Peter Frederick Cowan Howard

Following a prior decision staying the action in favour of arbitration, the defendants sought costs of the motion.

The defendants claimed $61,538.71 all-inclusive, while the plaintiff argued that fees should fall in the range of $25,000.

The court reviewed the billing approach, including reliance on the principle that partial indemnity costs may reflect a percentage of actual billing rates, and assessed the reasonableness of the work performed and hourly rates claimed.

Applying the reasonableness standard and the factors in Rule 57.1 of the Rules of Civil Procedure, the court concluded the work appeared excessive in the circumstances.

The court fixed fees and disbursements at a reduced amount payable by the plaintiff.

The defendants moved to stay the plaintiff's action on the basis that the dispute was subject to an arbitration agreement contained in a Share and Asset Purchase Agreement.

The plaintiff had commenced an action claiming oppressive conduct regarding the calculation of EBITDA, which affected the purchase price of the remaining shares.

The court found that it was arguable the dispute fell within the arbitration clause, which covered disputes over any amount shown in an EBITDA report.

The action was stayed pending the arbitrator's determination of jurisdiction and the merits.

The appellant, Barclays Bank PLC, appealed a trial judgment finding its Notice of Early Termination of a complex asset-backed commercial paper transaction invalid and the respondent Devonshire Trust's Notice of Early Termination valid.

The Court of Appeal upheld the trial judge's findings that Barclays' notice was invalid due to its fraudulent misrepresentation, bad faith, and the principle that a party cannot benefit from its own wrong, as Barclays' failure to make liquidity payments contributed to Devonshire's insolvency.

The Court also upheld the validity of Devonshire's notice.

However, the Court allowed the appeal in part regarding the calculation of Barclays' Settlement Amount, substituting a figure of $264 million for the trial judge's $12,000 valuation, subject to deductions for mitigation.

The respondent Wing brought a motion seeking an order that Staff of the Ontario Securities Commission make proper and meaningful disclosure by preparing separate disclosure briefs for each category of allegations.

Wing argued that Staff's provision of an electronic database containing over 370,000 records was a 'dump truck' disclosure that failed to meet the Stinchcombe standard.

The Commission dismissed the motion, finding that Staff had met its disclosure obligations by providing a reasonably searchable and accessible database, and that perfect disclosure is not required in complex cases involving large volumes of material.

A related motion for confidentiality was also dismissed as premature.

The appellant franchisees commenced a proposed class action against the respondent franchisors for breach of contract, misrepresentation, unjust enrichment, and breach of the duty of good faith.

The motion judge granted summary judgment dismissing the action, finding that the franchisor's conversion to a new donut production system and pricing requirements did not breach the franchise agreement or the duty of good faith.

The Court of Appeal upheld the decision, agreeing that the franchisor's actions were a rational business decision and that the contract did not require every new method or product to be profitable in its own right.

Four licensed horse trainers appealed rulings by the Stewards that imposed 15-day suspensions, $1,000 fines, and purse redistributions for violations of the Rules of Thoroughbred Racing.

Following a pre-hearing conference, the parties presented a joint submission on disposition.

The Ontario Racing Commission accepted the joint submission, ordering each appellant to pay a reduced fine of $900, while confirming the unplacing of the horses and the purse redistributions.

In a CCAA proceeding, the Applicants (Hollinger Inc. et al.) sought approval of settlement agreements with their former auditors (KPMG) and lawyers (Torys).

The Non-Settling Defendants, including Conrad Black and David Radler, opposed the settlements, arguing the court lacked jurisdiction and that the included third-party releases and bar orders would deprive them of procedural rights to discovery.

The court held it had jurisdiction under the CCAA to manage litigation as a corporate asset.

The court approved the Pierringer-style settlements, finding that the procedural rights of the Non-Settling Defendants could be adequately protected through active case management and the application of the principle of proportionality in discovery.

The plaintiffs, Tim Hortons franchisees, brought a proposed class action against the franchisor alleging breach of contract, breach of the duty of good faith and fair dealing, unjust enrichment, and breaches of the Competition Act.

The claims centered on the franchisor's requirement that franchisees purchase par-baked donuts and Lunch Menu ingredients at allegedly commercially unreasonable prices.

The franchisor moved for summary judgment.

The court granted summary judgment dismissing all claims, finding that the franchisor had the contractual right to require the purchases and set the prices, and that there was no breach of the duty of good faith or the Competition Act.

The certification motion was therefore moot, though the court indicated it would have certified certain common issues had the claims survived.

The licensee, a thoroughbred jockey, appealed a three-day riding suspension imposed by the Stewards for careless riding and interference during a race.

The Ontario Racing Commission heard the appeal and reviewed the evidence, including testimony from the Stewards and jockeys.

The Commission found that while an infraction occurred, it was not serious enough to warrant a full three-day suspension.

The appeal was denied in part, but the penalty was varied to a three-day suspension with two days stayed, provided the licensee commits no further riding infractions within a one-year period.

The trainer of the horse Fiddlers Patriot appealed a Stewards' ruling that disallowed a claim of foul against the horse Signature Red in the Highlander Stakes.

The appellant sought to have Signature Red disqualified and placed third, which would move Fiddlers Patriot to first place.

The Ontario Racing Commission panel reviewed video and photographic evidence and heard testimony from jockeys and stewards.

The panel found that any deviation by Signature Red was slight and did not constitute interference, and that the closing of the lane was caused by another horse bearing out.

The appeal was dismissed and the original order of finish was confirmed.

The corporation sought an order approving a proposed arrangement to collapse its dual-class share structure by purchasing for cancellation all outstanding Class B shares for consideration comprising 9 million newly issued Class A shares and US$300 million in cash.

The application judge approved the arrangement.

The opposing shareholders appealed, arguing the application judge erred in finding the arrangement fair and reasonable.

The Divisional Court dismissed the appeal, holding that the application judge correctly applied the BCE test.

The corporation was not required to demonstrate with certainty that the benefits of the arrangement would offset the costs, but only a reasonable prospect of clearly identified benefits.

The affirmative vote of the Class A shareholders was important evidence supporting the fairness of the arrangement.

Staff of the Ontario Securities Commission brought a hearing under section 127 of the Securities Act regarding Magna International Inc.'s proposed plan of arrangement to collapse its multiple voting share structure.

Staff alleged the management information circular lacked sufficient information and the transaction was contrary to the public interest.

The Commission found the proposed transaction was not abusive, but concluded the circular failed to provide shareholders with sufficient disclosure to make an informed decision, particularly given the lack of a board recommendation and the transaction's nature as a related party transaction.

The Commission ordered that the circular be amended to include specific material information, including financial analysis and alternatives considered by the special committee, before the shareholder vote could proceed.

The appellants, a horse owner and a jockey, appealed the Stewards' rulings disqualifying their horse from first place and suspending the jockey for three days for alleged interference during a race.

The Ontario Racing Commission heard the appeal de novo.

Based on new video evidence and expert testimony, the Panel found that the jockey did not interfere with, intimidate, or impede any other horse, but merely moved into unoccupied space.

The Panel granted both appeals and restored the original order of finish.

The appellant, a thoroughbred owner and trainer, appealed a decision of the Track Stewards disqualifying his horse from first to ninth place after the jockey used an unapproved riding crop.

The appellant argued that the penalty was disproportionate and that the Stewards were estopped from disqualifying the horse because track officials had allegedly told the jockey to ride with the unapproved crop.

The Ontario Racing Commission denied the appeal, finding that the rule mandates automatic disqualification for using an unapproved crop and that track officials, who are not Commission officials, lack the authority to override the rules.

Following a successful appeal that set aside a Norwich order, the Court of Appeal issued an addendum to explicitly set aside the underlying December Order.

The Court also determined the costs of the proceedings below.

Departing from the general rule that costs follow the event, the Court ordered that no costs be awarded to any party for the Superior Court proceedings, citing the appellants' shifting legal positions, the unsettled nature of the law regarding Norwich orders, and the underlying conduct of the appellants.

Pala Investments Holdings Limited and its subsidiary applied to the Ontario Securities Commission for an order to cease trade a shareholder rights plan (poison pill) adopted by the board of Neo Material Technologies Inc. in response to Pala's hostile partial take-over bid.

The Commission dismissed the application, finding that the board had acted in accordance with its fiduciary duties to protect the long-term interests of the corporation, and that an overwhelming majority of Neo's shareholders had made an informed decision to approve the rights plan in the face of the outstanding bid.

The Commission concluded it was not in the public interest to interfere with the board's decision or the shareholders' ratification at this time.

The respondent obtained a Norwich order for pre-action discovery against the appellants to investigate alleged fraudulent conveyances and misrepresentations following a failed corporate acquisition.

The appellants appealed the order.

The Court of Appeal allowed the appeal and set aside the Norwich order, finding that the motion judge erred in principle by failing to consider whether the pre-action discovery was necessary.

The Court held that the respondent already possessed sufficient information to formulate a pleading and that the extraordinary equitable remedy of a Norwich order was not required.

Pala Investments Holdings Limited and its subsidiary applied to the Ontario Securities Commission for an order to cease trade the shareholder rights plans of Neo Material Technologies Inc. The application was brought in the context of Pala's takeover bid for Neo.

The Commission dismissed the application, finding that the Second Shareholder Rights Plan was adopted by the Neo Board in response to the Pala Offer, was approved by an overwhelming majority of Neo shareholders, and there was no evidence of coercion or that the Board did not act in the best interests of the corporation.

The Commission concluded it was not in the public interest to grant the relief sought at this time.

Following the release of the main appellate decisions, the successful parties made costs submissions.

Counsel subsequently agreed to the quantum of costs for all four appeals.

The Court of Appeal ordered costs on a partial indemnity scale to TeleZone Inc., G-Civil Inc., Fielding Chemical Technologies Inc., and Michiel McArthur in the agreed-upon amounts.

Four appeals were heard consecutively to determine whether the Ontario Superior Court has jurisdiction over claims for damages against the federal Crown, or whether such claims must be brought in the Federal Court pursuant to section 18 of the Federal Courts Act.

The Crown argued that the claims constituted collateral attacks on federal administrative decisions and required prior judicial review in the Federal Court.

The Court of Appeal held that the Superior Court retains concurrent jurisdiction over claims for damages in contract and tort against the Crown.

Section 18 of the Federal Courts Act grants exclusive jurisdiction to the Federal Court only for prerogative remedies and declaratory relief, not for damages.

The plaintiffs' appeals were allowed and the Crown's appeals were dismissed.