The appellants appealed a trial judge's decision finding that the parties had entered into an oral agreement whereby the respondent was a 50% beneficial shareholder in the appellant corporation and was entitled to a $2.8 million shareholder loan in exchange for his assistance in restructuring a distressed business.
The appellants argued the trial judge made palpable and overriding errors of fact and erred in granting an oppression remedy under s. 248 of the Business Corporations Act.
The Divisional Court dismissed the appeal, finding ample evidence supported the trial judge's factual findings regarding the oral agreement and credibility assessments.
The Court further held that the trial judge did not err in principle in granting the oppression remedy, as the respondent met the definition of a complainant and the remedy accorded with his reasonable expectations.
