The applicants sought to rectify a share exchange agreement and related documents that contained a drafting error regarding the number of shares to be issued.
The error had adverse tax consequences.
The Attorney General did not oppose the application.
The court applied the four-part test for rectification from Fairmont, finding that the parties had a clear prior agreement, the agreement was still effective, the documents failed to record it accurately, and the proposed rectification would carry out the agreement.
The court distinguished the recent Supreme Court decision in Collins, noting this was not retroactive tax planning but correcting an erroneous transcription.
The application was granted.
