Court File and Parties

COURT FILE NO.: CV-15-536174 DATE: 20180705 ONTARIO SUPERIOR COURT OF JUSTICE

BETWEEN:

JOSEPH S. MANCINELLI, CARMEN PRINCIPATO, DOUGLAS SERROUL, LUIGI CARROZZI, MANUEL BASTOS and JACK OLIVEIRA in their capacity as THE TRUSTEES OF THE LABOURERS’ PENSION FUND OF CENTRAL AND EASTERN CANADA, and CHRISTOPHER STAINES Plaintiffs

– and –

ROYAL BANK OF CANADA, RBC CAPITAL MARKETS LLC, BANK OF AMERICA CORPORATION, BANK OF AMERICA, N.A., BANK OF AMERICA CANADA, BANK OF AMERICA NATIONAL ASSOCIATION, THE BANK OF TOKYO MITSUBISHI UFJ LTD., BANK OF TOKYO-MITSUBISHI UFJ (CANADA), BARCLAYS BANK PLC, BARCLAYS CAPITAL INC., BARCLAYS CAPITAL CANADA INC., BNP PARIBAS GROUP, BNP PARIBAS NORTH AMERICA INC., BNP PARIBAS (CANADA), BNP PARIBAS, CITIGROUP, INC., CITIBANK, N.A., CITIBANK CANADA, CITIGROUP GLOBAL MARKETS CANADA INC., CREDIT SUISSE GROUP AG, CREDIT SUISSE SECURITIES (USA) LLC, CREDIT SUISSE AG, CREDIT SUISSE SECURITIES (CANADA), INC., DEUTSCHE BANK AG, THE GOLDMAN SACHS GROUP, INC., GOLDMAN, SACHS & CO., GOLDMAN SACHS CANADA INC., HSBC HOLDINGS PLC, HSBC BANK PLC, HSBC NORTH AMERICA HOLDINGS INC., HSBC BANK USA, N.A., HSBC BANK CANADA, JPMORGAN CHASE & CO., J.P.MORGAN BANK CANADA, J.P.MORGAN CANADA, JPMORGAN CHASE BANK NATIONAL ASSOCIATION, MORGAN STANLEY, MORGAN STANLEY CANADA LIMITED, ROYAL BANK OF SCOTLAND GROUP PLC, RBS SECURITIES, INC., ROYAL BANK OF SCOTLAND N.V., ROYAL BANK OF SCOTLAND PLC, SOCIÉTÉ GÉNÉRALE S.A., SOCIÉTÉ GÉNÉRALE (CANADA), SOCIÉTÉ GÉNÉRALE, STANDARD CHARTERED PLC, UBS AG, UBS SECURITIES LLC and UBS BANK (CANADA) Defendants

Counsel: Louis Sokolov, Daniel Bach , and Robert Gain for the Plaintiffs

Proceeding under the Class Proceedings Act, 1992

HEARD : July 4, 2018

PERELL, J.

REASONS FOR DECISION

[1] This is a counsel fee approval motion in this on-going competition law class action under the Class Proceedings Act, 1992 [1].

[2] The fairness and reasonableness of the fee awarded in respect of class proceedings is to be determined in light of the risk undertaken by the lawyer in conducting the litigation and the degree of success or result achieved. [2] Factors relevant in assessing the reasonableness of the fees of class counsel include: (a) the factual and legal complexities of the matters dealt with; (b) the risk undertaken, including the risk that the matter might not be certified; (c) the degree of responsibility assumed by class counsel; (d) the monetary value of the matters in issue; (e) the importance of the matter to the class; (f) the degree of skill and competence demonstrated by class counsel; (g) the results achieved; (h) the ability of the class to pay; (i) the expectations of the class as to the amount of the fees; and (j) the opportunity cost to class counsel in the expenditure of time in pursuit of the litigation and settlement. [3]

[3] These risks of a class proceeding include all of liability risk, recovery risk, and the risk that the action will not be certified as a class proceeding. [4]

[4] Fair and reasonable compensation must be sufficient to provide a real economic incentive to lawyers to take on a class proceeding and to do it well. [5]

[5] Accepting that Class Counsel should be rewarded for taking on the risk of achieving access to justice for the Class Members, they are not to be rewarded simply for taking on risk divorced of what they actually achieved. [6] Placing importance on providing fair and reasonable compensation to Class Counsel and providing incentives to lawyers to undertake class actions does not mean that the court should ignore the other factors that are relevant to the determination of a reasonable fee. [7] The court must consider all the factors and then ask, as a matter of judgment, whether the fee fixed by the agreement is reasonable and maintains the integrity of the profession. [8]

[6] In an action commenced on September 11, 2015, the Plaintiffs [9] sue 18 groups of financial institutions for $1.0 billion. [10]

[7] The Plaintiffs allege that the Defendants conspired with each other to fix prices in the futures exchange market (the “FX Market”). It is alleged that through the use of multiple chat rooms with names such as “The Cartel,” “The Bandits’ Club,” and “The Mafia,” the Defendants communicated directly with each other to coordinate their: (a) fixing of spot prices; (b) control and manipulation of FX benchmark rates; and (c) exchange of key confidential customer information to trigger client stop loss orders and limit orders. The Plaintiffs allege that the Defendants’ conspiracy impacted all manner of FX instruments, including those trading both over-the-counter and on exchanges.

[8] The Plaintiffs have settled with twelve groups of Defendants. [11] There is an agreement in principle to settle with a thirteenth group, and the action continues against a group of five Defendants, two of which were just recently added. The gross amount of the settlements to date is $107 million.

[9] Approximately 40% of the FX Market can be attributed to the 12 groups of Defendants that have settled. Approximately 40% of the FX Market can be attributed to the other Defendants, and the remaining approximately 20% of the FX Market is attributable to non-defendants.

[10] Class Counsel is a consortium of five law firms. [12] Class Counsel entered into retainer agreements with the Plaintiffs. The Agreements have been approved in the context of the earlier fee approval orders. The retainer agreements provide for a sliding scale of payment depending on the stage of the action in which a settlement is obtained. Under the retainer agreements, settlements obtained before certification provide for a counsel fee of 25% plus applicable taxes and disbursements. The retainer agreements require Class Counsel to fund disbursements until such time as settlements can be obtained and the settlement funds may be used to pay disbursements.

[11] Class Counsel have agreed to provide indemnities to the Plaintiffs for any adverse costs awards. Class Counsel did not seek the support of the Class Proceedings Fund or from a third-party funder.

[12] As of May 31, 2018, Class Counsel have docketed time worth $5.2 million. Class Counsel have already been paid $6.0 million in court approved fees. In November 2016, I approved a counsel fee of approximately $4.0 million plus disbursements of $ 156,103.41 , a $25% contingency fee to be paid out of settlement funds . [13] In April 2017, I declined to base the fee award as a contingency fee but approved an interim counsel fee of $2.0 million plus disbursements of $0.7 million to be paid out of settlement funds. [14]

[13] Class Counsel now requests approval of a further fee of $13.7 million plus disbursements of $135,446.85 and applicable taxes to be paid out of settlement funds . They propose that $10,757,033 plus the disbursements be approved for immediate payment with $3.0 million held back until substantial completion of a recently approved distribution plan. [15]

[14] The Plaintiffs approve of their lawyers’ fee request. There were no objections from Class Members to Class Counsel’s fee request.

[15] If the additional fees are approved, then the counsel fees to date total $19.7 million, approximately $20 million, and constitute a contingency fee of 18.5 % and a multiple of 3.8 of the docketed time.

[16] As noted above, the fairness and reasonableness of the fee is to be determined in light of the risk undertaken by Class Counsel in conducting the litigation and the degree of success or result achieved.

[17] Although it is my opinion that the risk undertaken by Class Counsel is not nearly as extreme as counsel would have it, for the purposes of this particular interim fee motion, I am prepared to assume that this class action has the absolutely highest level of complexity and risk, the absolutely highest level of responsibility assumed by Class Counsel; and I assume that Class Counsel have demonstrated the absolutely highest degree of skill and competence.

[18] I give little weight to the factor that the Plaintiffs endorsed their lawyers’ fee request or that there were no objections from Class Members. This is typical of most class actions, particularly class actions in which, individual class members who have very little skin in the game remain blissfully ignorant of the efforts being made on their behalf and who would have no reason to object to Class Counsel being paid for those efforts.

[19] Based on these assumptions and factors, in the immediate case, the critical factor for determining the fairness and reasonableness of Class Counsel’s fee request is the degree of success or result achieved to date in light of what might be achieved in the future by carrying on this class action.

[20] In my Reasons for Decision for the settlement approval for the first round of settlements, I noted that for future settlement approval motions to determine the degree of success and the reasonableness of future settlements and of future fee approvals, the court would require additional information on the Plaintiffs’ calculation of damages. [16] This information is necessary to determine the degree of success achieved by Class Counsel.

[21] For the second round of settlement approvals, the Plaintiffs retained Professor Ilias Tsiakas, Professor of Finance at the University of Guelph and an expert in foreign exchange markets, to provide an estimate on the range of potential damages suffered by members of the putative class.

[22] Although Class Counsel has not yet obtained a full damages report for purposes of trial, Professor Tsiakas provided a preliminary opinion in respect of the estimated range of the aggregate value of damages suffered by the Class Members during the Class Period. The Class Members are of three types; namely: investors who purchased FX instruments directly from the Defendants (direct investors); investors who purchased FX instruments indirectly from the Defendants (indirect investors); and investors who purchased FX instruments directly or indirectly from non-Defendants (so called “umbrella investors”).

[23] Professor Tsiakas estimated a range of total damages between $155 million and $619.9 million between 2008 and 2013 ( i.e. , the period that was the subject of regulatory findings) and between $270 million and $1,089 million (approximately $1 billion) for the entire class period.

[24] More recently, in his report in support of the motion to approve the distribution plan, Professor Tsiakas opines that, during the class period, the estimated value of total damages suffered by both direct and indirect claimants is $578 million for the entire class period.

[25] In their fee approval factum, Class Counsel point out that while Professor Tsiakas has provided his best estimate of damages to date, there are high risk contingencies that he could not yet account for and these contingencies may reduce the damages range. For example, the damages estimates are calculated on the basis of the entirety of the Canadian FX market, but at the present, there is divided judicial authority about whether the umbrella investors’ damages are payable by the Defendants. In the immediate case, the umbrella investors, who are Class Members, did not purchase their FX instruments from the Defendants. If the Defendants are not liable for the umbrella investors, then the estimated value of total damages suffered by both direct and indirect claimants would be reduced by 20% to $462 million.

[26] Another significant contingency is that many Canadian direct class members will have executed trades in the US and are eligible to claim a portion of the settlement in a US foreign exchange class action and the defendants will likely argue that, to the extent that Class Members’ claims fall within the definition of “Released Claims” in the US case, they cannot recover in the Canadian class action. In their factum, Class Counsel note that while they disagree with the Defendants likely position, if the court were persuaded that the American release is applicable to claims made in the immediate case, a significant amount of Class Members’ claims could be barred.

[27] In measuring the success achieved by Class Counsel to date, it is worth noting that the class membership includes the umbrella investors, which was a choice made by Class Counsel, and the umbrella investors’ pursuit of access to justice is as worthy as the remainder of the class.

[28] And in terms of measuring success, it is necessary to note that while for the purposes of settlement negotiations, it may make sense to negotiate to have a Defendant pay its several ( i.e ., its discrete individual share of) liability, the Defendants are actually exposed to a joint and several liability. Thus, the twelve settling Defendants in the case at bar have obtained a release of their $0.58 billion to $1.0 billion joint and several liability by paying their aggregate several liability ($232 million to $400 million) at the discounted value of $107 million.

[29] Some measure of the of the degree of success or result achieved to date and that may be achieved in the future may be deduced from the pleaded claim in the Statement of Claim and from the information provided by Professor Tsiakas. It may be deduced that:

• If the settling Defendants are jointly and severally liable to the class, whose members include direct investors, indirect investors, and direct and indirect umbrella investors, for the damages pleaded and allegedly suffered by the class; i.e., $1.0 billion, then the $107 million settlement fund is an 11% success in achieving access to justice for the class.
• If the settling Defendants are jointly and severally liable for the high end of the estimated range of damages suffered by the class, i.e., $578 million, then the $107 million settlement is a 19% success in achieving access to justice for the class.
• If the settling Defendants are jointly and severally liable for the low end of the estimated range of damages suffered by the class, i.e., $270 million, then the $107 million settlement is a 40% success for Class Counsel.

[30] In my opinion, if the access to justice and behaviour medication purposes of the Class Proceedings Act are to be achieved, then in the immediate case, Class Counsel should be viewed as having achieved a 19% success for the Class before deducting counsel fee, disbursements and applicable taxes on fees.

[31] The question then for me to decide is whether considering all the factors relevant to the approval of a counsel fee whether Class Counsel’s fee request of approximately $20 million in this on-going class action is fair and reasonable and maintains the integrity of the profession and the scheme of the Class Proceedings Act, 1992 .

[32] My answer to that question is no. In my judgment, the appropriate additional fee to top up the $6 million already allocated is $7 million. This award is made without prejudice to Class Counsel’s right to apply for further fee allocations as the action proceeds. I direct that the disbursements also be paid and that $10 million be held back from the recently approved distribution plan for the future fees and disbursements. Thus, in my judgment, the appropriate contingency fee for the $107 million settlement proceeds is 12%, yielding a fee of $12.8 million, approximately $13 million, of which $6 million has been paid, leaving a balance of approximately $7 million to be paid. A counsel fee of $13 million is fair and reasonable compensation sufficient to provide a real economic incentive to lawyers to take on a class proceeding and to do it well.

[33] I arrive at the $7 million allocation of an additional fee for the following reasons.

[34] Approaching the matter as a matter of setting an appropriate percentage for a contingency fee, in my opinion, a $19.7 million aggregate contingency fee of 18.5 % for a 11% percent success of the pleaded claim or 19% percent success of the Plaintiffs’ expert’s estimated value of the claim is not fair and reasonable and does not maintain the integrity of the profession nor does it advance the purposes of the Class Proceedings Act, 1992 . The appropriate percentage is 12% at this juncture of the proceeding.

[35] Approaching the matter as a matter of an appropriate multiplier to be applied to the $5.2 million of docketed hours to date, in my judgment, having regard to the state of the action and the success achieved to date, the appropriate multiplier is 2.5, which would yield a counsel fee of $13 million, of which Class Counsel have already received $6 million, leaving a balance of $7 million. In my opinion, a multiplier of 2.5 is fair and reasonable.

[36] In contrast, Class Counsel’s fee request of an additional $13.7 million for a fee of approximately $20 million yields a multiplier of 3.8, which overcompensates Class Counsel for the success achieved and disincentives Class Counsel to robustly pursue the remaining Defendants.

[37] In this last regard, it seems to me that approving a high multiplier or a high percentage for an interim contingency fee approval encourages Class Counsel to bail and get out while the getting is good. In the case at bar, if Class Counsel were to recover an approximately $15 million profit on their approximate $5.0 million investment in docketed time, the incentive, if anything, on Class Counsel would be to settle as quickly as possible, especially having regard to the prospect of escaping the gruesome litigation and other risks described at considerable length and with considerable puffing in their factum.

[38] I do not have the benefit of foresight, but if in the future, it is prudent for Class Counsel to settle because of the ever escalating risks and expenses of the on-going litigation and thus it turns out that the class does not recover much more than the $107 million already recovered, then with the benefit of hindsight, a fee award of approximately $20 million would not be fair and reasonable for the class and would not advance the access to justice and behaviour modification purposes of the Class Proceedings Act, 1992 .

[39] I do not have the benefit of foresight, but if in the future Class Counsel were to perform up to the standard that have to date and settled with all the remaining Defendants, I extrapolate that they would recover $214 million and a 37% success in achieving access to justice for the class. However, as the size of the settlement increases, to preserve the access to justice principles of the Class Proceedings Act, 1992 , Class Counsel should anticipate that the courts will reduce Class Counsel’s contingency fee to a fairer sharing of the proceeds of the litigation. [17] Without prejudging the matter in the immediate case, I rather doubt that it would be fair and reasonable, in the future to approve a contingency fee of 25%; i.e. $54 million of a $214 million recovery. In turn, this suggests that in the case at bar, it is, at least, premature to award $20 million of earnings before the hard work of taking on the non-settling defendants begins in earnest.

[40] As it is, it should be noted that by approving interim settlements of several liability at discounted values of the joint and several losses of the class members, the court runs the risk of not achieving access to justice and of making a licensing scheme out of the Class Proceedings Act, 1992 and to encourage wrongful conduct rather than behaviour modification.

[41] Visualize, in the case at bar, the Defendants’ liability is joint and several and if the Defendants did cause the Class Members a $1.0 billion loss (as the Plaintiffs originally pleaded), then the settling Defendants paying collectively $107 from their ill-gotten gain of $400 million (40% of $1.0 billion) was a very profitable wrongdoing that has been licensed by the court in approving the settlements. If the Defendants only caused a $578 million loss, then the settling Defendants paying collectively $107 million for their ill-gotten gain is still very profitable wrongdoing. While defendants and their lawyers will not acknowledge it, the class proceedings regime under the Class Proceedings Act, 1992 is as pro-defendant as it is pro-plaintiff.

[42] I shall conclude this discussion with an observation. A motion to determine what is the appropriate interim counsel fee is one of several ironical and dysfunctional features of class proceedings under the Class Proceedings Act, 1992 . This feature is demonstrated by the case at bar.

[43] In the immediate case, in their pursuit of a $20 million counsel fee, Class Counsel were compelled to reveal the weaknesses in the Class Members’ case on the merits in order to demonstrate how risky is this litigation (and thus secure the risk factor of the approval formula) and to disclose the weakness in the calculation of damages (in a kind of bidding against oneself way) to secure the measure of success factor, i.e. , it is more impressive to recover $107 million of $0.46 billion (the maximum recovery without including the umbrella investors), than it is to recover $107 of $1.0 billion. The irony and the dysfunction is that the non-settling Defendants are served up a feast of pre-discovery information that reduces their exposure to liability. This observation suggests that it may be preferable in future cases to award interim fees as I did in the case at bar by simply applying a multiplier to Class Counsel’s docketed time.

[44] For the above reasons, the appropriate additional fee is $7 million, without prejudice to Class Counsel’s right to apply for further fee allocations as the action proceeds. I direct that the disbursements also be paid and that $10 million be held back from the recently approved distribution plan for the future fees and disbursements.

[45] Order accordingly.

Perell, J. Released: July 5, 2017

COURT FILE NO.: CV-15-536174 DATE: 20180705 ONTARIO SUPERIOR COURT OF JUSTICE BETWEEN: JOSEPH S. MANCINELLI, CARMEN PRINCIPATO, DOUGLAS SERROUL, LUIGI CARROZZI, MANUEL BASTOS and JACK OLIVEIRA in their capacity as THE TRUSTEES OF THE LABOURERS’ PENSION FUND OF CENTRAL AND EASTERN CANADA, and CHRISTOPHER STAINES Plaintiffs – and – ROYAL BANK OF CANADA, RBC CAPITAL MARKETS LLC, BANK OF AMERICA CORPORATION, BANK OF AMERICA, N.A., BANK OF AMERICA CANADA, BANK OF AMERICA NATIONAL ASSOCIATION, THE BANK OF TOKYO MITSUBISHI UFJ LTD., BANK OF TOKYO-MITSUBISHI UFJ (CANADA), BARCLAYS BANK PLC, BARCLAYS CAPITAL INC., BARCLAYS CAPITAL CANADA INC., BNP PARIBAS GROUP, BNP PARIBAS NORTH AMERICA INC., BNP PARIBAS (CANADA), BNP PARIBAS, CITIGROUP, INC., CITIBANK, N.A., CITIBANK CANADA, CITIGROUP GLOBAL MARKETS CANADA INC., CREDIT SUISSE GROUP AG, CREDIT SUISSE SECURITIES (USA) LLC, CREDIT SUISSE AG, CREDIT SUISSE SECURITIES (CANADA), INC., DEUTSCHE BANK AG, THE GOLDMAN SACHS GROUP, INC., GOLDMAN, SACHS & CO., GOLDMAN SACHS CANADA INC., HSBC HOLDINGS PLC, HSBC BANK PLC, HSBC NORTH AMERICA HOLDINGS INC., HSBC BANK USA, N.A., HSBC BANK CANADA, JPMORGAN CHASE & CO., J.P.MORGAN BANK CANADA, J.P.MORGAN CANADA, JPMORGAN CHASE BANK NATIONAL ASSOCIATION, MORGAN STANLEY, MORGAN STANLEY CANADA LIMITED, ROYAL BANK OF SCOTLAND GROUP PLC, RBS SECURITIES, INC., ROYAL BANK OF SCOTLAND N.V., ROYAL BANK OF SCOTLAND PLC, SOCIÉTÉ GÉNÉRALE S.A., SOCIÉTÉ GÉNÉRALE (CANADA), SOCIÉTÉ GÉNÉRALE, STANDARD CHARTERED PLC, UBS AG, UBS SECURITIES LLC and UBS BANK (CANADA) Defendants

REASONS FOR DECISION

PERELL J. Released: July 5, 2018.

Footnotes

[1] S.O. 1992, c. 6 .

[2] Parsons v. Canadian Red Cross Society , 2000 ONSC 22386 , [2000] O.J. No. 2374 at para. 13 (S.C.J.); Smith v. National Money Mart , 2010 ONSC 1334 at paras. 19-20 , varied 2011 ONCA 233 ; Fischer v. I.G. Investment Management Ltd. , [2010] O.J. No. 5649 at para. 25 (S.C.J.) .

[3] Smith v. National Money Mart , 2010 ONSC 1334 , varied 2011 ONCA 233 ; Fischer v. I.G. Investment Management Ltd. , [2010] O.J. No. 5649 at para. 28 (S.C.J.) .

[4] Gagne v. Silcorp Ltd. , 1998 ONCA 1584 , [1998] O.J. No. 4182 t para. 17 (C.A.); Endean v. Canadian Red Cross Society , 2000 BCSC 971 at paras. 28 and 35 .

[5] Gagne v. Silcorp Ltd . (1998), 1998 ONCA 1584 , 41 O.R. (3d) 417 (C.A.); Parsons v. Canadian Red Cross Society (2000), 2000 ONSC 22386 , 49 O.R. (3d) 281 (S.C.J.); Vitapharm Canada Ltd. v. F. Hoffmann-La Roche Ltd. , [2005] O.J. No. 1117 at paras. 59-61(S.C.J.) ; Sayers v. Shaw Cablesystems Ltd. , 2011 ONSC 962 at para. 37 .

[6] Welsh v. Ontario , 2018 ONSC 3217 at para. 103 .

[7] Smith Estate v. National Money Mart Co ., 2011 ONCA 233 at para. 92 .

[8] Commonwealth Investors Syndicate Ltd. v. Laxton , [1994] B.C.J. No. 1690 at para. 47 (B.C.C.A.) .

[9] The Plaintiffs are Christopher Staines and Joseph S. Mancinelli, Carmen Principato, Douglas Serroul, Luigi Carrozzi, Manuel Bastos, and Jack Oliveira, in their capacity as The Trustees of the Labourers’ Pension Fund of Central and Eastern Canada.

[10] The Defendants are: (1) Royal Bank of Canada, RBC Capital Markets LLC; (2) Bank of America Corporation, Bank of America, N.A., Bank of America Canada, Bank of America National Association; (3) The Bank of Tokyo Mitsubishi UFJ Ltd. , Bank of Tokyo-Mitsubishi UFJ (Canada); (4) Barclays Bank PLC, Barclays Capital Inc., Barclays Capital Canada Inc.; (5) BNP Paribas, BNP Paribas (Canada), BNP Paribas Group, BNP Paribas North America Inc.; (6) Citibank, N.A., Citibank Canada, Citigroup Global Markets Canada Inc., Citigroup, Inc.; (7) Credit Suisse Group AG, Credit Suisse Securities (USA) LLC, Credit Suisse AG, Credit Suisse Securities (Canada), Inc.; (8) Deutsche Bank AG; (9) The Goldman Sachs Group, Inc. , Goldman, Sachs & Co., Goldman Sachs Canada Inc .; (10) HSBC Holdings PLC, HSBC Bank PLC, HSBC North America Holdings Inc., HSBC Bank USA, N.A., HSBC Bank Canada; (11) J.P. Morgan Canada, JPMorgan Chase Bank National Association, JPMorgan Chase & Co., J.P. Morgan Bank Canada; (12) Morgan Stanley, Morgan Stanley Canada Limited; (13) Royal Bank of Scotland Group PLC, RBS Securities, Inc., Royal Bank of Scotland N.V., Royal Bank of Scotland PLC; (14) Société Générale S.A., Société Général e (Canada), Société Général e; (15) Standard Chartered PLC; and (16) UBS AG, UBS Securities LLC and UBS Bank (Canada) ; (17) Bank of Montreal, BMO Financial Corp., BMO Harris Bank N.A., BMO Capital Markets Limited; and (18) Toronto Dominion Bank, TD Bank, N.A., TD Group Holdings, LLC, TD Bank USA, N.A. and TD Securities Limited.

[11] The facts are set out in my Reasons for Decision reported as: Staines v. Royal Bank of Canada , 2016 ONSC 5270 (Consent Certification No. 1), Mancinelli v. Royal Bank of Canada , 2016 ONSC 6953 (Settlement Approval No. 1), Mancinelli v. Royal Bank of Canada , 2016 ONSC 7857 (Consent Certification No. 2); Mancinelli v. Royal Bank of Canada 2017 ONSC 2324 (Settlement Approval No. 2); Mancinelli v. Royal Bank of Canada , 2017 ONSC 3910 (Consent Certification No. 3); Mancinelli v. Royal Bank of Canada 2017 ONSC 4219 (Consent Certification No. 4); and Mancinelli v. Royal Bank of Canada , 2017 ONSC 5503 (Settlement Approval Nos. 3 & 4).

[12] The consortium is: (1) Sotos LLP, (2) Siskinds LLP, (3) Koskie Minsky LLP, (4) Camp Fiorante Matthews Mogerman, and (5) Siskinds Desmeules s.e.n.c.r.l, counsel to the plaintiff in a companion action in Québec (Court File No. 200-06-000189-152.)

[13] Mancinelli v. Royal Bank of Canada , 2016 ONSC 6953 .

[14] Mancinelli v. Royal Bank of Canada , 2017 ONSC 2324 .

[15] The plan was approved in Mancinelli v. Royal Bank of Canada , 2018 ONSC 4192 .

[16] Mancinelli v. Royal Bank of Canada , 2016 ONSC 6953 (Settlement Approval No. 1) at paras. 34 and 35.

[17] Justice Belobaba also discusses the problem of determining what is the appropriate counsel fee when there is a large settlement fund in Brown v. Canada (Attorney General), ONSC 3429.