COURT FILE NO.: FS-19-00096622-0000

DATE: 2022 08 22

ONTARIO

SUPERIOR COURT OF JUSTICE

B E T W E E N:

Micheline BOUTIN

Robert M. Halpern and Victoria Varro, for the Applicant

Applicant

• and -

Victor BOUTIN

Gary S. Joseph and Aria MacEachern, for the Respondent

Respondent

JSVB Holdings Ltd. and Juan Speck Added Parties

Rohit R. Kumar

HEARD: August 5, 2022.

REASONS ON CONTEMPT SENTENCING AND OTHER MOTIONS

RSJ RICCHETTI

OVERVIEW.. 3

THE ISSUES TO BE DECIDED. 6

THE PERSONS AND ENTITIES. 8

THE BACKGROUND. 11

COMMENT ON THE ADDITIONAL AFFIDAVIT AND VIVA VOCE EVIDENCE. 12

ANALYSIS. 13

The ISSUE AND MOTIONS. 13

Mr. Boutin’s Motion to adjourn the Sentencing. 13

Mrs. Boutin’s Receivership Motion. 18

The Relief Sought and Background. 18

The Position of the Parties. 19

Has Mr. Boutin Purged his Contempt?. 20

The Law. 23

Sentencing. 27

a) The Financial Penalty. 28

b) Appointment of an Investigative Receiver 30

i) Receivership Under S.101 Court of Justice Act 30

ii) Receivership as a Term of the Contempt Sentence. 32

iii) The Mandate of the Investigative Receiver 34

iv) Terms of the Receivership. 38

v) The Costs of the Investigative Receivership. 39

vi) “Up Front” Payment of Receiver 39

vii) Conclusion. 40

Mr. Boutin and Mrs. Boutin’s Motions to Sell Specific Properties. 41

The Competing Motions. 41

Jurisdiction to Sell Corporately Held Properties. 43

Mr. Boutin’s Proposed Sale Properties. 45

Mrs. Boutin’s Proposed Sale Properties. 48

Conclusion on the Sale of the Properties. 48

The Halton Hills Net Proceeds of Sale held in Trust 51

JSVB’s Motion to Release $975,000. 51

Mrs. Boutin’s Claim to Halton Hills Proceeds of Sale. 52

Analysis and Conclusion on the Halton Hills Net Proceeds. 53

Mrs. Boutin’s Various Other Relief 57

CONCLUSION. 58

COSTS. 59

APPENDIX A. 60

(DRAFT RECEIVERSHIP ORDER SUBJECT TO SUBMISSIONS OR AGREEMENT) 60

SCHEDULE 1 ………………………………………………………………………. .. 69

OVERVIEW

1Financial disclosure in a family law case is – without doubt – one of the most important obligations.

2The fundamental requirement for all family law proceedings is that each party must, soon after the proceeding is commenced, make complete and accurate financial disclosure. See Rule 13 of the Family Law Rules, O. Reg. 114/99. This Rule also provides that each party has a continuing obligation to update their financial information, correct any erroneous information, and provide any omitted financial information as soon as it becomes known or is available.

3Complete and accurate financial disclosure is fundamental to ensure that the parties can engage in fair and informed discussions to enable them to reach an equitable and enforceable resolution of their family law dispute or, where necessary, to ensure each party has all relevant and accurate financial information to place before a court so that the court can make an informed, fair, and equitable judicial determination on the financial issues.

4Court involvement should not be required to ensure complete and accurate financial information is disclosed. See Sparr v. Downing, 2020 ONCA 793, para. 4.

5Where such complete and accurate financial disclosure is not forthcoming or is substantially delayed, the opposing party is seriously prejudiced in its claims such as, where child support is at issue, where spousal support is at issue, and equalization of family property is at issue. This failure to make complete and accurate disclosure leads to lengthy and unnecessarily complex family law proceedings, unreasonable positions, many unnecessary motions, high conflict situations and, sometimes, parties resorting to self-help remedies rather than waiting for the court to enforce compliance with the Rules and/or court orders.

6The failure to make complete and accurate financial disclosure often causes the financially disadvantaged party to become self-represented, usually because the refusal to make complete and accurate financial disclosure is the litigation strategy of the party with superior financial resources.

7The failure to make complete and accurate financial disclosure has been described as a “cancer” in family law proceedings. See Michel v. Graydon (2020), 45 R.F.L. (8th) 1 (S.C.C.) at para. 33.

8Where a party is permitted to disregard financial disclosure orders, the confidence of the public in the administration of justice is undermined.

9It brings the administration of justice into disrepute.

10The Courts must address cases where a party deliberately fails or refuses to make complete and accurate financial disclosure, in a manner that strongly reaffirms rules must be followed or there will be consequences – serious consequences. This is necessary to ensure that the offending party and other parties in other proceedings are deterred from engaging or continuing to engage in such conduct and to ensure that the offending party does not benefit from their misconduct. See Itrade Finance Inc. v. Webworx Inc. [2005] O.J. No. 3492 at para. 20 (ON S.C.).

11This is one of those cases deserving of the imposition of serious consequences for the failure to make complete and accurate financial disclosure.

12The Respondent, Mr. Victor Boutin, has spent his life building a successful real estate development business. He is now 78 years old. The Applicant, Mrs. Micheline Boutin, is 73 years old. They were married for 47 years while this business grew. But Mr. Boutin has engaged in a litigation strategy of deliberately refusing to voluntarily make complete and accurate financial disclosure and flagrantly refusing to comply with multiple disclosure orders. To make Mr. Boutin’s conduct even more egregious, he has utilized the delay in providing complete and accurate financial disclosure to dissipate assets by ignoring court non-dissipation orders and engaging in non-arm’s length transactions.

13The prejudice to Mrs. Boutin and negative impact to the administration of justice is obvious.

14And the consequences of Mr. Boutin’s actions may very well be the undoing of his life’s work.

THE ISSUES TO BE DECIDED

15There are several issues that need to be decided at this hearing:

a) Mr. Boutin was found to be in contempt of four disclosure orders (the “Disclosure Orders”) described in Boutin v. Boutin 2022 ONSC 3239 (“Boutin”). Mr. Boutin brought a motion to adjourn the Sentencing Hearing for contempt (“Contempt Sentencing”).

b) Whether a Receiver should be appointed either as a term of the Contempt Sentencing or pursuant to s. 101 of the Courts of Justice Act, R.S.O. 1990, c. C.43(“CJA”) or R. 31 of the Family Law Rules (“FLR”).

c) Mr. Boutin’s motion to sell certain properties.

d) Mrs. Boutin’s motion to sell certain properties.

e) JSVB Holdings Ltd. (“JSVB”) motion to release certain net proceeds from the sale of the Halton Hills lands described in Boutin.

f) Mrs. Boutin’s motion to deal with the Halton Hills net proceeds and Vendor Take-Back (“VTB”) mortgage; and

g) Various other relief sought by Mrs. Boutin.

16Both parties have filed, over the past few months, numerous motions and affidavits; there was viva voce evidence at the Contempt hearing; followed by further motions, affidavits, and further viva voce evidence at this Sentencing and Motion’s Hearing.

17Mr. Martin, Mrs. Boutin’s valuation expert, and Jimmy Boutin, Mr. Boutin’s son, testified at the Sentencing Hearing. At the Sentencing Hearing, the additional affidavits, viva voce evidence, and submissions were directed at the extent to which, not whether, Mr. Boutin continued to be in breach of the Disclosure Orders.

18There is no dispute that Mr. Boutin has not fully complied with the Disclosure Orders.

THE PERSONS AND ENTITIES

19Two central issues in this proceeding are an equalization of family property and spousal support. While Mr. Boutin claims that he is unable to pay spousal support and lacks realizable equity in assets, it is important to note, that just a few months before the separation, Mr. Boutin’s Net Worth Statement showed a net worth of more than $77 million dollars. He is owed by Boutin Holdings Ltd., a company in which he has 100% shareholdings approximately $18,000,000 while Boutin Holdings Ltd. has an estimated $29,000,000 in retained earnings. While claiming impecuniosity, there is evidence in the record of a continued lifestyle which belies this claim.

20Mr. Boutin and Mrs. Boutin were married for approximately 47 years. They separated on November 1, 2019. Mr. Boutin is now 78 years old. Mrs. Boutin is 73 years old. They have two children, Jimmy and Eric, both now adults.

21Jimmy Boutin is estranged from his mother and is heavily involved in Mr. Boutin’s business affairs.

22Mr. Boutin is a successful land developer and builder. Mr. Boutin owns a significant number of properties, some personally, some through corporations in which he is the sole shareholder. He recently completed a condominium project in late 2021.

23Mr. Boutin admitted the following corporate holdings at the Contempt Hearing. However, details of certain transactions such as estate freezes and/or trusts, while briefly mentioned in evidence, are not fully explained in the court materials. I make no comment or finding on the bona fides, validity or completeness of the corporate holdings described by Mr. Boutin and whether there may be other corporate holdings in which he has a beneficial or trust ownership, such as some of the “Boutin” corporations now owned and/or operated by Jimmy Boutin :

a) 2136615 Ontario Ltd. - 100% interest;

b) Boutin Holdings Ltd. - 100% interest which company has a 50% interest in Sota Investments Limited (although it is unknown if this is an estate freeze mentioned by Mr. Boutin);

c) A 50% interest in JSVB Holdings Ltd. which has a 100% interest in 2131006 Ontario Ltd and 2131754 Ontario Ltd. (although it is unknown if this is an estate freeze mentioned by Mr. Boutin). JSVB Holdings Ltd. was described as a name change but is shown as a separate corporation by Mr. Boutin;

d) 879662 Ontario Inc. - 100% interest which holds 100% of the shares in Everlast Caulking & Waterproofing Ltd.;

e) 2240523 Ontario Inc. - 100% interest;

f) SRQ Holdings Inc. - 100% interest;

g) Everlast Group Ltd. (unclear who beneficially owns this company);

h) ATS Biotech Inc.- 52% of the common shares and 51% of the Preferred shares, which company holds 100% in each of ATS Biotech Corp, ATS Consumer Product Inc., ATS Industries Inc., ATS Manufacturing Inc.;

i) Amptek Electric Ltd.- a 51% common shares; and

j) And any other corporation which is determined by the Investigative Receiver (appointed hereunder) that Mr. Boutin has a legal or beneficial interest.

(collectively the “Boutin Companies”)

24A copy of Mr. Boutin’s admitted corporate holdings at the Contempt Hearing is attached as Schedule 1 hereto.

25Mr. Boutin is, in some cases, involved in the land and development business with Juan Speck. The two of them are, indirectly, 50% shareholders in JSVB. It is not clear whether Sota Investments Limited is also a 50% ownership between Mr. Speck and Mr. Boutin, either directly or through holding companies. At one point this was described as a “name change” but are shown as separate corporations on Schedule 1.

THE BACKGROUND

26This will not repeat the background, the facts, or the reasons for finding Mr. Boutin in Contempt. They are set out in Boutin. The Reasons in Boutin form the bedrock/foundation for the findings and imposition of a fair and just sentence for Contempt and the motions decided herein.

COMMENT ON THE ADDITIONAL AFFIDAVIT AND VIVA VOCE EVIDENCE

27Mr. Martin’s further affidavit and viva voce evidence updated the outstanding disclosure remaining from each of the Disclosure Orders.

28Mr. Boutin’s counsel acknowledged that the court-ordered business valuation and income expert reports remain outstanding. This is a key piece of financial disclosure that remains outstanding but is, by no means, the only or most significant outstanding financial disclosure.

29Jimmy Boutin’s testimony at the Sentencing hearing remains consistent with his prior testimony: evasive and unreliable for the reasons described below.

30Despite having given Mr. Boutin more than two months since the release of Boutin to fully comply with the Disclosure Orders, I find that there continues to be substantial and important financial disclosure outstanding. This failure to comply with the Disclosure Orders prejudices Mrs. Boutin and prevents this matter from moving forward to resolution or trial. What is shocking is that it is close to three years since separation and more than two years since the first Disclosure Order was made. What makes this worse is evidence that Mr. Boutin has, during the period, Mr. Boutin has engaged in financial transactions which have reduced his assets and wealth post separation.

ANALYSIS

The ISSUE AND MOTIONS

Mr. Boutin’s Motion to adjourn the Sentencing

31At the commencement of the hearing, Mr. Boutin sought a further adjournment to permit Mr. Boutin to “purge his contempt”. After hearing submissions from Mr. Boutin’s counsel, I dismissed the motion with reasons to follow. These are those reasons.

32The essential facts which made it imperative that this Sentencing Hearing and all the related motions proceed as scheduled are as follows:

a) The parties separated on November 1, 2019.

b) Over the next two years, there were numerous attendances in court. At most court hearings Mrs. Boutin sought an order that Mr. Boutin make proper financial disclosure. The first such order was made on August 13, 2020 and remains outstanding to some extent.

c) There have been four (4) separate Disclosure Orders over approximately 18 months. All the Disclosure Orders required Mr. Boutin to provide specific and detailed financial disclosure of his real estate development and properties as well as to produce a business valuation and income report. The last Disclosure Order in December 2021 had been adjourned numerous times over approximately a nine-month period culminating in an order in December 2021. This Disclosure Order, by Barnes J., gave Mr. Boutin a last chance to provide complete and accurate financial disclosure within 60 days. Disclosure remains outstanding under that order.

d) Throughout the many motions, Mr. Boutin advised the court that the financial disclosure was imminent, often delaying the motion or simply obtaining yet another Disclosure Order with another deadline for compliance. Despite the representations by Mr. Boutin’s counsel, complete and accurate financial disclosure has never been made by Mr. Boutin in this proceeding, neither pursuant to the Disclosure Orders nor to his obligation under the FLR. Mr. Boutin has received numerous indulgences and opportunities to comply with the Disclosure Orders.

e) Mrs. Boutin’s Contempt Motion was originally brought on October 5, 2021, more than 10 months ago. Bringing this motion did not encourage Mr. Boutin nor expedite compliance with the Disclosure Orders.

f) Evidence was led at the Contempt Hearing establishing, beyond a reasonable doubt, that Mr. Boutin deliberately and flagrantly breached the Disclosure Orders. There was testimony by Jimmy Boutin that “the documents aren’t here” or “I thought this term of the order was complied with”. Notwithstanding such evidence, the documents weren’t produced. The court made it clear that detailed financial disclosure is required, not just a “high level” disclosure.

g) Evidence at the Contempt Hearing also established that Mr. Boutin has engaged in various financial dealings, some of which are admitted improper and potentially fraudulent (such as paying the proceeds of sale from Mr. Boutin’s personally held Florida properties to Jimmy Boutin). Complete and accurate financial disclosure of these transactions remains elusive. The result is that these financial dealings have reduced and/or reduce Mr. Boutin’s assets and incomes, prejudicing Mrs. Boutin’s claims in this proceeding.

h) There is also clear evidence of wilful disregard of preservation or non-dissipation orders. For example, despite a non-dissipation order made by me on the morning of December 22, 2021, Mr. Boutin (not Mr. Speck) sold the Halton Hills property registered in the name of JSVB on the same day. Then, over the next few months, through his counsel, Mr. Boutin engaged in communications with Mrs. Boutin’s counsel to obscure the fact that this property had been sold.

i) As set out above, on December 31, 2021, Barnes J. made an Order (setting out, in detail, the outstanding disclosure under the previous Disclosure Orders). Justice Barnes required Mr. Boutin to produce his asset and income valuations within 60 days. Despite knowing the court set deadline for compliance and having received a final draft of his valuation expert’s report, Mr. Boutin proceeded to terminate this expert (the second such termination) in early 2022 and hired a new valuation expert to commence preparing the valuation reports. Now, Mr. Boutin says he needs more time to comply with this term of the Disclosure Orders, including producing the valuation and income expert reports.

j) In February 2022, just as the disclosure was due under the Barnes J. Order, Mr. Boutin changed counsel.

k) The Contempt Motion first came before me for a hearing on April 28, 2022. Mr. Boutin sought an adjournment for questioning. Instead, to expedite the hearing, the court directed that the evidence and questioning be done viva voce and scheduled the hearing two weeks later on May 11, 2022.

l) The Boutin decision was released on May 30, 2022.

m) The Sentencing Hearing was originally scheduled for July 7, 2022. The hearing did not proceed that day and was adjourned to August 5, 2022.

n) And now, Mr. Boutin brings a further motion to adjourn the Sentencing Hearing.

33Admittedly, Mr. Boutin’s financial disclosure is more complex than many other family matters. However, Mr. Boutin has had a great deal of time, almost 3 years, to provide his financial disclosure.

34We are presently three months away from the third anniversary of the separation and Mr. Boutin still has not made complete and accurate financial disclosure. A further adjournment would be shocking, unfair, and entirely unjust. Parties in a family proceeding must not be allowed to flout or delay their financial disclosure obligations. The Family Law Act and the FLR must mean something. As set out above, financial disclosure obligations must be enforced against parties who choose to deliberately ignore their disclosure obligations. And compliance must be done within a reasonable time.

35I am also mindful of the fact that an adjournment to comply with the Disclosure Orders will NOT rectify the past inordinate delays, will NOT remedy the many highly questionable non-arm's length dealings, and raises concerns as to what other prejudicial dealings will or may occur during the adjournment.

36Accordingly, Mr. Boutin’s counsel’s submission for “more time” is simply not reasonable, not credible, and is rejected. Leave denied. Motion denied.

Mrs. Boutin’s Receivership Motion

The Relief Sought and Background

37In her motion, Mrs. Boutin sought the following order:

An Order that a non-possessory Receiver (hereinafter referred to as “the Receiver”) is hereby appointed (who shall be the Applicant’s proposed Receiver identified by the time of the hearing of this motion), without security, of all of the assets, undertakings and properties of the Respondent, on the terms set out in the draft Order attached hereto as Schedule A, pursuant to section 101 of the Courts of Justice Act and Rule 26 of the Family Law Rules.

38The proposed mandate of the Receiver is set out in the draft order:

2. THIS COURT ORDERS that, subject to further order of the Court, the Receiver is hereby appointed for the limited purpose of investigating the Property, affairs, transactions and financial records of the Respondent on the terms set out herein for the purposes of (a) identifying the Respondent’s financial ability to satisfy exiting unfulfilled or future Court orders requiring payment to the Applicant; (b) identifying the Respondent’s ability to satisfy exiting unfulfilled or future Court orders requiring disclosure to the Applicant; (c) identifying the Respondent’s ability to satisfy exiting unfulfilled or future Court orders requiring anything else of the Respondent; and, (d) produce sufficient details about the Respondent’s financial means to allow the Applicant to, inter alia, assess, establish and make submissions in respect of the quantum of any equalization payment, support payment or any other payment amount sought in the within proceedings.

39Unfortunately, the proposed mandate of the Receiver appears to be focussed on assisting Mrs. Boutin specifically to enforce current and future financial orders against Mr. Boutin. For the reasons set out below, I reject this proposed mandate for the Receiver.

40The Receivership motion has and continues to be a stand-alone motion relying on the FLR and the Courts of Justice Act. In addition, the Receiver could also be appointed as a penalty in the Contempt Sentencing.

41The Receivership motion was argued by the parties in the May 2022 Contempt Hearing. However, this court reserved because, if Mr. Boutin was found in contempt, the parties were entitled to make further submissions on whether the appointment of the Receiver could or should be a term of the penalty imposed on Mr. Boutin. Submissions in this regard were made on August 5, 2022.

42Accordingly, I will deal with the Contempt Sentencing and the Receivership motion together.

The Position of the Parties

43Mrs. Boutin sought, in her Contempt Motion, a financial penalty, payable to her, of $50,000 pursuant to Rule 31(5)(c) of the FLR. At the Sentencing Hearing, Mrs. Boutin submitted that the penalty should be increased to $250,000 and, in addition, a $500,000 interim payment to Mrs. Boutin ought to be added as part of the penalty.

44Mr. Boutin sought that a penalty of $50,000 for contempt be the sole penalty for the Contempt. Mr. Boutin opposes appointment of a Receiver either on a stand-alone basis or as a penalty for Contempt.

Has Mr. Boutin Purged his Contempt?

45There is no dispute - Mr. Boutin has not purged his contempt.

46What is the extent of Mr. Boutin’s outstanding financial disclosure? Mr. Boutin’s outstanding financial disclosure under the Disclosure Orders is set out in Mr. Martin’s affidavit of August 3, 2022. I accept that evidence. What documents have been produced by Mr. Boutin have raised additional reasonable financial questions, demonstrating, and confirming Mr. Boutin’s failure to provide “complete and accurate” financial disclosure.

47The most significant transactions which cried out for complete and accurate financial disclosure were identified in my reasons in Boutin. This should have provided Mr. Boutin a list of necessary and urgently required disclosure. But most remain outstanding. There remains outstanding significant financial disclosure by Mr. Boutin. For example:

a) There remains no complete and accurate disclosure of Mr. Boutin’s proceeds of sale of the Florida properties, neither from Mr. Boutin nor Jimmy Boutin. There is no clear or complete disclosure or documentation as to the use of those proceeds (even if the court were to ignore the inappropriate transfer of the proceeds to Jimmy Boutin). Once again, Jimmy Boutin testified that he produced corporate bank statements showing monies in and monies out. When asked about detailed source and destination of those expenditures from the companies, again, Jimmy Boutin testified that he didn’t have the documents “with me.” His explanation of disclosure at a “high level” (his words) is neither adequate financial disclosure for compliance with the Disclosure Orders, nor sufficient to discharge a party’s financial disclosure obligations under the FLR. It raises serious concerns to this court that such an attitude and lack of disclosure continues to persist after the release of Boutin.

b) Monies were advanced from one Boutin Company to other Boutin Companies. Some was eventually advanced to non-arm's length parties to Mr. Boutin. There remain serious questions and non-disclosure relating to those transactions, including the bona fides of those transactions. When asked for the documentation for an approximately $1.6 million dollars from Mr. Boutin, Jimmy Boutin testified that he didn’t have the documents with him. Interestingly, he stated $259,893 of these funds were advanced to Jimmy Boutin whereby Jimmy Boutin gave to one of his children, who allegedly loaned $100,000 to Mr. Boutin, and is now shown as a liability of Mr. Boutin.

c) Jimmy Boutin admitted, during his cross examination, that documents showing the detailed source and expenses from monies flowing through the Boutin Companies has not been produced. For example, Jimmy Boutin produced certain documents as proof of outstanding loans. These documents simply stated, “confirmations of loan payable” and were signed by Eric Boutin as alleged proof that the loans existed. But the confirmations do NOT show from where the monies came or what happened to the money allegedly advanced to the Boutin Companies.

d) No shareholder or ownership agreement has been provided for JSVB or Sota Holdings Limited. JSVB is the same company that received $917,000 from the Halton Hills sale proceeds. The use of those funds by JSVB is not in evidence. JSVB now seeks a further $975,000 from the proceeds. If there is no written or oral agreement between the two shareholder/owners, why not say so? Why not show the use of those funds to establish arm’s length corporate, ordinary course of business, expenditures?

48I conclude that Mr. Boutin remains in contempt as there remain significant financial documentation required under the Disclosure Orders.

The Law

49The onus is on the contemnor to demonstrate, on a balance of probabilities, that the contemnor has purged his contempt or made best efforts to do so. Mr. Boutin has failed to meet his onus. If the contemnor fails to purge contempt, then the next step at a contempt hearing is to determine the appropriate penalty. See Stone v. Stone, 2019 ONSC 3214, at para. 18.

50In Blatherwick v. Blatherwick, 2016 ONSC 4630, at para. 28, this court held that “the principal reasons for sentencing in civil contempt are to obtain compliance with court orders and to promote a society where the rule of law prevails.”

51The court must also be mindful of the primary objective of the FLR, which is to deal with cases justly. See Stone supra at para. 20.

52Deterrence is a sentencing goal to prevent further non-compliance by Mr. Boutin specifically and other parties involved in other family proceedings generally. Parties, in family proceedings and all civil proceedings, must know that there are serious consequences for the deliberate and flagrant disobedience of court orders and for failing to make complete and accurate financial disclosure.

53Denunciation is also a sentencing goal to maintain confidence to parties in family law proceedings and the general public who use the justice system. The rule of law and the administration of justice is seriously undermined where parties can ignore statutory obligations or court orders.

54Both goals are particularly important in family proceedings, where the failure to make complete and accurate financial disclosure undermines a just and fair resolution or court determination. And, of course, both goals are important in family proceedings to ensure a party does not take advantage of their failure to make financial disclosure, to hide and dispose of assets – with the intention of defeating or reducing the opposing party's claim. Unfortunately, this is too common a practice which the court must do its utmost to denounce and hopefully, discourage others to follow.

55Rule 31(5) of the Family Law Rules provides judges a wide discretion in imposing sentences for contempt.

56Section 101 of the CJA sets out no statutory limitation as to what form of receivership order can be made.

57A “Court appointed receiver” is appointed by the court. The Receiver is an officer of the court. The Receiver does NOT and is NOT acting for either party. The Receiver is in a fiduciary capacity to all interested parties. As such, the Receiver and the terms of the Receiver’s appointment must maintain the court’s neutral and impartial position in the litigation as well as that of the Receiver.

58While Receivers commonly take control of a party’s specified property, Receivers can also be appointed to investigate personal or business affairs or to investigate certain transactions to protect a party’s interest pending trial. This authority was described in Paulpillai Estate v. Yusuf, 2020 ONCA 655, para. 20:

Section 101(1) authorizes the court to appoint a receiver with investigative powers to protect the parties’ interests pending the resolution of the claims and to mitigate risk posed to the plaintiff’s right to recovery. A receiver with investigative powers is often appointed to gather information and determine the true state of affairs about the parties: see Akagi v. Synergy Group (2000) Inc., 2015 ONCA 368, 125 O.R. (3d) 401, at paras. 65-66, 90.

(Emphasis added.)

59In Akagi v. Synergy Group (2000) Inc., 2015 ONCA 368, the court described a receiver with investigative powers:

[65] The idea of appointing a receiver or monitor with investigative powers -- and sometimes, with only those powers -- has emerged in recent years. This court has not previously been asked to consider whether, or in what circumstances, a s. 101 receiver may be empowered in this fashion. For the purposes of this appeal, it is not necessary that the contours of such an appointment be traced in a detailed manner. Suffice it to say that the idea of appointing a receiver to investigate into the affairs of a debtor is not itself unsound. Rather, it is the runaway nature of the use to which the concept has been put in this case that gives rise to the problem.

66Indeed, whether it is labelled an "investigative" receivership or not, there is much to be said in favour of such a tool, in my view -- when it is utilized in appropriate circumstances and with appropriate restraints. Clearly, there are situations where the appointment of a receiver to investigate the affairs of a debtor or to review certain transactions -- including even, in proper circumstances, the affairs of and transactions concerning related non-parties -- will be a proper exercise of the court's "just and convenient" authority under s. 101 of the Courts of Justice Act. See, for example, Stroh v. Millers Cove Resources Inc., [1995] O.J. No. 1376 (Gen. Div.), affd [1995] O.J. No. 1949, 85 O.A.C. 26 (Div. Ct.); Udayan Pandya v. Courtney Wallis Simpson (November 17, 2005), Toronto, Court File No. 05-CL-6159 (S.C.J.); Century Services Inc. v. New World Engineering Corp. (July 28, 2006), Toronto, Court File No. 06-CL-6558 (S.C.J.); Loblaw Brands Ltd. v. Thornton, [2009] O.J. No. 1228, 78 C.P.C. (6th) 189 (S.C.J.); General Electric Canada Real Estate Financing Holding Co. v. Liberty Assisted Living Inc., [2011] O.J. No. 4213, 2011 ONSC 4136 (S.C.J.), affd [2011] O.J. No. 3632, 2011 ONSC 4704 (Div. Ct.); Degroote v. DC Entertainment Corp., [2013] O.J. No. 5207, 2013 ONSC 7101 (S.C.J.); East Guardian SPC v. Mazur, [2014] O.J. No. 5377, 2014 ONSC 6403 (S.C.J.); 236523 Ontario Inc. v. Nowack, [2013] O.J. No. 5525, 2013 ONSC 7479 (S.C.J.) (relief denied); Romspen Investment Corp. v. Hargate Properties Inc., [2011] A.J. No. 1361, 2011 ABQB 759.

67It goes without saying that the root principles governing the appointment of any receiver remain in play in this context, however, and in this respect, two "bookend" considerations, are particularly germane. On the one hand, the authority of the court to appoint a receiver under s. 101 of the Courts of Justice Act "where it appears . . . just or convenient to do so" is undoubtedly broad and must be shaped by the circumstances of individual cases. At the same time, however, the appointment of a receiver is an extraordinary and intrusive remedy and one that should be granted only after a careful balancing of the effect of such an order on all of the parties and others who may be affected by the order. In the case of a receivership in aid of execution, at least, the appointment requires evidence that the creditor's right to recovery is in serious jeopardy. It is the tension between these two considerations that defines the parameters of receivership orders in aid of execution.

91An additional theme that is reflected in the authorities relates to the application of the three-part test set out by the Supreme Court of Canada in RJR-MacDonald, at paras. 47-48. The RJR-MacDonald test requires the applicant to demonstrate (i) that there is a serious issue to be tried (ii) that the creditor will suffer irreparable harm if the relief is not granted; and (iii) that the balance of convenience favours the creditor. The test is often applied where the receivership order is purely interlocutory and ancillary to the pursuit of other relief claimed -- where it is, in effect, execution before judgment.

(Emphasis added.)

Sentencing

60The circumstances behind this contempt are very serious. The failure to make complete and accurate financial disclosure has been delayed and outstanding for years. Compounding the seriousness are a number of factors such as non-arm's length transactions and apparent disregard for non-dissipation orders.

61The motivation for Mr. Boutin’s actions are to hide and defeat the claims of Mrs. Boutin of her fair share of family assets and her spousal support claim.

62There are no mitigating factors. There is no remorse. The threat of a contempt motion, the bringing of a contempt motion, and the finding of contempt have done nothing to cause Mr. Boutin to make the necessary and ordered financial disclosure.

63Mr. Boutin has done his utmost to delay and avoid complete and accurate financial disclosure by any means possible, despite numerous court orders to make the disclosure and the imposition of financial sanctions. Nothing the court has ordered has caused Mr. Boutin to deviate from his “litigation strategy.”

64Mr. Boutin is a sophisticated, successful businessman and wealthy person.

65Despite Mr. Boutin’s age, a very large financial penalty and imprisonment would certainly be appropriate in the circumstances. The only reason this court doesn’t impose such a penalty is that neither a large fine nor imprisonment was requested. And because an effective remedy, short of imprisonment, is available – an Investigative Receiver.

66I am satisfied that several penalties are necessary to meet and will meet the above sentencing objectives:

a) A financial penalty;

b) The appointment of an Investigative Receiver to investigate and report on Mr. Boutin’s and the Boutin Companies’ financial affairs from November 1, 2019 to date; and

c) Payment by Mr. Boutin of the costs of this Contempt Hearing and Sentencing Hearing on a full indemnity basis.

a) The Financial Penalty

67I am not persuaded that a $50,000 penalty for contempt is reasonable in these circumstances considering Mr. Boutin’s outstanding order of $1,500,000 and outstanding cost orders.

68Nevertheless, it is not appropriate to permit Mrs. Boutin to increase the amount of the financial penalty she seeks as it was first sought during submissions on sentencing.

69I award Mrs. Boutin the financial penalty sought in these circumstances. I order Mr. Boutin to pay Mrs. Boutin the sum of $50,000 without delay. Interest will accrue on this amount at 4% until paid.

70I repeat, I make this otherwise unacceptably low financial penalty and do not impose imprisonment for a term, because of the other penalty terms imposed on Mr. Boutin set out below as I am satisfied, combined, these will result in a significant financial cost to Mr. Boutin for having taken this approach to financial disclosure and will provide to Mrs. Boutin the financial disclosure that Mr. Boutin should have otherwise made.

71Mrs. Boutin, during sentencing submissions, also sought payment of a further interim advance of $500,000 as a penalty. This relief was not sought in the Contempt Notice of Motion. I decline to make such an order. First, this simply adds to Mr. Boutin’s outstanding indebtedness without explaining why it is needed beyond the outstanding $1,500,000 interim advance payment. A further unsupported interim advance order does nothing practically for Mrs. Boutin, nor is there an evidentiary basis to make such an order. I dismiss this relief sought without prejudice to this being advanced at a later date.

b) Appointment of an Investigative Receiver

72The appointment of a Receiver is an extraordinary and intrusive remedy. A Receiver should be appointed only after a careful balancing of the need for such an order and the effect of such an order on all parties and others who may be affected by the order.

73In the circumstances of this case, for the reasons set out below, the appointment of an Investigative Receiver is equally appropriate and justified at law as a remedy on the stand-alone receivership motion or as a penalty of the Contempt Sentencing.

74If ordered by the court, The Fuller Landau Group has consented to act as a Receiver in this case. The consent has been filed with the court. No submissions were made objecting to The Fuller Landau Group acting as the Receiver, if appointed. I am satisfied that they are appropriate to appoint as an Investigative Receiver in this case.

i) Receivership Under S.101 Court of Justice Act

75The court has the broad discretion under s. 101 of the CJA to appoint a Receiver where it is just and convenient to do so.

76I am satisfied that this is an appropriate case in which to appoint a Receiver:

a) There is a serious issue to be tried: the equalization of family property and spousal support, both of which are dependent on complete and accurate financial disclosure from Mr. Boutin. Mr. Boutin has been found to have deliberately and flagrantly breached not only his financial disclosure obligations under the Family Law Act/FLR but also four Disclosure Orders.

b) There is evidence of Mr. Boutin’s deliberate dissipation of assets and numerous non-arm's length transactions, both personally and through the Boutin Companies. I am satisfied that Mrs. Boutin will or may suffer irreparable harm unless a Receiver is appointed.

c) As for the balance of convenience, it favours granting a Receiver for the following reasons:

• The financial disclosure is within Mr. Boutin’s control.

• Mrs. Boutin has no other way to (i) obtain complete and accurate financial disclosure of Mr. Boutin’s personal and corporate assets and (ii) investigate the allegedly improper and/or other non-arm's length transactions that have occurred since the separation.

• And then there is Everlast Restoration Ltd. Mr. Boutin alleges that Mrs. Boutin is the “owner” and has the necessary financial documentation. Mrs. Boutin alleges that Mr. Boutin incorporated the company, Jimmy Boutin ran it and has the necessary financial documentation. Accordingly, it seems uncontroversial that the Receiver must be appointed to investigate and obtain financial disclosure from Everlast Restoration Ltd. regardless of which party has the financial records.

• The costs of such a Receiver will be significant. So is the value of Mr. Boutin’s personal and corporate interests. The high costs of a Receivership are commensurate with the value of the amounts at issue in this proceeding.

77Accordingly, I find a Receiver should be appointed under the CJA, or if necessary, under Rule 31 of the FLR.

ii) Receivership as a Term of the Contempt Sentence

78The court has broad powers to impose terms as a penalty where a person is found in contempt. In addition, the court has jurisdiction to make an appropriate order under its inherent jurisdiction to control its own process and maintain the integrity of its own process. See R. v. Gibbons, 2010 ONCA 77 and Glover v. Bell Canada, 1980 Canlii 72 (ONCA).

79The foundation for this contempt finding is anchored in Mr. Boutin’s failure to make complete and accurate financial disclosure. In my view, a penalty of appointing a non-possessory Investigative Receiver with all the powers and rights that Mr. Boutin has, including his rights as owner, shareholder, director, officer, tax payer, debtor, and creditor, to seek, request, and obtain possession of all relevant financial documentation and information relating to the financial issues in this case for the purpose of preparing a report to this court regarding Mr. Boutin’s assets, properties, financial transactions, and income from November 1, 2019, until the Receiver is discharged, is appropriate and necessary in the circumstances of this case (the “Investigative Receiver”). As stated in Paulpillai Estate, para. 20:

A receiver with investigative powers is often appointed to gather information and determine the true state of affairs about the parties.

80This will, in essence, permit the Investigative Receiver to put before the court what Mr. Boutin could have done, should have done, but failed to do.

81As well, there is the need for an Investigative Receiver to investigate and report on the non-arm's length financial transactions which have come to light and others that have not by Mr. Boutin with his family members and potentially other third parties. As stated in Akagi (para. 65):

Clearly, there are situations where the appointment of a receiver to investigate the affairs of a debtor or to review certain transactions -- including even, in proper circumstances, the affairs of and transactions concerning related non-parties -- will be a proper exercise of the court's "just and convenient" authority under s. 101 of the Courts of Justice Act.

82I am satisfied that the appointment of an Investigative Receiver is also a just and fair penalty as a term of sentencing for contempt.

iii) The Mandate of the Investigative Receiver

83As stated above, an Investigative Receiver appointed by the court is a court officer and owes a duty to all parties.

84I am troubled by the mandate proposed by Mrs. Boutin:

2. THIS COURT ORDERS that, subject to further order of the Court, the Receiver is hereby appointed for the limited purpose of investigating the Property, affairs, transactions and financial records of the Respondent on the terms set out herein for the purposes of (a) identifying the Respondent’s financial ability to satisfy exiting unfulfilled or future Court orders requiring payment to the Applicant; (b) identifying the Respondent’s ability to satisfy exiting unfulfilled or future Court orders requiring disclosure to the Applicant; (c) identifying the Respondent’s ability to satisfy exiting unfulfilled or future Court orders requiring anything else of the Respondent; and, (d) produce sufficient details about the Respondent’s financial means to allow the Applicant to, inter alia, assess, establish and make submissions in respect of the quantum of any equalization payment, support payment or any other payment amount sought in the within proceedings.

85Essentially, under this mandate, the Receiver would be acting to assist Mrs. Boutin in this proceeding to collect on outstanding orders and future orders. In my view, this mandate is inconsistent with the Receiver’s duty as an officer of the court and to act fairly and impartially towards and for all parties.

86I reject Mrs. Boutin’s proposed mandate.

87The Investigative Receiver should have the power, authority and be required to:

a) Investigate and report on the true and accurate financial circumstances of Mr. Boutin personally by reviewing and reporting on the existence of any personally held assets or property, legally or beneficially, directly or indirectly, as of November 1, 2019, as well as all dealings and financial transactions from November 1, 2019, to date by reviewing all financial records and documents in the power, possession, or control of Mr. Boutin and/or third parties. By “Mr. Boutin personally”, I include any property, assets, claims, liability, legal or beneficial, direct or indirect, which Mr. Boutin has or had since November 1, 2019;

b) Investigate and report on the true and accurate financial circumstances of Mr. Boutin by reviewing and reporting on Mr. Boutin’s income, available income for support purposes, including by reviewing any and all financial transactions or dealings by Mr. Boutin or by the Boutin Companies, to ascertain monies due or available to Mr. Boutin legally or beneficially, directly or indirectly, since November 1, 2019, to date, by reviewing all financial records and documents in the power, possession, or control of Mr. Boutin and/or third parties;

c) Investigate and report on the assets of the Boutin Companies as of November 1, 2019, and all financial transactions or dealings by Mr. Boutin relating to the Boutin Companies since November 1, 2019, to date by reviewing all financial records and documents, in the power, possession, or control of Mr. Boutin and/or third parties; and

d) Investigate and report on details of all non-arm's length financial transactions and dealings between Mr. Boutin and/or the Boutin Companies and any non-arm's length person or entity (expressly including any corporation or trust) to Mr. Boutin and/or the Boutin Companies since November 1, 2019, by reviewing all financial records and documents, in the power, possession, or control of Mr. Boutin and/or third parties. Specifically, the Investigative Receiver is to investigate and report on the existence and opine on the validity and enforceability of all Mr. Boutin and the Boutin Companies’ non-arm’s length transactions since November 1, 2019, to determine the bona fides of the transaction and assess what, if any, is properly due and/or payable by Mr. Boutin and/or the Boutin Companies to any non-arm’s length or third parties and/or held by third parties in trust and/or for the benefit of Mr. Boutin or the Boutin Companies.

88To carry out the above investigations and reports to the court, the Receiver must have complete access, with the power and authority that Mr. Boutin would have personally and in any corporate position, to provide documents and information in Mr. Boutin’s power, possession and control as is reasonably needed by the Receiver to carry out its duties hereunder. To the extent the documentation or information is held by any third parties, the Investigative Receiver must have the authority to request such documentation or information from the third party. If such requested documentation and/or information are voluntarily produced or provided, then the Receiver can proceed to carry out its mandate. If not, the Investigative Receiver must have the ability to return to court to obtain third party production orders and orders requiring any third party to be examined under oath, such motion to be on notice to the third parties. This authority is to expressly include:

a) Directing third parties to seek, demand and obtain and provide to the Investigative Receiver financial documentation within their power, possession, or control and/or disclose the information requested to the Receiver under oath;

b) Requiring third parties to completely and accurately respond to the Receiver’s enquiries in a timely manner and, if requested, under oath by way of a statutory declaration; and

c) Directing that the third parties be examined under oath by the Investigative Receiver, or its counsel, with respect to the financial matters described within the court’s order.

89In the event the Receiver determines that it cannot conduct a full and proper investigation and complete report to this court into the above matters including because of obstruction, non-assistance, or unavailability of documents, the Receiver will have the authority to return to the court to seek an appointment as a possessory receivership over all Mr. Boutin’s property and Mr. Boutin’s legal and beneficial property and interests in the Boutin Companies, and any other corporations which Mr. Boutin is found to have an interest,.

iv) Terms of the Receivership

90Given the concerns I expressed about the draft order appended to Mrs. Boutin’s Notice of Motion, I attach, as Appendix A, a draft Receivership Order as a starting point for the parties to review and agree on a form and content and for review by the Investigative Receiver. If the parties cannot agree on the form of Order, this matter will return before me within 7 days, if necessary, at 8 am or 5 pm on a day this court is sitting at which time the court will settle the term of the Receivership Order.

v) The Costs of the Investigative Receivership

91In the circumstances, it is only just and equitable that the cost of the Investigative Receiver be borne solely by Mr. Boutin.

vi) “Up Front” Payment of Receiver

92Mrs. Boutin seek an order as follows:

An Order that the Respondent shall pay the Receiver’s full retainer of $100,000.00 within seven (7) days of this Endorsement, failing which payment the Respondent’s pleadings will be struck immediately on the receipt by the Court of an Affidavit sworn by the Applicant confirming the Respondent’s non-payment of the $100,000.00 retainer to the Receiver, as part of a 14B motion (which motion will include a draft order striking the Respondent’s pleadings to be signed, issued and entered by the Judge reviewing the 14B Motion, to which motion the Respondent will not entitled to deliver a responding affidavit, subject to its discretion).

An Order that if the Respondent does not pay the Receiver’s retainer of $100,000 within seven (7) days of this Endorsement, an Order disbursing the amount of $100,000.00 from the net sale proceeds received from the sale of Part Lot 18, Concession 11, Esq, Halton Hills, ON (PIN: 25058-0121) to satisfy the Receiver’s retainer pursuant to paragraph 7 below, in which event the Receiver will identify funds held by the Respondent or a company in which he has an interest available for reimbursement of the $100,000 to the Applicant and pay the $100,000 to her from same.

93Once again, a further monetary order against Mr. Boutin is unlikely to have the desired effect. Striking Mr. Boutin’s pleadings would have little effect on obtaining the necessary financial disclosure for this proceeding. In fact, in my view, this would prejudice Mrs. Boutin even further as it would make obtaining the required financial disclosure even harder to obtain.

94Ordering that $100,000 from the net proceeds of sale of the Halton Hills property is problematic. Those proceeds are presumptively the property of JSVB, not Mr. Boutin. According to Mr. Boutin, he is a shareholder of JSVB.

95In my view, financing the Receiver can be achieved by ordering the sale of specific properties owned by Mr. Boutin or those owned by the Boutin Companies where Mr. Boutin has a 100% interest. From the net proceeds of sale, the Investigative Receiver will have priority to the first $100,000 for services to be rendered by the Investigative Receiver. This is without prejudice to the Investigative Receiver requesting further advances, on motion, on notice.

vii) Conclusion

96Order is granted appointing an Investigative Receiver with the mandate, power and authority set out above. A detailed Receivership Order is to be finalized and issued by this court.

Mr. Boutin and Mrs. Boutin’s Motions to Sell Specific Properties

The Competing Motions

97Mrs. Boutin seeks an order for the immediate sale of the following properties, owned 100% by Mr. Boutin, or the Boutin Companies (“Mrs. Boutin’s Proposed Sale Properties”):

i. The property at 412 County Road 2, Leeds and the Thousands Islands, Gananoque, Ontario K7G 2U4, owned by 879662 Ontario Inc., a company in which the Respondent has a 100% interest, with legal description: Part Lot 19, Concession 1, Leeds Part 1, 28R-5085; Township of Leeds and the Thousand Islands, United Counties of Leeds and Grenville [PIN: 44242-0069];

ii. The properties at 94, 96, 98 and 100 Railroad Street, Brampton, Ontario L6X 1G8, owned by the Respondent and by Boutin Holdings Ltd., a company in which the Respondent has a 100% interest, with legal descriptions: Part Lot 7, Concession 1, WHS Chinguacousy as in RO-644809; City of Brampton, Peel Region [PIN: 14109-0079]; Part Lot 7, Concession 1, WHS Chinguacousy as in RO 600933, City of Brampton, Peel Region. [PIN: 14109-0078]; Part Lot 7, Concession 1, WHS Chinguacousy as in RO-1017513, City of Brampton, Peel Region [PIN: 14109-0080]; Part Lot 7, Concession 1, WHS Chinguacousy as in RO-922636; City of Brampton, Peel Region [PIN: 14109-0081];

iii. The property at 99 River Drive, Halton Hills, Ontario L7G 2J2, owned by 879662 Ontario Inc., a company in which the Respondent has a 100% interest, with legal description: Part Lot 18, Concession 10, Esquesing, Parts 1, 2, 3, 4, 5 of Registered Plan 20R-6738, Part Lot 18, Concession 10, Esquesing, Part 1 of Registered Plan 20R-7026, Together with 790059; Halton Hills/Esquesing; Town of Halton Hills, Halton Region. [PIN: 25059-0001]; Part Lot 17, Concession 10, Esquesing, Parts 9, 13, 14 & 15 of Registered Plan 20R-6738; Halton Hills, Subject to 41840, 41841, 42434 and 47393; Town of Halton Hills, Halton Region. [PIN: 25059-0173]; Part Lot 17, Concession 10 of Esquesing, Part 10 of Registered Plan 20R-6738; Halton Hills; subject to 42434; Town of Halton Hills, Halton Region. [PIN: 25059-0174]; Part Lot 17, Concession 10, Esquesing, Parts 12, 16 & 17 of Registered Plan 20R-6738; Halton Hills; subject to 41840, 41841 and 42434; Town of Halton Hills, Halton Region. [PIN: 25059-0175];

iv. The property at Lot 26, Heritage Road, Caledon, Ontario L7C 1T5, owned by Boutin Holdings Limited, a company in which the Respondent has a 100% interest, with legal description: Part Lot 26, Concession 6, WHS Chinguacousy, as in RO804056; Town of Caledon, Peel Region. [PIN: 14258-0033]; A3 A1952 39be4653e56847d399e36b48cb071e02-4 Form 14: Notice of Motion (page 4) Court File Number FS-19-96622

v. The property at 922 Main Street East, Hamilton, ON L8M 1M5, owned by 2136615 Ontario Ltd., a company in which the Respondent has a 100% interest, with legal description: Part Lot 7, Concession 3 of Barton, as in HA245584; City of Hamilton, Wentworth County. [PIN: 17207-0139]; and

vi. The property at Concession 10, Part Lots 16 & 17, 10th Line, Halton Hills, ON L7G 2J2, owned by 879662 Ontario Inc., a company in which the Respondent has a 100% interest, with legal description: Part Lot 16, Concession 10 Esquesing, Part Lot 17, Concession 10 Esquesing, Parts 1 & 2 of 20R-8383; Town of Halton Hills/Esquesing; Town of Halton Hill; Halton Region. [PIN: 25059-0027].

98Mr. Boutin, by his Notice of Motion dated July 7, 2022, sought to sell the following properties, “whether me or a corporation owns the properties” (“Mr. Boutin’s Proposed Sale Properties”):

a) Part Lot 9, Concession South Side of Lakeshore Road Norfolk, Ontario;

b) Concession Part Lots 16 & 17, 10^th Line, Halton Hills, Ontario (held by 879662 Ontario Inc.); and

c) 74 Norfolk County Road 23, Norfolk Ontario (held by Boutin Holdings Limited).

99I recognize that the registered ownership of some of Mr. Boutin’s Proposed Sale Properties are not owned by him personally. However, in each case, Mr. Boutin is either the sole registered owner, or the property is owned by one of the Boutin Companies of which he is a 100% shareholder.

Jurisdiction to Sell Corporately Held Properties

100This court has the jurisdiction to order the sale of corporately owned property in the proper circumstances. In Wildman v. Wildman, 2006 CanLII 33540 (ON CA), 2006 82 OR (3d) 401 (Ont. CA), the court determined that the separate corporate entity may be disregarded in family law cases where:

a) The party exercises complete control of the finances, policy, and business practices of the company(s),

b) That control must have been used by the party to commit a fraud or a wrong that would or could unjustly deprive a claimant of the other party’s rights or claim,

c) The misconduct will result in the other party’s prejudice or loss, and

d) A consideration whether and the extent to which third party’s interests will be affected.

101The Court of Appeal came to a similar conclusion in Lynch v. Segal, 2006 CanLII 42240 (ON CA), although in the context of vesting title to the wife:

36A more flexible approach is appropriate in the family law context, particularly where -- as here -- the corporations in question are completely controlled by one spouse, for that spouse's benefit and no third parties are involved. The same situation arose in Wildman, supra. In that case, Mr. Wildman operated a successful high-end landscaping business through a corporation and several sole proprietorships. There were no third-party investors in the companies and Mr. Wildman controlled them completely. In order to enforce the other parts of his order requiring Mr. Wildman to pay large sums of money for spousal and child support, the trial judge in that case directed that the amounts owing were to be secured by way of a charge not only against the appellant personally, but also against his companies.

102In my view, the circumstance of this case meets all the factors described in Wildman:

a) Mrs. Boutin’s Proposed Sale Properties are either owned by Mr. Boutin personally or by Mr. Boutin’s Companies where he has a 100% interest and, therefore, complete control.

b) The delay in disclosing Mr. Boutin’s complete and accurate financial documentation and information is prejudicial to Mrs. Boutin. Further, the evidence discloses dissipation of Mr. Boutin’s assets and numerous highly questionable non-arm's length transactions which are potentially highly prejudicial to Mrs. Boutin and involve transactions by Mr. Boutin and the Boutin Companies.

c) It is admitted that some of Mr. Boutin’s financial dealings and some Boutin Companies’ dealings are legally improper and potentially fraudulent (i.e., the Florida proceeds). There are many other personal and Boutin Companies’ transactions which have not been completely and accurately disclosed. Mr. Boutin has engaged in misconduct which will likely prejudice Mrs. Boutin’s claim.

d) Given that these identified properties are either owned by Mr. Boutin personally or by the Boutin Companies in which Mr. Boutin has a 100% interest, third parties will not be affected by this order. Bona fide third-party encumbrances and claims will not be affected by the sale. If there is a dispute as to the bona fides and validity of the third-party encumbrance and/or claim, the matter can come back before this court to give directions or to order a mini trial to determine the bona fides and/or validity of the third-party encumbrance or claim.

Mr. Boutin’s Proposed Sale Properties

103Mr. Boutin brought this motion on the eve of the Contempt Hearing.

104The problem with this motion by Mr. Boutin is that, initially, it did not specify which properties Mr. Boutin proposed to sell, how much would be generated by the sale of the Mr. Boutin’s Proposed Sale Properties or whether there are issues regarding non-arm’s length mortgages or other encumbrances.

105Mr. Boutin says the sale of the Mr. Boutin’s Proposed Sale Properties was to permit him to pay his counsel and court ordered costs. It does not say it would permit him to pay the $1,500,000 that Mr. Boutin has been ordered to pay as an interim advance to Mrs. Boutin.

106Throughout the Contempt Hearing Mr. Boutin said:

a) He was struggling financially.

b) His “main income” from his pension was $3,300 per month.

c) He couldn’t afford to pay the court-ordered expenses (including a mortgage) on the matrimonial home, costs ordered or the interim advances.

d) He was required to live in his office because he had no money to rent an accommodation.

e) He stated, in his affidavit of October 8, 2021, that “my corporations have negative income” and that “all of my corporations have a huge number of debts” which “have more debts than their current value”; and

f) His Financial Statement of October 6, 2021, paints a picture of only $80,000 per year income from all sources, and over $200,000 expenses per year.

107Now, however, Mr. Boutin’s counsel now submits that Mr. Boutin is “asset rich” and “income poor.” This is a very different financial picture from the one advanced by Mr. Boutin, under oath, just a few months ago.

108Mr. Boutin’s said in his July 11, 2022, affidavit:

Micheline is critical of me in paragraph 11 of her affidavit for failing to indicate what properties I plan on selling, and who (whether me or a corporation) owns the properties which I plan on selling. I have not confirmed which properties I will be selling as I want to be able to maximize profit and minimize losses. The properties that I am thinking of selling are:

a. Part Lot 9, Concession South Side of Lakeshore Road Norfolk, Ontario, owned by Victor Boutin;

b. Concession Part Lots 16 & 17, 10th Line, Halton Hills, Ontario owned by 879662 Ontario Inc.

c. 74 Norfolk County Road 23, Norfolk Ontario, owned by Boutin Holdings Limited.

109The critical words are: “I am thinking of selling.” This utterance demonstrates Mr. Boutin’s continued intransigence regarding disclosure of his financial obligations to Mrs. Boutin and meeting his financial liability to Mrs. Boutin. After almost 3 years, now Mr. Boutin is “thinking” about selling some properties. Mr. Boutin waited until a few days before the Sentencing Hearing to bring this motion. I reject any bona fides Mr. Boutin has with respect to this motion, whether to pay his lawyer, costs, or anything else.

110The other significance is that it is clear, Mr. Boutin controls the Boutin Companies where he holds 100%, since he clearly decides whether and which properties he will sell, regardless of whether they are owned by him personally or owned corporately.

111I am prepared to order that the Mr. Boutin’s Proposed Sale Properties be sold immediately on the terms and conditions set out below.

Mrs. Boutin’s Proposed Sale Properties

112There is no evidence that the sale of any of Mrs. Boutin’s Proposed Sale Properties will cause any prejudice to any third party. It is unclear what proceeds will be generated by these properties.

113However, it appears that unless properties belonging to Mr. Boutin or the Boutin Companies are sold and converted to money, the court ordered interim payments and costs to Mrs. Boutin will be futile.

114I see no reason why the Mrs. Boutin’s Proposed Sale Properties cannot or should not be sold at this time on the terms and conditions set out below.

Conclusion on the Sale of the Properties

115Mr. Boutin’s Proposed Sale Properties and Mrs. Boutin’s Proposed Sale Properties must be sold immediately. The proceeds will be used to pay the Investigative Receiver and to satisfy Mr. Boutin’s outstanding orders for payment to Mrs. Boutin. To the extent there are any further monies, the balance of the monies will be held in court until further order of the court.

116At this point, I am not prepared to give complete control of the sale process to Mrs. Boutin. Should it become necessary, this can be sought on an urgent motion on notice before me, with evidence demonstrating why such an order is necessary.

117The terms applicable for sale of these properties include:

a) Mr. Boutin or his counsel shall have ten (10) days from the release of this decision to provide Mrs. Boutin’s counsel three names of real estate agents for each of the Mr. Boutin’s Proposed Sale Properties and Mrs. Boutin’s Proposed Sale Properties. Each of the real estate agents must not have had any prior involvement in any of these properties (or any other Boutin properties) or with Mr. Boutin or with the Boutin Companies, JSVB, Jimmy Boutin, Jimmy Boutin’s wife (Audrey), or Eric Boutin. Mr. Boutin must confirm in writing this “independence” accompanying the list of proposed real estate agents.

b) Mrs. Boutin shall select one of the three real estate agents for each property within ten (10) days of receipt of the proposed real estate agents. If Mr. Boutin does not provide a list of proposed real estate agents as directed (for any or all properties to be sold), Mrs. Boutin can unilaterally choose a real estate agent for each property to be sold.

c) If there is a dispute regarding the selection of a real estate agent for any of these properties, I will determine the selection of the real estate agent(s) for the sale of a property(s) on an urgent motion.

d) The listing will be a Multiple Listing Service listing.

e) If Mr. Boutin and Mrs. Boutin cannot agree on a listing price for each property, I will determine the listing price on an urgent motion.

f) Both parties shall cooperate in the viewing and sale of the properties.

g) Any offer received is to be submitted to both Mr. Boutin and Mrs. Boutin. If an offer submitted is agreeable to both Mrs. Boutin and Mr. Boutin, Mr. Boutin shall accept the offer personally or on behalf of the registered corporate owner. There will be no subsequent amendments to the accepted offer without the written approval of both parties or this court.

h) If there is a dispute or delay regarding whether a particular offer should be accepted, either party can bring the matter before me for a judicial determination on an urgent basis.

i) When a property is sold, all reasonable real estate sale expenses and usual adjustments are to be paid. Any third party, arm’s length encumbrances, shall also be paid only if agreed upon by the parties. If there is a dispute regarding the validity or other issue of any encumbrance or any disbursement/expense to be paid, either party can bring the matter back before me, on notice to the encumbrancer or third party, for a judicial determination on an urgent basis. Thereafter, any remaining surplus shall be paid to the Receiver ($100,000 if not previously paid), then to Mrs. Boutin up to the amounts outstanding under existing court orders, then to Mrs. Boutin for any cost order made herein and, finally, any balance shall then be paid into court until further order of this court.

j) If necessary, either party can move to complete a sale by way of a court vesting order or for further directions should it becomes necessary. This relief can be sought before me on an urgent basis.

The Halton Hills Net Proceeds of Sale held in Trust

JSVB’s Motion to Release $975,000

118As stated above, Mr. Boutin is a 50% shareholder in JSVB. Mr. Boutin is one of the two directors in JSVB. One of the properties owned by JSVB was certain lands in Halton Hills. Mr. Boutin, on behalf of JSVB, entered into an agreement to sell the Halton Hills lands on December 21, 2021. The sale closed in 2022. The net proceeds of sale were directed into a trust account because of this court’s non-dissipation order. $917,000 was paid out of the net proceeds to Mr. Speck or his holding company. There remains in trust $1,130,00 “on account of capital gains payable” and $917,000 because of the “non dissipation order.”

119On June 30, 2022, JSVB brought a motion seeking a release of $975,000 from the net proceeds in trust on the basis that the monies are urgently needed to pay JSVB taxes which are due and payable.

120What is unclear is whether the $917,000 paid to JSVB went to JSVB, was used to pay a third party(s), was paid out in usual course of business, was used for expenses by JSVB, went to Mr. Juan Speck, or even went in part or in whole to Mr. Boutin or a Boutin Company or someone non-arm's length to Mr. Boutin. That is troubling in the circumstances of this case.

121There is no information about how much, if any, monies have been paid by JSVB to Mr. Boutin or at his direction to a third party since November 1, 2019.

Mrs. Boutin’s Claim to Halton Hills Proceeds of Sale

122Mrs. Boutin seeks the following order that:

a) Payment of the net proceeds of sale from the Halton Hills sale to satisfy Mr. Boutin’s outstanding court ordered payments to Mrs. Boutin and the $100,000 retainer to the Investigative Receiver; and

b) An assignment of 50% of the VTB mortgage that JSVB holds on the Halton Hills property.

Analysis and Conclusion on the Halton Hills Net Proceeds

123I propose to deal with, at the same time, JSVB’s motion to release funds from the Halton Hills net proceeds of sale and Mrs. Boutin’s motion to release some of the net proceeds of sale to her or grant her an assignment of 50% of the VTB.

124JSVB submits that Mr. Boutin has no interest in the Halton Hills proceeds as JSVB is a separate corporate entity. However, I am surprised that JSVB has not produced any shareholders’, joint venture or co-owner’s agreement knowing that Mr. Boutin has not produced any such documentation.

125Given the separate corporate entity, presumptively, the Halton Hills net sale proceeds belong to JSVB. However, given:

• the findings of Mr. Boutin’s non-arm's length financial transactions,

• the fact JSVB has already received ½ of the “profit” representing Mr. Speck’s 50% interest,

• the lack of accounting by JSVB,

• the highly unusual nature of the real estate lawyer withholding monies on account of future potential capital gains tax (details of who ordered this or how this was calculated are not known),

• Mr. Boutin’s testimony that he was the person who sold the Halton Hills property,

• the fact that there are two non-dissipation orders against Mr. Boutin (one in December 2021 and one in February 2022) and that the distribution of funds from JSVB would require the approval of both directors, Mr. Boutin and Mr. Speck, and

• the attempted obfuscation by Mr. Boutin regarding the Halton Hills’ sale in early 2022,

this court requires terms and conditions to ensure that the release of these funds will not be an indirect method to funnel monies to Mr. Boutin, one of the other Boutin Companies, or some non-arm’s length person for Mr. Boutin’s benefit. Given that JSVB and Mr. Speck sought and were given party status, the court has and will hereby impose terms on these parties to ensure that this court’s non-dissipation orders are strictly complied with by Mr. Boutin, other parties in this proceeding, and all persons with knowledge of the orders.

126This court hereby imposes the following terms for the release of the $975,000 as follows:

a) Mr. Speck and JSVB must provide all financial disclosure, within 30 days, of all direct or indirect payments made to Mr. Boutin, any Boutin Companies, or at the request or on behalf of Mr. Boutin (including to any non-arm's length parties to Mr. Boutin) since November 1, 2019, to date. If requested, I will entertain a motion that Mr. Speck attend an examination under oath relating to the disclosure provided hereunder.

b) Mr. Speck and JSVB must produce a detailed corporate accounting documentation of the use or disbursement of the $917,000 already received from the net sale proceeds of the Halton Hills property.

c) Mr. Speck and JSVB must provide a detailed calculation of the basis upon which the alleged capital gains tax was calculated and provide copies of the communications with the real estate lawyer and/or Mr. Boutin regarding the retention of these monies in trust.

d) Mr. Speck and JSVB must produce documents showing the current Revenue Canada obligation to make the payment for which the $975,000 is requested.

e) Mr. Speck and JSVB must undertake, in writing, not to disburse any funds from JSVB to Mr. Boutin, any Boutin Companies, or at the request or on behalf of Mr. Boutin (including to any non-arm's length parties to Mr. Boutin) unless pursuant to an order of this court. This expressly includes any other companies owned or held, in whole or in part, by persons non-arm’s length to Mr. Boutin.

f) Mr. Speck and JSVB must disclose any other assets or properties which are jointly held with Mr. Boutin, any Boutin Companies, anyone non-arm's length with Mr. Boutin, and any such assets or properties known to be or could potentially be assets for Mr. Boutin’s interests, direct or indirect, legal, or beneficial, personally, or corporately, in trust or in law.

127The proposed assignment of the vendor take-back mortgage sought by Mrs. Boutin is a problem. I have been provided no authority that supports granting this relief. The VTB mortgagor is not a party. The VTB mortgagor may not, for legitimate reasons, wish to have the VTB mortgage assigned or split into two mortgages. There may be a non-assignment provision in the VTB mortgage. I decline to make this order.

Mrs. Boutin’s Various Other Relief

128Mrs. Boutin’s motion also sought miscellaneous relief that is described below.

129Mrs. Boutin seeks the following orders:

a) An order to amend her pleadings to allege that the monies improperly disbursed, lent, or borrowed by Mr. Boutin or the Boutin Companies be “notionally repatriated” for equalization purposes.

b) An order that Jimmy Boutin, his wife Audrey Boutin, as well as Mr. Boutin’s Companies’ accountants produce documentation to complete Mr. Boutin’s outstanding financial disclosure under the Disclosure Orders.

130No submissions were made by Mr. Boutin opposing the amendment to Mrs. Boutin’s pleading. Order granted.

131As for the order compelling third parties to produce documentation, there are several reasons to deny this relief.

a) The parties against whom this relief is sought are not parties to this proceeding.

b) There are no details establishing that these third parties have the documentation, what documentation or that the documentation is or will be limited to relevant documentation; and

c) Having determined to appoint an Investigative Receiver, the Investigative Receiver will have the ability to request these documents and information from these third parties and, if necessary, seek a judicial order to produce third-party records and/or an examination of the third party under oath.

132I decline to grant the relief requested.

CONCLUSION

133To summarize, this court orders:

a) Mr. Boutin to pay Mrs. Boutin the sum of $50,000 without delay. Interest will accrue on this amount at 4% until paid.

b) The Investigative Receiver, The Fuller Landau Group, is hereby appointed to investigate and report on the matters described above, with the authority set out above which will be embodied in a detailed separate Receivership Order to be issued by me.

c) Mr. Boutin’s Proposed Sale Properties and Mrs. Boutin’s Proposed Sale Properties are to be sold in accordance with the terms set out above.

d) $975,000 shall be released from the Halton Hills net proceeds of sale presently held in trust on the terms and conditions set out above.

e) Mrs. Boutin is granted leave to amend her Application.

COSTS

134Any party seeking costs shall serve and file written submissions on entitlement and quantum within two weeks of the release of these reasons. Written submissions shall be limited to three pages, with attached Costs Outline and any authorities.

135Any responding party shall have one week thereafter to serve and file responding submissions. Written submissions shall be limited to three pages with any authorities relied on attached.

136There shall be no reply submissions without leave.

Released: August 22, 2022 RSJ Ricchetti

APPENDIX A

(DRAFT RECEIVERSHIP ORDER SUBJECT TO SUBMISSIONS OR AGREEMENT)

1. For the purpose of this order, Boutin Companies shall mean any of the corporations referred to below (whether owned 100% by Mr. Boutin or a lesser shareholding):

a) 2136615 Ontario Ltd.; 100% interest,

b) Everlast Group Ltd.; 100% interest,

c) Boutin Holdings Ltd.; 100% interest which has a 50% interest in Sota Investments Limited ((although it is unknown if this is an estate freeze mentioned by Mr. Boutin).

d) A 50% interest in JSVB Holdings Ltd. which has a 100% interest in 2131006 Ontario Ltd and 2131754 Ontario Ltd. (although it is unknown if this is an estate freeze mentioned by Mr. Boutin).

e) 879662 Ontario Inc.; 100% interest which holds 100% of the shares in Everlast Caulking & Waterproofing Ltd,

f) 2240523 Ontario Inc.; 100% interest,

g) SRQ Holdings Inc.; 100% interest,

h) Everlast Group Ltd. (unclear who beneficially owns this company),

i) ATS Biotech Inc.; 52% of the common shares and 51% of the Preferred shares, which holds 100% in each of ATS Biotech Corp, ATS Consumer Product Inc., ATS Industries Inc., ATS Manufacturing Inc.,

j) Amptek Electric Ltd.; a 51% common shares,

k) and any other corporation which is determined by the Investigative Receiver (appointed hereunder) that Mr. Boutin has a legal or beneficial interest.

(all will be referred to as “Boutin Companies” or individually as “a Boutin Company”)

APPOINTMENT

2. THIS COURT ORDERS that, pursuant to Section 101 of the Courts of Justice Act, R.S.O. 1990, c. C.43 and/or as a penalty for Mr. Boutin’s contempt, The Fuller Landau Group is hereby appointed as a non-possessory Receiver, without security, over all the, legal and beneficially owned, assets, undertakings, and properties of

a) Mr. Boutin, which he holds directly or indirectly, legally or beneficially, and expressly including all his personal and corporate shareholdings (and any rights thereunder), and

b) over the Boutin Companies set out in Schedule 1 which are 100% owned, legally or beneficially, by Mr. Boutin, and

c) any other corporation, entity or trust determined to be legally or beneficially, directly or indirectly, owned or held by Mr. Boutin.

RECEIVER’S INVESTIGATION MANDATE

3. THIS COURT ORDERS that the Receiver is a non-possessory Receiver hereby empowered and authorized to:

a) Investigate and report on the true and accurate financial circumstances of Mr. Boutin personally by reviewing and reporting on the existence of any personally held assets or property, legally or beneficially, directly or indirectly, as of November 1, 2019, as well as all dealings and financial transactions from November 1, 2019, to date by reviewing all financial records and documents in the power, possession, or control of Mr. Boutin. “Mr. Boutin personally” includes any property, assets, claims, liability, legal or beneficial, direct or indirect, which Mr. Boutin has or had since November 1, 2019.

b) Investigate and report on the true and accurate financial circumstances of Mr. Boutin by reviewing and reporting on Mr. Boutin’s income, available income, including by reviewing any and all financial transactions or dealings by Mr. Boutin or by the Boutin Companies, to ascertain monies due or available to Mr. Boutin legally or beneficially, directly or indirectly, since November 1, 2019, to date, by reviewing all financial records and documents in the power, possession, or control of Mr. Boutin;

c) Investigate and report on the assets of the Boutin Companies as of November 1, 2019, and all financial transactions or dealings of the Boutin Companies since November 1, 2019, to date by reviewing all financial records and documents, in the power, possession, or control of Mr. Boutin.

d) Investigate and report on details of all non-arm's length financial transactions and dealings between Mr. Boutin and/or the Boutin Companies and any non-arm's length person or entity (expressly including any corporation, entity or trust) of any person who is non-arm's length to Mr. Boutin and/or the Boutin Companies since November 1, 2019, by reviewing all financial records and documents, in the power, possession, or control of Mr. Boutin and/or third parties. Specifically, the Investigative Receiver is to investigate and report on the existence and opine on the validity and enforceability of all Mr. Boutin and the Boutin Companies’ non-arm’s length transactions since November 1, 2019, to determine the bona fides of the transaction and assess what, if any, is properly due and/or payable by Mr. Boutin and/or the Boutin Companies to third parties and/or held by third parties in trust and/or for the benefit of Mr. Boutin or the Boutin Companies.

4. THIS COURT ORDERS that the Receiver shall report to the Court 60 days after the Receivership order is signed and thereafter on an interim basis and final basis as to the status of the Investigation. All parties shall be provided with a copy of any such Reports. The Reports may be filed under seal if requested by the Receiver or any of the Parties to this proceeding, on terms that may be agreed among the Parties or ordered by the Court.

RECEIVER’S POWERS

5. To carry out the above investigations and reports to the court, the Receiver has the power and authority, to obtain, copy, demand, require production, require information relating:

a) to all documents and information that Mr. Boutin has in his power, possession or control in any way relating to his financial affairs or the financial affairs of any of the Boutin Companies;

b) to all documents and information that Mr. Boutin, as shareholder, officer, director, or other authority has access, power, possession or control relating to Mr. Boutin’s financial affairs, the financial affairs of any Boutin Companies, and any non-arm’s length person(s) with whom Mr. Boutin engaged in any financial transaction since November 1, 2019.

c) to request that third party(s) obtain and produce documents and information as may be within their power, possession or control, as may be reasonably needed for the Receiver to carry out it investigation and reports. If such requested documents and/or information are not voluntarily produced or provided, the Receiver is authorized to seek third party production orders and examinations under oath, on notice to the third parties:

d) to conduct in-person examinations under oath of Mr. Boutin on any matter reasonably in furtherance of the Receiver’s mandate set out herein;

e) request that a third party be examined under oath with respect to the financial affairs of Mr. Boutin or the Boutin Companies. If such third party refuses to do so voluntarily, the Receiver is authorized to seek an order for the examination under oath of that third party(s) on notice to the third party,

f) To require Mr. Boutin or any third party to confirm under oath by way of Statutory Declaration any financial documentation or information provided or reason why such financial documentation is not provided or available.

g) To require Mr. Boutin or any third party to provide the Receiver with a written consent/authorization authorizing the Receiver to obtain financial documentation and/or information from third parties with respect to any matter reasonably in furtherance of the Receiver’s mandate set out herein .

6. Without in any way limiting the generality of the foregoing, the Receiver is hereby expressly empowered and authorized to do any of the following where the Receiver considers it necessary or desirable:

a. To execute any document to seek documentation or information reasonably needed by the Receiver with the same power and authority that Mr. Boutin has personally and in any corporate position or shareholding,

b. to receive, preserve, and protect any original documentation that comes into the possession of the Receiver;

c. to engage consultants, appraisers, agents, experts, auditors, accountants, managers, counsel, and such other persons from time to time and on whatever basis, including on a temporary basis, to assist with the exercise of the Receiver’s powers and duties, including without limitation those conferred by this Order;

d. to report to, meet with, and discuss with such affected persons as the Receiver deems appropriate on all matters relating to Mr. Boutin’s personal assets and property and the assets and property of the Boutin Companies, and to share information, subject to such terms as to confidentiality as the Receiver deems advisable;

e. to enter any office premises owned or controlled by Mr. Boutin or corporations in which Mr. Boutin is the sole shareholder and to take any steps the Receiver deems necessary to examine and preserve any and all of the information, documents, records, and electronic data, including but not limited to information relating to Mr. Boutin or his corporations’ accounts or finance activities at any financial institution, with any trade creditor or with any other party; and

f. to take any steps reasonably incidental to the exercise of these powers or the performance of any statutory obligations,

and, in each case where the Receiver takes any such actions or steps, it shall be exclusively authorized and empowered to do so and without interference from any other person.

7. The Receiver will have the authority to return to the court to seek an appointment as a possessory receivership over all Mr. Boutin’s property and the property of the Boutin Companies in the event the Receiver determines that it cannot conduct a full and proper investigation into the above matters either due to obstruction, non-assistance, or unavailability of documents.

DUTY TO PROVIDE ACCESS AND CO-OPERATION TO THE RECEIVER

8. THIS COURT ORDERS that:

a) Mr. Boutin personally;

b) the Boutin Companies,

c) all persons with knowledge of this order, and

d) all other persons acting on their instructions or on behalf the above

(the “Persons”) shall provide documentation as requested and financial information regarding any transaction being so investigated by the Receiver.

9. THIS COURT ORDERS that all Persons shall forthwith advise the Receiver of the existence of any books, documents, securities, contracts, orders, corporate and accounting records, and any other papers, records, and information of any kind related to the business or affairs of Mr. Boutin or the Boutin Companies and any computer programs, computer tapes, computer disks, or other data storage media containing any such information (the foregoing, collectively, as the "Records") in that Person's possession or control, and shall provide to the Receiver or permit the Receiver to make, retain, and take away copies thereof and grant to the Receiver unfettered access to and use of accounting, computer, software, and physical facilities relating thereto, provided, however, that nothing in this paragraph 8 or in paragraph 9 of this Order shall require the delivery of Records, or the granting of access to Records, which may not be disclosed or provided to the Receiver due to any privilege attaching to the Record or due to statutory provisions prohibiting such disclosure.

NO PROCEEDINGS AGAINST THE RECEIVER

10. THIS COURT ORDERS that no proceeding or enforcement process in any court or tribunal (each, a "Proceeding"), shall be commenced or continued against the Receiver except with the written consent of the Receiver or with leave of this Court.

RECEIVER'S ACCOUNTS

11. THIS COURT ORDERS that the Receiver and counsel to the Receiver shall be paid their reasonable fees and disbursements, in each case at their standard rates and charges unless otherwise ordered by the Court on the passing of accounts, and that the Receiver and counsel to the Receiver shall be entitled to and are hereby granted a charge (the "Receiver's Charge") on Mr. Boutin’s Property (including any proceeds from the sale of any properties of Mr. Boutin or Boutin Companies which he has an interest), as security for such fees and disbursements, both before and after the making of this Order in respect of these proceedings, and that the Receiver's Charge shall form a first charge on any property owned by Mr. Boutin or any Boutin Companies. A copy of this order may be registered against and on title to any such properties.

12. THIS COURT ORDERS that the Receiver and its legal counsel shall pass their accounts from time to time.

13. THIS COURT ORDERS that, prior to the passing of its accounts, the Receiver shall be at liberty, from time to time, to apply reasonable amounts out of the monies in trust from the proceeds of sale of any properties owned by Mr. Boutin personally and/or any of the Boutin Companies.

GENERAL

14. THIS COURT ORDERS that the Receiver may, from time to time, apply to this Court for advice and directions in the discharge of its powers and duties hereunder.

15. THIS COURT ORDERS that nothing in this Order shall prevent the Receiver from acting as a trustee in bankruptcy of Mr. Boutin or any of the Boutin Companies.

16. THIS COURT HEREBY REQUESTS the aid and recognition of any court, tribunal, regulatory or administrative body having jurisdiction in Canada or in the United States to give effect to this Order and to assist the Receiver and its agents in carrying out the terms of this Order. All courts, tribunals, regulatory and administrative bodies are hereby respectfully requested to make such orders and to provide such assistance to the Receiver, as an officer of this Court, as may be necessary or desirable to give effect to this Order or to assist the Receiver and its agents in carrying out the terms of this Order.

17. THIS COURT ORDERS that the Receiver be at liberty and is hereby authorized and empowered to apply to any court, tribunal, regulatory or administrative body, wherever located, for the recognition of this Order and for assistance in carrying out the terms of this Order, and that the Receiver is authorized and empowered to act as a representative in respect of the within proceedings for the purpose of having these proceedings recognized in a jurisdiction outside Canada.

18. THIS COURT ORDERS that any interested party may apply to this Court to vary or amend this Order on not less than seven (7) days' notice to the Receiver and to any other party likely to be affected by the order sought or upon such other notice, if any, as this Court may order.