Limitation periods are the time in which a party must start their claim against another party. If a party fails, they lose the right to commence the claim and all or benefit from its accompanying remedies. In Ontario, the Limitations Act outlines the basic two-year limitation period which applies to most claims. The limitation period […]
Category Archives: Complex Corporate Commercial Litigation
Breach of Contract by a Company: A Potential Path to Personal Liability for Directors
When a business enters into a contract with another company, it must carry the risk that it will not be able to recoup its losses from the company in the event of its breach. This risk may be magnified when the company is small and closely held. Much of this risk originates in a legal […]
Oppression Remedies Should Not Be Based Solely On Agreements Between Stakeholders
A recent Ontario Court of Appeal decision considered the role that agreements signed between corporate stakeholders play in an individual’s claim for an oppression remedy under the federal Canada Business Corporations Act. The case is a useful reminder of the need for a holistic, contextual approach to the issue of oppression rather than one limited […]
Court Deems Ontario’s Spoliation an Abuse of Process and Remedies It Through Award of Legal Costs
The lengthy and interesting history of Trillium Power Wind Corporation v. Ontario recently came to a head before the Ontario Court of Appeal. Over the years, the case has been the subject of extensive media coverage. It began in 2011 and involved a claim by Trillium Power Wind Corporation for damages it allegedly suffered after […]
Punitive Damages in the Consumer Protection Context
Damages are usually awarded by a court as a form of compensation for harm or loss suffered by the successful plaintiff; however, a court will occasionally award damages that serve a different purpose. Punitive damages, for example, are sometimes awarded not to compensate the plaintiff but to punish the wrongdoer and deter others from engaging […]
Which Limitation Period Applies When Enforcing a Foreign Judgment?
In commercial litigation matters, parties may obtain and seek to enforce judgments made outside of Ontario in commercial litigation matters. In cross-border disputes, a party seeking to enforce a foreign judgment must proceed through a particular legal process within the appropriate time frame for a provincial court to recognize and enforce the foreign judgment. A […]
Court of Appeal Upholds Plan of Arrangement Approval
A plan of arrangement is a legal process governed by the Canada Business Corporations Act that allows corporations to reorganize and restructure their affairs. A plan of arrangement involves the corporation putting forth a proposal for the restructuring, which the corporation’s shareholders, and subsequently a court, are then asked to approve. The proposal will outline […]
Pandemic Equipment Business Tries to Back Out of Promissory Note
Getting into a business arrangement with a new partner can be an exciting time, with the prospect of new opportunities and successes on the horizon. Therefore, it is essential to ensure that a new business is structured correctly to maximize success. However, from time to time, business deals may not go as planned, and disputes […]
The Applicability of the Corporate Attribution Doctrine to Bankruptcy and Insolvency Matters
The operation of a corporate entity is highly tied to its directors’ decisions. As such, Ontario law has developed the “corporate attribution doctrine” to allow individuals’ actions to be attributed to the corporation they represent. The doctrine is typically applied in civil liability, criminal law, and regulatory enforcement. However, the Ontario Court of Appeal refined […]
Enforceability of Entire Agreement Clauses in Ontario
“Entire agreement” or “whole agreement” clauses are commonly used in contracts to limit the scope of contractual obligations and to define the parties’ rights and obligations. These clauses serve as an important tool for reducing the risk of disputes and ensuring that the parties are fully aware of the terms of the agreement. In Ontario, […]