Ruzbeh Hosseini

The appellants appealed a trial judgment declaring the corporate respondent the sole owner of two boats and awarding damages for breach of fiduciary duty, defamation, and punitive damages.

The appellants also appealed the dismissal of their counterclaim and the costs awards.

The Court of Appeal dismissed the appeal, finding that the trial judge reasonably concluded there was a contract for the sale of the boats but no joint venture agreement.

The court found no errors in the trial judge's findings on fiduciary duty, defamation, damages, or costs.

The appeal was dismissed with costs of $17,000 awarded to the respondents.

This decision concerns a dispute between two couples and their closely held corporations over the ownership and operation of "Tiki" boats in Wasaga Beach, Ontario.

The court found that no binding joint venture or operator agreement was reached, and that the only enforceable contract was the sale of the boats to the plaintiffs.

The defendants' unilateral actions with Transport Canada and defamatory statements on social media led to findings of breach of fiduciary duty and defamation, resulting in damages and punitive damages awarded to the plaintiffs.

The court ruled on the admissibility of expert evidence in a construction lien action.

The defendant sought to call Michael Colalillo, a structural engineer, as an expert under rule 53.03 of the Rules of Civil Procedure.

The court found that Mr. Colalillo did not meet the requirements to testify as a rule 53.03 expert due to non-compliance with the rule’s requirements for expert reports.

However, the court permitted Mr. Colalillo to testify as a participant expert, subject to a qualification voir dire, as his opinions were based on his personal observations and participation in the project.

The court struck his litigation reports and affidavit sworn February 11, 2025, but allowed his earlier affidavit and appended reports from 2022 to be admitted.

The court denied the defendant’s motion to adjourn a peremptory trial week in a Construction Act lien action, finding insufficient medical evidence to support the principal’s inability to participate.

The decision reviews the discretionary nature of adjournment requests, the need for transparency and timely disclosure, and the importance of summary proceedings in lien actions.

The court found no compelling grounds for adjournment and highlighted the risk of prejudice and delay to the plaintiff and the administration of justice.

The defendant, Scott Allen Smith, brought a motion seeking security for costs from the plaintiff, Nevada Tours, a Mexican corporation, on the grounds that the plaintiff was ordinarily resident outside Ontario.

The plaintiff opposed, arguing the motion was barred by s. 249(3) of the Business Corporations Act (OBCA) as its claim against Smith was primarily for oppression.

The court dismissed the motion, finding that the plaintiff's claim against Smith was in pith and substance an oppression claim, thus triggering the s. 249(3) prohibition against security for costs.

The court also found the plaintiff had sufficiently pleaded facts to potentially qualify as a "complainant" under the OBCA.

The applicant brought an urgent ex parte motion seeking the recovery or interim preservation of his vehicle, which had been repossessed by the respondents under the Repair and Storage Liens Act (RSLA).

The applicant alleged the respondents relied on forged invoices and failed to comply with RSLA requirements.

The court declined to order the interim recovery of the vehicle on an ex parte basis due to significant factual disputes, adjourning those requests to be heard on notice.

However, the court granted an interim preservation order under Rule 45.01, restraining the respondents from selling or dealing with the vehicle pending a full hearing.

The plaintiff appealed a decision of an Associate Justice refusing to grant a Certificate of Pending Litigation (CPL) on a residential property.

The plaintiff, who had entered into an agreement of purchase and sale with the defaulting mortgagor, argued the Associate Justice breached natural justice by relying on a post-hearing Google search and making observations about building permits without allowing submissions.

The Superior Court dismissed the appeal, finding that even if the grounds of appeal were meritorious, they were not material.

The CPL could not stay the enforcement rights of the prior-ranking mortgagee, who had commenced power of sale proceedings before the agreement was signed.

Following a successful motion for summary judgment, the plaintiffs sought costs on a substantial indemnity basis relying on a Rule 49 offer to settle.

The defendants argued no costs should be awarded and objected to duplicative billing.

The court found the plaintiffs were entitled to substantial indemnity costs from the date of their offer but reduced the quantum to account for unnecessary duplication, fixing costs at $23,000 inclusive of disbursements and HST.

This is a costs endorsement following two separate motions in a combined family law and oppression remedy proceeding.

The respondent was successful on a motion to stay the corporate claims in favour of arbitration, while the applicant was successful on a motion for financial disclosure.

The court found both parties engaged in some unreasonable conduct and made no formal offers to settle that met the rules.

The court awarded the respondent $9,151.32 for the stay motion and the applicant $12,774.65 for the disclosure motion, resulting in a net payment of $3,623.33 to the applicant.

The plaintiffs (purchasers) and defendants (vendors) entered into an Agreement of Purchase and Sale for a condominium.

Prior to closing, the vendor's agent caused extensive water damage to the property while replacing plumbing.

The purchasers refused to close without a substantial holdback to assess and repair the unknown extent of the damage, which the vendor rejected.

Both parties brought motions for summary judgment.

The court found that the water damage was substantial, the purchasers acted reasonably and in good faith, and the vendor failed to act in good faith by initially refusing an independent inspection.

The purchasers' cross-motion for summary judgment was granted, the agreement was validly terminated, the deposit was ordered returned, and damages for additional living expenses were awarded.

Following a successful motion by the defendants to stay the plaintiffs' action on the basis of jurisdiction simpliciter and forum non conveniens, the court determined the quantum of costs.

The defendants sought partial indemnity costs totaling over $260,000.

The court found the requested amounts excessive given the length and complexity of the hearing, and ordered the plaintiffs to pay $50,000 to Israel and $36,000 to CTCC, inclusive of disbursements and HST.

The plaintiffs, Argentine citizens, brought an action in Ontario against the State of Israel and its Canadian fiscal agent, seeking to recover proceeds from two bonds issued by Israel in the name of their great-uncle's estate.

The defendants brought a motion to stay the proceeding, arguing that Ontario lacked jurisdiction simpliciter or, alternatively, that Israel was the more appropriate forum.

The court granted the motion, finding that the presumptive connecting factors to Ontario were weak and rebutted, as the core of the dispute involved contracts formed and torts allegedly committed outside of Ontario.

Furthermore, the court held that even if it had jurisdiction, it would decline to exercise it because Israel was clearly the more appropriate forum based on the location of witnesses, applicable law, and enforcement considerations.

The applicant vendor and respondent purchaser entered into an Agreement of Purchase and Sale for a luxury new build home.

The purchaser failed to close, claiming the vendor made misrepresentations and the contract was unconscionable.

The vendor terminated the agreement and retained the purchaser's deposits totaling over $490,000.

The court found that the purchaser repudiated the agreement and that the vendor was not required to tender closing documents or conduct a pre-delivery inspection given the repudiation.

The court held the vendor was entitled to retain the deposits, finding no unconscionability, and directed the issue of the vendor's further damages to trial.

This decision addresses the costs of an application brought by the applicant under the Co-operative Corporations Act, which was dismissed due to the applicant's inability to proceed and lack of proper leave.

The applicant, Angelique Codina, sought injunctive and other relief but failed to obtain the required court order under s. 68(2) of the Act before commencing the action.

The application was adjourned multiple times due to the applicant's incarceration and her inability to effectively pursue the matter or find other co-op members to assume carriage.

The court dismissed the application on procedural grounds and considered the respondents' request for costs.

The court awarded partial indemnity costs to the respondents, declining their request for substantial indemnity, as the dismissal was procedural and not on the merits of the allegations.

The applicant, founder and former CEO of a technology startup, sought an oppression remedy against the majority shareholder and its principals.

The respondents had unilaterally suspended the applicant from his roles as President, CEO, and Director, and removed him from operational control, alleging financial improprieties.

The court found that the respondents' actions breached the applicant's reasonable expectations under the Unanimous Shareholders' Agreement and Employment Agreement, constituting oppression.

The court granted the applicant six months of sole operational control to refinance the company's debt and buy out the majority shareholder.

The parties, equal shareholders and directors of two closely-held houseware liquidation companies, experienced a breakdown in their business relationship.

The applicant sought leave to bring derivative actions against the respondent for alleged self-dealing and breach of fiduciary duty, as well as an interlocutory injunction to remove him as a director.

The respondent brought cross-applications to wind up the companies, claiming the parties were deadlocked and had previously agreed to wind up the business.

The court granted leave for the derivative actions, finding a well-founded basis for the claims.

However, the court dismissed the request for an interlocutory injunction, finding no irreparable harm.

The court also declined to order a winding-up at this stage, directing that the cross-applications be tried together with the derivative and oppression actions, as viva voce evidence was required to resolve credibility issues and determine the appropriate remedy.

This costs endorsement followed a four-day trial where the defendant, 1882877 Ontario Inc., was found to be owed $22,366 after set-off against the plaintiff's (Ralph Mastracci c.o.b. as Bosco Roofing and Sheet Metal) claim.

The defendant sought partial indemnity costs of $37,050.

The plaintiff argued for no costs, citing a mixed result and the final monetary award falling within the Small Claims Court jurisdiction.

The court, exercising its discretion under the Courts of Justice Act and Rules of Civil Procedure, determined that despite the defendant's monetary success, the overall result was mixed and the actual payment modest.

The court ordered no costs payable, emphasizing that the parties should have pursued significant compromises or realistic settlement offers.

The applicant brought a motion for a finding of contempt against the respondent, an estate trustee.

The court dismissed the contempt motion, finding the respondent had made good faith efforts to comply with a previous order.

The court then considered costs, noting the respondent's offer to settle closely matched the decision.

The applicant was ordered to pay the respondent's partial and substantial indemnity costs, totaling $21,766.76.

The court declined to order the estate to pay the remainder of the respondent's full indemnity costs, citing some faults on the respondent's part, but primarily emphasizing the unnecessary nature of the applicant's motion.

This is a costs endorsement following a successful motion for an interlocutory injunction by Product Pro Industrial Supplies Inc. against Sheam Yee Wang and KTS Consulting (the "Wang Defendants").

Product Pro sought costs on a partial indemnity scale, or alternatively, substantial indemnity.

The court found that while Product Pro did not achieve all requested relief, it was substantially successful, warranting costs.

The court rejected the Wang Defendants' arguments against costs, including allegations of fraud and improper conduct by Product Pro's principal, finding these did not disqualify Product Pro from receiving costs.

The court fixed costs at $26,869.20 on a partial indemnity scale, inclusive of fees, disbursements, and HST, to be paid by the Wang Defendants within 30 days.

The plaintiff, Bosco Roofing, sued for payment for roofing work on a condominium building owned by 1882877 Ontario Inc. The defendant, 1882877 Ontario Inc., counterclaimed for damages due to poor workmanship and project delays.

The court found that Bosco's work constituted a fundamental breach of contract due to significant deficiencies, negating the need for 1882877 Ontario Inc. to provide an opportunity to correct.

While 1882877 Ontario Inc. destroyed evidence by applying a third membrane, the presumption of spoliation was rebutted by the urgency of the project and the expert report.

The delay claims by 1882877 Ontario Inc. were dismissed due to lack of evidence.

Ultimately, Bosco's claim was dismissed, and 1882877 Ontario Inc. was awarded $22,366 on its counterclaim, representing the additional cost incurred to achieve a proper roofing system.