Securities Law - SCJ

The plaintiff brought motions for approval of a class action settlement, plan of distribution, and class counsel fees in a securities class action alleging goodwill misrepresentation.

The court approved the settlement of US$3.65 million, finding it fair and reasonable given the significant risks of the litigation, including the primary market claims being potentially statute-barred and the defendants' dwindling insurance proceeds.

The court also approved the plan of distribution, the appointment of the settlement administrator and referee, and class counsel's 33% contingency fee of $1,353,246.25.

The court held an initial case conference and issued a timetable on consent for the plaintiff's upcoming motion for leave under Part XXIII.1 of the Securities Act and certification under section 5(1) of the Class Proceedings Act.

The plaintiffs brought a motion for approval of a $266,000 settlement in a securities class action, along with approval of class counsel fees and a representative plaintiff honorarium.

The court approved the settlement, noting that the net funds would be distributed cy-près to the Class Action Clinic at the University of Windsor because administration costs would exceed available funds.

The court also approved a $10,000 honorarium for the representative plaintiff and $146,000 in fees and disbursements for class counsel.

The plaintiff sought approval of a settlement and class counsel fees in a securities class action alleging secondary market misrepresentations by the defendant regarding a cannabis cultivation project.

The court found the settlement, which exhausted available insurance and included a $1,000,000 contribution from the defendant, to be fair, reasonable, and in the best interests of the class.

The court also approved the plan of allocation, a $5,000 honorarium for the representative plaintiff, and class counsel fees of $1,650,000, representing 30% of the settlement amount.

The applicants, who lost $150 million investing in Concordia International Corp., applied for a Norwich Order against the Investment Industry Regulatory Organization of Canada (IIROC).

They sought trading data and client identities to identify short-sellers they believed conspired to illegally manipulate Concordia's share price.

The court dismissed the application, finding that while the applicants had a bona fide potential claim for civil conspiracy, they failed to satisfy the other criteria for a Norwich Order.

Specifically, IIROC's role as a regulator did not constitute being 'mixed up' in the wrongdoing, the applicants already had sufficient information to pursue claims, and balancing IIROC's regulatory duties and privacy interests against the applicants' interests favoured denying the order.

The applicant applied to the Ontario Superior Court to recognize a summons issued by a Quebec provincial court for Ontario witnesses to testify via video-link in a Quebec securities trial.

The applicant relied on s. 152(4) of the Ontario Securities Act, the Interprovincial Summonses Act (ISA), and inherent jurisdiction.

The court dismissed the application, finding that s. 152(4) applies to administrative tribunals, not courts.

Furthermore, the ISA prohibits recognizing a summons from a province that lacks an absolute immunity provision, which Quebec does not have.

The court declined to exercise inherent jurisdiction to bypass the statutory immunity requirement.

The plaintiff brought a proposed class action for secondary market misrepresentation against the defendants under the Ontario Securities Act and common law.

The defendants brought motions to restrict the class to Canadians who purchased shares on the TSX, arguing that the Ontario court was forum non conveniens for Canadians who purchased on NASDAQ, and that American law should apply to those claims.

The court dismissed the motions, finding that the defendants failed to show that the U.S. was a clearly more appropriate forum, and that the statutory cause of action under the Ontario Securities Act applies extra-territorially to Canadian purchasers on foreign exchanges.

The plaintiff brought a motion for certification of a proposed securities class action for settlement purposes.

The action alleged misrepresentations regarding mineral resource estimates.

Following a recent legal decision that would likely render the plaintiff's statutory claim statute-barred, the parties reached a settlement agreement wherein the defendants would pay $250,000 to the class.

The court found that all criteria for certification under section 5(1) of the Class Proceedings Act, 1992 were satisfied and granted the motion.

The plaintiff sought to certify a class action against a mining corporation, its executives, and its underwriters for misrepresentations in a short form prospectus related to a secondary public offering.

The corporate defendants consented to certification of the statutory misrepresentation claims.

However, the underwriters opposed certification of the common law negligent misrepresentation and negligence claims against them.

The court certified the action against the corporate defendants but dismissed the certification motion against the underwriters, finding that a class proceeding was not the preferable procedure due to the inevitability of individual trials on reliance and damages, and that the negligence claim failed to disclose a reasonable cause of action as it was subsumed by the negligent misrepresentation claim and did not establish a novel duty of care.

The plaintiff brought a proposed global class action under the Class Proceedings Act, 1992 against a foreign holding company and its former employee, alleging misrepresentations in the secondary market regarding anti-money laundering compliance and Libor/Euribor manipulation.

The defendants brought a motion to dismiss or stay the action for lack of jurisdiction simpliciter or on the basis of forum non conveniens.

The plaintiff brought a cross-motion for a declaration that the corporate defendant was a 'responsible issuer' under the Securities Act.

The court found that the corporate defendant did not carry on business in Ontario and rebutted any presumptive connecting factors, concluding that the court lacked jurisdiction simpliciter.

Furthermore, the court held that even if jurisdiction existed, Ontario was forum non conveniens.

The statutory claims were dismissed and the common law claims were stayed.

The defendant brought a motion under Rule 21.01(1)(a) for a declaration that the plaintiff's proposed class action claims for secondary market misrepresentations under Part XXIII.1 of the Securities Act were statute-barred.

The court found that 11 of the 14 alleged misrepresentations occurred more than three years before the action was commenced and were therefore statute-barred under s. 138.14.

The court rejected the plaintiff's argument that s. 138.3(6) could save the claims by treating them as a single continuous misrepresentation.

However, the court found that the remaining three misrepresentation claims were not necessarily statute-barred, as the plaintiff had served a notice of motion for leave before the limitation period expired, allowing for potential reliance on the nunc pro tunc doctrine.

Class counsel brought a motion for approval of their legal fees and disbursements following the settlement of a securities class proceeding for $29.5 million.

Counsel sought $5.9 million in fees based on a contingency agreement.

The court reviewed the factors for approving class counsel fees, noting the early settlement and the high hourly rates docketed.

The court reduced the requested fee, approving $2.775 million plus HST as fair and reasonable compensation for the risk assumed and results achieved, along with full recovery of disbursements.

The plaintiffs in a securities class action brought a motion for default judgment against the defendant, Kai Kit Poon, a co-founder and former President of Sino-Forest Corporation.

Poon was noted in default and deemed to admit allegations of authorizing misrepresentations in corporate documents.

Relying on expert evidence calculating aggregate damages under the Securities Act, the court granted default judgment against Poon for $322,390,000, representing his 10% share of the total liability to the class.

The plaintiff moved for approval of a $29.5 million settlement in a securities class action against the defendants for alleged misrepresentations in continuous disclosure documents regarding mortgage origination practices.

The settlement also resolved a companion Ontario Securities Commission proceeding.

The court found the settlement fair, reasonable, and in the best interests of the class, noting the significant litigation risks, the complex damages calculations, and the immediate business implications for the corporate defendant.

The court also approved the Distribution Protocol, Notice Plan, and Claim Form, with minor modifications to extend the deficiency rectification period.

The appellants appealed their convictions and sentences for trading in securities without registration and while subject to a prior cease-trade order.

They argued the trial judge erred in finding they had knowledge of the order, that the Ontario Securities Commission lacked jurisdiction because the trades involved foreign companies and investors, and that the custodial sentences were unfit.

The Superior Court of Justice dismissed the appeal, holding that the offences were strict liability, that a real and substantial connection to Ontario gave the province jurisdiction under the Libman test, and that the sentences were appropriate given the appellants' moral blameworthiness and prior breaches.

Following an omnibus motion in a secondary market securities class action, the defendants sought costs payable forthwith.

The plaintiffs and one co-defendant argued for costs in the cause.

The court ordered costs in the cause, noting that the omnibus motion involved novel legal issues and was part of the fabric of the whole litigation, making it fairest that the ultimate victor in the action receive the costs.

The representative plaintiff in a securities class action sought court approval of an $11 million settlement agreement, a plan of distribution, and class counsel fees.

The action alleged that the defendants misrepresented the development costs of a mining project.

The court found the settlement to be fair, reasonable, and in the best interests of the class, noting the significant litigation risks, including proving liability and overcoming statutory liability caps under the Securities Act.

The court also approved the plan of distribution, the appointment of the claims administrator, and class counsel's fee request of $2.75 million (25% of the settlement) plus disbursements, finding them fair and reasonable given the results achieved and risks assumed.

The plaintiff sought leave to commence a secondary market misrepresentation class action under the Securities Act and to certify the action under the Class Proceedings Act.

The claim alleged that the defendant mining company's public disclosures regarding mineral production and grade levels were misrepresentations, which were later corrected by anonymous internet postings by short-sellers, causing a significant drop in share price.

The court dismissed the motion for leave, finding that the plaintiff's expert evidence failed to controvert the defendant's expert explanation of the discrepancies in the production numbers.

Consequently, the court also dismissed the motion for certification, as the common law claims rested on the same evidentiary foundation and were destined to fail.

The plaintiffs sought leave under s. 138.8 of the Securities Act and certification under the Class Proceedings Act for a proposed securities class action.

The plaintiffs alleged that the defendants misrepresented the company's ability to maintain its dividend, causing shareholders and debenture-holders to sustain losses when the dividend was cut.

The court dismissed the leave motion, finding no reasonable possibility that the secondary market misrepresentation claims would succeed at trial, as the defendants' statements were based on a genuine belief in their growth strategy at the time.

The court also dismissed the certification motion, holding that a class proceeding was not the preferable procedure for the remaining common law negligent misrepresentation claims, which require individualized proof of reliance.

The plaintiffs brought a consent motion to certify a securities class action for settlement purposes, approve a $12.5 million settlement, and approve class counsel fees of $3,437,500.

The action involved allegations of misrepresentation and failure to make timely disclosure regarding mining operations.

Despite earlier dismissals of certification and leave motions, the parties reached a settlement while a leave application to the Supreme Court of Canada was pending.

The court found the settlement fair and reasonable given the litigation risks, certified the action for settlement purposes, and approved the requested counsel fees.