Court of Appeal for Ontario

Citation: Extreme Venture Partners Fund I LP v. Varma, 2022 ONCA 5

Date: 20220106

Docket: C67057, C67062, C67364, C67376

Before: Hourigan, Huscroft and Coroza JJ.A.

BETWEEN

DOCKET: C67057

Extreme Venture Partners Fund I LP, EVP GP Inc., Ravinder Kumar Sharma, Imran Bashir, and Kenneth Teslia Plaintiffs/Defendants by Counterclaim (Respondents)

and

Amar Varma, Sundeep Madra, Varma Holdco Inc., Madra Holdco Inc., Chamath Palihapitiya, El Investco I Inc., Extreme Venture Partners Annex Fund I LP, and EVP GP Annex Fund I Inc. Defendants/Plaintiffs by Counterclaim (Appellants/Respondents)

AND BETWEEN

DOCKET: C67062

Extreme Venture Partners Fund I LP, EVP GP Inc., Ravinder Kumar Sharma, Imran Bashir, and Kenneth Teslia Plaintiffs/Defendants by Counterclaim (Respondents/Appellants by Cross-Appeal)

and

Amar Varma, Sundeep Madra, Varma Holdco Inc., Madra Holdco Inc., Chamath Palihapitiya, El Investco I Inc., Extreme Venture Partners Annex Fund I LP, EVP GP Annex Fund I Inc., Cassels Brock & Blackwell LLP, and Seven Hills Group LLC Defendants/Plaintiffs by Counterclaim (Appellants/Respondents by Cross-Appeal)

AND BETWEEN

DOCKET: C67364

Extreme Venture Partners Fund I LP, EVP GP Inc., Ravinder Kumar Sharma, Imran Bashir, and Kenneth Teslia Plaintiffs/Defendants by Counterclaim (Respondents)

and

Amar Varma, Sundeep Madra, Varma Holdco Inc., Madra Holdco Inc., Chamath Palihapitiya, El Investco I Inc., Extreme Venture Partners Annex Fund I LP, EVP GP Annex Fund I Inc., Cassels Brock & Blackwell LLP, and Seven Hills Group LLC Defendants/Plaintiffs by Counterclaim (Appellants)

AND BETWEEN

DOCKET: C67376

Extreme Venture Partners Fund I LP, EVP GP Inc., Ravinder Kumar Sharma, Imran Bashir And Kenneth Teslia Plaintiffs (Respondents)

and

Amar Varma, Sundeep Madra, Varma Holdco Inc., Madra Holdco Inc., Chamath Palihapitiya, El Investco I Inc., Extreme Venture Partners Annex Fund I LP, EVP GP Annex Fund I Inc., Cassels Brock & Blackwell LLP, and Seven Hills Group LLC Defendants (Appellants)

Counsel:

Jonathan Lisus, Crawford Smith, Nadia Campion, Vlad Calina and John Carlo Mastrangelo, for the appellants Amar Varma, Sundeep Mandra, Varma Holdco Inc. and Madra Holdco Inc.

Andrew Brodkin, David E. Lederman and Daniel Cappe, for the appellants Chamath Palihapitiya and El Investco 1 Inc.

Won J. Kim, Megan B. McPhee, Aris Gyamfi and Rachael Sider, for the respondents

Heard: in writing

On appeal from the orders of Justice Barbara A. Conway of the Superior Court of Justice, dated May 14, 2019, July 24, 2019, and February 4, 2020, and the judgment of Justice Barbara A. Conway of the Superior Court of Justice, dated May 14, 2019.

COSTS ENDORSEMENT

[1] The Respondents − Extreme Venture Partners Fund I LP, EVP GP Inc., Ravinder Kumar Sharma, Imran Bashir, and Kenneth Teslia − were successful in resisting an appeal commenced by Amar Varma and Sundeep Madra, along with their respective holding companies, Varma Holdco Inc. ("Varma Holdco") and Madra Holdco Inc ("Madra Holdco"), collectively the "Varma/Madra Appellants." They were also successful on the appeal commenced by Chamath Palihapitiya and his holding company, El Investco 1 Inc., collectively the "Palihapitiya Appellants". In addition, the Respondents succeeded on their cross-appeal.

[2] As the successful parties, the Respondents are entitled to their costs. They seek their costs of the appeals and cross-appeal on a substantial indemnity basis. However, in our view, there was nothing in the way this matter proceeded in this court that would justify an award of costs on a higher scale.

[3] We fix the total costs of the appeals and cross-appeal on a partial-indemnity basis in the all-inclusive amount of $300,000. The Palihapitiya Appellants shall pay $150,000 of the total costs award and the Varma/Madra Appellants shall also pay $150,000 of the total costs award. Order to go accordingly.

"C.W. Hourigan J.A."

"Grant Huscroft J.A."

"S. Coroza J.A."