Court File and Parties
SUPERIOR COURT OF JUSTICE - ONTARIO
RE: IN THE MATTER OF THE COMPANIES’ CREDITORS ARRANGEMENT ACT, R.S.C. 1985, c. C-36, AS AMENDED
AND IN THE MATTER OF A PLAN OF COMPROMISE OR ARRANGEMENT OF CARILLION CANADA HOLDINGS INC., CARILLION CANADA INC., CARILLION CANADA FINANCE CORP., CARILLION CONSTRUCTION INC., CARILLION PACIFIC CONSTRUCTION INC., CARILLION SERVICES INC., CARILLION SERVICES (FSCC) INC., BEARHILLS FIRE INC., OUTLAND CAMPS INC., OUTLAND RESOURCES INC., ROKSTAD POWER GP INC., 0891115 B.C. LTD., GOLDEN EARS PAINTING & SANDBLASTING LTD., PLOWE POWER SYSTEMS LTD., AND CARILLION GENERAL PARTNER (B.C.) LIMITED
Applicants
BEFORE: Chief Justice G.B. Morawetz
COUNSEL: Harvey G. Chaiton, for the Board of Directors of the Applicants
Barry G. Papazian, for Servocraft Limited
Aubrey E. Kauffman, for Chubb European Group Limited
Gerry J. Gill, for XL insurance Company SE, AIG Europe Limited, QBE Insurance (Europe) Limited and Royal & Sun Alliance plc
Mitch Grossell, for the Monitor, Ernst & Young Inc.
HEARD: November 28, 2022
ENDORSEMENT
1This motion was originally returnable on October 25, 2022. Issues relating to the D&O Claims Process Order were adjourned to today.
2In its factum filed for the motion on October 25, 2022, the Monitor set out at paragraphs 25 – 30 the reasons why the D&O Claims Process Order is required. The Monitor specifically states that the D&O Claims must be finally resolved or determined to complete the administration of the CCAA proceedings because certain D&Os have filed contingency claims against certain of the Applicants in respect of claims for indemnity.
3The affected parties have now reached agreement on a form of order relating to the D&O Claims Process and have proposed certain language for this endorsement, which language is acceptable to the court.
4In connection with the process set out in the D&O Claims Process Order dated today, the D&O Insurer’s participation in the D&O Claims Procedure, including the acceptance of a D&O Claim in accordance with paragraph 14 of the D&O Claims Process Order is not, and shall not be deemed to be: (a) an admission or acknowledgement by the D&O Insurers that the D&O Claims are covered by the D&O Policies; (b) a waiver by the D&O Insurers of any term, condition, exclusion or right under the D&O Policies; and (c) an admission or acknowledgement by the D&O Insurers that the D&O Insurers are liable for or obligated to make any payment under the D&O Policies on account of any D&O Claims. Both this Order and any participation in the D&O Claims Process by the D&O Insurers is without prejudice to any coverage defence that the D&O Insurers are entitled to raise, maintain or assert.
5I am satisfied that the D&O Claims Process Order is reasonable in the circumstances. The requested relief is granted and the Order has been signed.
Chief Justice G.B. Morawetz
Date: November 28, 2022