary duties.

The court granted the motion, applying the doctrine of paramountcy to find that enforcing the provincial pension obligations would force the companies into bankruptcy and frustrate the CCAA restructuring.

The court also approved the KERPs and sealed the confidential supplement.

The applicants, Timminco Limited and Bécancour Silicon Inc., sought initial protection under the Companies' Creditors Arrangement Act (CCAA) due to severe liquidity issues and an inability to meet financial obligations.

The court found the applicants to be insolvent debtor companies and granted the initial CCAA order.

The court also extended the stay of proceedings to certain directors, officers, and specific partnership agreements, and approved an Administration Charge of $1 million and a Directors' and Officers' Charge of $400,000.