Ronald Sleightholm

The appellants appealed a trial judgment finding their conduct oppressive under s. 241 of the Canada Business Corporations Act and ordering the cancellation of certain shares.

The dispute centered on the interpretation of a performance escrow agreement and whether 'cash flow' referred to the parent company or its subsidiary.

The Court of Appeal held that the trial judge erred in finding the agreement unambiguous, as an unappealed interlocutory order had already determined it was ambiguous.

Interpreting the agreement in its factual context, the Court concluded 'cash flow' referred to the parent company, meaning the shares were properly released from escrow.

The appeal was allowed and the oppression application dismissed.

The applicant sought judicial review to quash a decision by the City of Brampton's City Council refusing to renew its body rub parlour license.

The applicant argued that City Council breached procedural fairness by not holding a second hearing after the Licensing Committee recommended granting the license.

The Divisional Court dismissed the application, finding that under the Municipal Act, 2001, City Council had only delegated the power to make recommendations to the Licensing Committee, and thus was not required to hold a second hearing.

The court also held that City Council's decision to refuse the license was reasonable given the premises' non-compliance with zoning by-laws and the City's cap on adult entertainment establishments.

Following the dismissal of the appellant's appeal regarding the right of limited partners to vote on the election of a new general partner, the parties were unable to agree on costs.

The Court of Appeal fixed costs on a partial indemnity basis, awarding $17,000 to Chalmers, $8,000 to the liquidator, and $5,000 to the respondent, plus disbursements and GST, all payable by the appellant.

The appellant appealed an order allowing two limited partners to vote on the election of a new general partner for a limited partnership.

The appellant argued the limited partners were affiliated with and not dealing at arms length with the manager, and thus disqualified from voting under the partnership agreements.

The Court of Appeal dismissed the appeal, upholding the motion judge's finding that there was no direct or indirect control establishing affiliation, and that the parties were dealing at arms length.

The moving party sought to set aside an order of a single judge refusing leave to appeal a substantial costs award made by the Ontario Municipal Board.

The moving party argued that the costs award penalized them for exercising their right to a hearing de novo.

The Divisional Court dismissed the motion, finding that the single judge did not decline jurisdiction or apply a wrong principle in refusing leave to appeal, but rather considered the argument on its merits and rejected it.

The appellant appealed a Master's decision refusing a proposed amendment to pleadings.

The Divisional Court dismissed the appeal, agreeing with the Master that it was plain and obvious the facts could not support a finding of fiduciary duty, as the hallmarks of a fiduciary relationship were not present.

Costs of $10,000 were awarded to the respondents.

The appellant brought a motion to extend the time for perfecting its appeal from a Master's order refusing an amendment to a statement of claim.

The appeal had been dismissed by the Registrar for delay.

The court found that the appellant had a continuing intention to appeal, there was sufficient merit to the appeal, the delay was adequately explained by a dispute over the wording of the Master's order, and the alleged prejudice was speculative.

The court granted the motion, set aside the Registrar's order, and extended the time to perfect the appeal.