Stuart D. Reddington

The applicant, a not-for-profit corporation, sought declarations validating the election of its board of directors and the subsequent removal of two former directors.

The respondent former directors challenged their removal, arguing that the board's temporary retirement at the annual general meeting left the corporation without members to re-elect them, and that they were denied procedural fairness.

The court rejected the respondents' literal interpretation of the by-laws to avoid commercial absurdity, finding the board was properly elected.

The court also held that the respondents received adequate notice and were not denied natural justice.

The applicant's application was granted.

The defendants brought a motion to discharge a construction lien registered by the plaintiff roofing company, arguing the lien was not preserved and perfected within the timelines required by the Construction Lien Act.

The defendants claimed the work was completed earlier than the plaintiff asserted, relying on an inspection report and emails.

The court dismissed the motion, finding a genuine issue for trial regarding the actual completion date of the work, noting the defendants' evidence was contradictory and lacked sworn affidavits, and that the timeliness issue was not specifically pleaded in their Statement of Defence.