COURT OF APPEAL FOR ONTARIO
RE:
MICHAEL CRUPI (Plaintiff/Appellant) – and – RETURN ON INNOVATION FUND INC., and BROOKLIN CONCRETE PRODUCTS INC. (Defendants/Respondents)
BEFORE:
MACPHERSON, SHARPE and ROULEAU JJ.A.
COUNSEL:
Melvyn L. Solmon
for the appellant
William J. Burden and John N. Birch
for the respondent
HEARD & ENDORSED:
May 8, 2006
On appeal from the decision of Justice Ground of the Superior Court of Justice dated March 29, 2006.
APPEAL BOOK ENDORSEMENT
1We are not persuaded that the trial judge erred in his characterization of the letter of agreement with respect to the shares at issue. In our view, in light of both the language of the agreement itself and the circumstances surrounding the transaction, the trial judge was entitled on the record to conclude that this was an absolute and unconditional sale and transfer of shares and not an arrangement that created a security interest so as to invoke the protective provisions of the Personal Property Security Act.
2Accordingly, the appeal is dismissed. Costs to the respondent fixed at $20,000 inclusive of disbursements and GST.