2668602 Ontario Inc. v. GWL Realty Advisors Inc.

2668602 Ontario Inc. v. GWL Realty Advisors Inc.

The Court held the Liquidation Process Order (including the Sale Guidelines) unambiguously covered the distribution centre/warehouse and the racking as FF&E and, in the insolvency liquidation context, the deeming provision that any fixtures or personal property left after the sale termination date and after lease disclaimer would be deemed abandoned is conclusive; therefore the Landlord was entitled to dispose of the racking without liability and the trial judge did not err in dismissing the conversion claim.

Citation
2026 ONCA 96
Parties
Plaintiff (appellant/respondent by Way of Cross Appeal): 2668602 Ontario Inc.; Defendant (respondent/appellant by Way of Cross Appeal): GWL Realty Advisors Inc.; Defendant (respondent/appellant by Way of Cross Appeal): The Great-West Life Assurance Company; Defendant (respondent/appellant by Way of Cross Appeal): London Life Insurance Company
Court
Court of Appeal for Ontario
Jurisdiction
Canada
Judgment Date
12 February 2026
Procedural Posture
Civil (appeal) / Court of Appeal Decision on Appeal From Superior Court of Justice (trial Judgment Dated December 11, 2024; Appeal Decided February 12, 2026)
Outcome
Appeal dismissed; cross-appeal dismissed as moot; appellant ordered to pay costs to the Landlord.
Legal Topics
Liquidation Process Order, Deemed Abandonment, Conversion (tort), Trespass, Interpretation of Court Orders, Sale Guidelines, Lease Disclaimer
Source Language
English
Bankruptcy and Insolvency Commercial Tenancy Property Law Tort Law Liquidation Process Order Deemed Abandonment Conversion (tort) Trespass +3 more

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Parties

2668602 Ontario Inc.

Plaintiff (appellant/respondent by Way of Cross Appeal)

GWL Realty Advisors Inc.

Defendant (respondent/appellant by Way of Cross Appeal)

The Great-West Life Assurance Company

Defendant (respondent/appellant by Way of Cross Appeal)

London Life Insurance Company

Defendant (respondent/appellant by Way of Cross Appeal)

Procedural Posture

Civil (appeal) / Court of Appeal Decision on Appeal From Superior Court of Justice (trial Judgment Dated December 11, 2024; Appeal Decided February 12, 2026)

Legal Issues

  1. 1 Whether the trial judge erred in interpreting the Liquidation Process Order to apply to the warehouse racking
  2. 2 Whether the deeming/deemed abandonment provision in the Liquidation Process Order is irrebuttable or rebuttable and whether the trial judge erred in failing to consider rebuttal evidence
  3. 3 Whether alternative defences of actual abandonment or trespass succeeded (not reached on appeal)

Ratio Decidendi

The Court held the Liquidation Process Order (including the Sale Guidelines) unambiguously covered the distribution centre/warehouse and the racking as FF&E and, in the insolvency liquidation context, the deeming provision that any fixtures or personal property left after the sale termination date and after lease disclaimer would be deemed abandoned is conclusive; therefore the Landlord was entitled to dispose of the racking without liability and the trial judge did not err in dismissing the conversion claim.

Court Disposition

Appeal dismissed; cross-appeal dismissed as moot; appellant ordered to pay costs to the Landlord.

Orders

  • Appeal dismissed
  • Cross-appeal dismissed as moot