Catalyst Paper Corporation (Re)

Catalyst Paper Corporation (Re)

The applicants failed to demonstrate they should replace RSEA as the authorized representative. RSEA had demonstrated majority support among current pensioners and effective representation; the court has jurisdiction under s.11 CCAA to clarify the scope of representation; the February 7, 2012 order was amended to define RSEA's class in terms consistent with PBSA (plan former members, persons entitled to or in receipt of survivor benefits and designated beneficiaries of former members); the remainder of the application was dismissed.

Citation
2012 BCSC 451
Parties
Petitioner: Catalyst Paper Corporation and the Petitioners Listed in Schedule A; Applicant / Proposed Representative: CSE&P Committee (group of current, former and retired employees); Authorized Representative of Pension Beneficiaries: Catalyst TimberWest Retired Salaried Employees Association (RSEA); Court Appointed Monitor: Monitor; Secured Creditor Representative: Representative Group of 2016 Noteholders; Debtor in Possession Lender: D.I.P. Lenders / Wells Fargo Bank NA; Creditor Representative: Representative Group of 2014 Unsecured Noteholders and Certain 2016 Noteholders; Creditor / Noteholder: JPMorgan Chase Bank, N.A.; Creditor Committee: Ad Hoc Committee of 2014 Noteholders; Regulator / Interested Party: Superintendent of Pensions; Corporate Governance: Board of Directors of Catalyst; Employee / Pensioner Representative Group: Catalyst Salaried Employees and Pensioner Committee; Union Interested Parties: Various Unions (United Steel, CEP, PPWC); Interested Creditors / Stakeholders: Other interested corporate parties (Powell River Energy, Quadrant Investments, TimberWest, Canexus, Casco, Wilmington Trust, Perella Weinberg, Wajax)
Court
Supreme Court of British Columbia
Jurisdiction
Canada
Judgment Date
28 March 2012
Procedural Posture
Companies' Creditors Arrangement Act (ccaa) Application / Application to Amend Representation Order; Reasons for Judgment After Hearing on February 23, 2012
Outcome
Application to be authorized representative dismissed except that the February 7, 2012 order was varied to clarify the group represented by RSEA; otherwise dismissed.
Legal Topics
Representation Orders, Priority of Claims, Pension Plan Solvency Funding, Debtor in Possession Financing (dip), Fiduciary Duty and Deemed Trusts
Source Language
English
Bankruptcy and Insolvency Pension Law Corporate Restructuring Administrative and Regulatory Law Representation Orders Priority of Claims Pension Plan Solvency Funding Debtor in Possession Financing (dip) +1 more

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Parties

Catalyst Paper Corporation and the Petitioners Listed in Schedule A

Petitioner

CSE&P Committee (group of current, former and retired employees)

Applicant / Proposed Representative

Catalyst TimberWest Retired Salaried Employees Association (RSEA)

Authorized Representative of Pension Beneficiaries

Monitor

Court Appointed Monitor

Representative Group of 2016 Noteholders

Secured Creditor Representative

D.I.P. Lenders / Wells Fargo Bank NA

Debtor in Possession Lender

Representative Group of 2014 Unsecured Noteholders and Certain 2016 Noteholders

Creditor Representative

JPMorgan Chase Bank, N.A.

Creditor / Noteholder

Ad Hoc Committee of 2014 Noteholders

Creditor Committee

Superintendent of Pensions

Regulator / Interested Party

Board of Directors of Catalyst

Corporate Governance

Catalyst Salaried Employees and Pensioner Committee

Employee / Pensioner Representative Group

Various Unions (United Steel, CEP, PPWC)

Union Interested Parties

Other interested corporate parties (Powell River Energy, Quadrant Investments, TimberWest, Canexus, Casco, Wilmington Trust, Perella Weinberg, Wajax)

Interested Creditors / Stakeholders

Procedural Posture

Companies' Creditors Arrangement Act (ccaa) Application / Application to Amend Representation Order; Reasons for Judgment After Hearing on February 23, 2012

Legal Issues

  1. 1 Whether the CSE&P Committee should be appointed authorized representative for the broadly defined class of Employee Creditors and pension beneficiaries
  2. 2 Whether the existing representative (RSEA) should be displaced
  3. 3 Whether the court should clarify the scope of the class represented by RSEA consistent with PBSA definitions

Ratio Decidendi

The applicants failed to demonstrate they should replace RSEA as the authorized representative. RSEA had demonstrated majority support among current pensioners and effective representation; the court has jurisdiction under s.11 CCAA to clarify the scope of representation; the February 7, 2012 order was amended to define RSEA's class in terms consistent with PBSA (plan former members, persons entitled to or in receipt of survivor benefits and designated beneficiaries of former members); the remainder of the application was dismissed.

Court Disposition

Application to be authorized representative dismissed except that the February 7, 2012 order was varied to clarify the group represented by RSEA; otherwise dismissed.

Orders

  • Paragraph 84(a) of the Amended and Restated Initial Order is amended to substitute the description of the group represented by RSEA as: 'Plan former members, persons entitled to or in receipt of survivor benefits and designated beneficiaries of former members.'
  • The application is dismissed in all other respects.