Board of Education (London) v. East Middlesex District High School Board

Board of Education (London) v. East Middlesex District High School Board

The parol contract between the school boards was enforceable despite absence of a corporate seal by operation of s.293 of The Corporations Act; the trial judge's factual findings on the number of students (39) and retention factors were supported by evidence and the assessed damages of $45,234 are to be entered in judgment against the appellant.

Citation
[1967] SCR 49
Parties
Defendant Appellant: Board of Education for the City of London; Plaintiff Respondent: East Middlesex District High School Board
Court
Supreme Court of Canada
Jurisdiction
Canada
Judgment Date
18 November 1966
Procedural Posture
Contract / Appeal to Supreme Court of Canada; Cross Appeal on Damages
Outcome
Appeal dismissed; cross-appeal allowed
Legal Topics
Parol Contract Enforcement, Corporate Seal Requirement, Statutory Validation (s.293 Corporations Act), Assessment of Future Damages, Burden of Proof on Damages
Source Language
English
Contract Corporate Law Remedies (damages) Parol Contract Enforcement Corporate Seal Requirement Statutory Validation (s.293 Corporations Act) Assessment of Future Damages Burden of Proof on Damages

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Parties

Board of Education for the City of London

Defendant Appellant

East Middlesex District High School Board

Plaintiff Respondent

Procedural Posture

Contract / Appeal to Supreme Court of Canada; Cross Appeal on Damages

Legal Issues

  1. 1 Whether a parol contract between municipal school boards is enforceable despite absence of a corporate seal
  2. 2 Whether s.293 of The Corporations Act, R.S.O. 1960 validates such contracts
  3. 3 Proper measure and temporal extent of damages for breach of the contract

Ratio Decidendi

The parol contract between the school boards was enforceable despite absence of a corporate seal by operation of s.293 of The Corporations Act; the trial judge's factual findings on the number of students (39) and retention factors were supported by evidence and the assessed damages of $45,234 are to be entered in judgment against the appellant.

Court Disposition

Appeal dismissed; cross-appeal allowed

Orders

  • Set aside paras. 3, 4 and 5 of the Court of Appeal formal judgment and that part of para. 6 dealing with the costs of the Reference
  • Enter judgment for the respondent against the appellant for $45,234