This appeal concerned the application of the two-year limitation period under the Limitations Act, 2002, to an oppression remedy claim under the Ontario Business Corporations Act.
The shareholder (appellant) advanced three claims based on discrete oppressive acts: failure to distribute profits, unauthorized sale/transfer of business, and unauthorized corporate dissolution.
The motion judge summarily dismissed the entire action as statute-barred.
The Court of Appeal held that while the first two claims were discoverable more than two years before the action was commenced and thus statute-barred, the claim regarding the unauthorized corporate dissolution was not, as it occurred and was discovered later.
The appeal was allowed in part, permitting the corporate dissolution claim to proceed.
