Canada Case Law

West Coast Cricket Organization v. Cricket Canada

Court

Supreme Court of British Columbia

The December 18-19, 2025 email vote purporting to suspend AlbertaCA was procedurally invalid and in breach of Cricket Canada's bylaws (notice, quorum, and electronic-meeting consent/signature requirements) and the CNCAct; that breach constituted oppression, unfair prejudice and unfair disregard of AlbertaCA's interests; the suspension is declared null and void and the requisitioned Special General Meeting must be convened within 21 days under an independent chair with preservation of the status quo as of December 18, 2025 and restrictions on unilateral director actions until the SGM.

Source excerpt

• Oppression remedy
• Bylaw compliance and interpretation
• Member meetings and voting rights
• Director removal
• Natural justice and procedural fairness
• Internal dispute resolution

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McLean v. McLean Capital Corporation

Court

Supreme Court of British Columbia

The April 28, 2025 letter is protected by settlement privilege but is excepted and must be disclosed because the petition places the letter and the board's reaction to it squarely in issue and disclosure is relevant and necessary to fairly determine the oppression claim; the petitioner has waived settlement privilege over the April Letter by selectively relying on its content while shielding settlement terms; the September 16, 2021 SRT email is protected by settlement privilege, is neither excepted nor waived, and remains privileged.

Source excerpt

• Oppression remedy
• Settlement privilege (without prejudice)
• Waiver of privilege
• Exceptions to privilege
• Sealing orders
• Directors' duties

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Frost v. Li

Court

British Columbia Court of Appeal

The plural term 'shareholders' in Article 11.3 must be read in light of the articles' context and purpose to require representation of more than one shareholder to constitute quorum at an initial meeting, but the chambers judge erred in refusing to exercise her discretion under s.186 BCBCA because she overlooked articles 11.7 and 11.8 which permit achieving valid quorum at an adjourned meeting; accordingly the appeal is allowed in part and a shareholders' meeting is ordered under s.186.

Source excerpt

• Shareholder meetings
• Quorum
• Articles of incorporation interpretation
• Bcbca s.186 (court-ordered meetings)
• Bcbca s.229 (correction of corporate mistake)
• Interpretation act s.28(3)

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Cannabist Company Holdings (Canada) Inc. (Re)

Court

Court of Appeal for Ontario

Ontario Court of Appeal dismissed an appeal from approval of a CBCA plan of arrangement restructuring senior secured notes, finding the appeal moot and a collateral attack.

• Plan of arrangement
• Oppression remedy
• Voting classification
• Cbca s.192
• Indenture/secured notes
• Plan-of-arrangement

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Shifrin v. LDF Frozen Foods Inc.

Court

Court of Appeal for Ontario

The Ontario Court of Appeal dismissed an appeal over production of historic financial statements, holding the order was not barred by limitation and did not require creating new records.

• Oppression remedy
• Share ownership dispute
• Production of corporate records
• Limitation period and discoverability
• Damages assessment
• Costs on appeal

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BC Tree Fruits Cooperative (Re)

Court

Supreme Court of British Columbia

Former members were proper persons to seek relief under s.156; the proposed special resolution to amend Rule 125, sought after the monitor identified a surplus, would violate former members' reasonable expectations and is oppressive and unfairly prejudicial; accordingly the court will grant declarations and exercise its s.156(3) powers to prohibit convening the special general meeting and to direct the monitor to distribute surplus funds in accordance with the existing Rule 125.

Source excerpt

• Oppression remedy
• Members' reasonable expectations
• Rule amendment
• Distribution of surplus funds
• Standing/proper person

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Pan Pacific Business Corporation v. Mirage Trading Corporation

Court

Supreme Court of British Columbia

Appeal allowed in part: associate judge's grant of leave to plead a clean hands defence was correct in relation to allegations that the plaintiffs breached the underlying agreement (that conduct is arguably relevant to their entitlement to equitable relief), but the pleadings alleging a later conspiracy lacked sufficient connection to the foundation of the trust claim and were bound to fail and must be struck; the associate judge was not clearly wrong in rejecting the abuse of process argument.

Source excerpt

• Clean hands doctrine
• Leave to amend pleadings
• Abuse of process
• Oppression remedy
• Injunction
• Trust enforcement

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Sanovest Holdings Ltd. v. Ecoasis Developments LLP

Court

Supreme Court of British Columbia

The Receivership Order was varied to bring the Bear Mountain Litigation within the receivership because the litigation's outcome is materially intertwined with the receivership distributions and asset quantum, variation of a consent receivership order is permissible without a demonstrated change in material facts, and s.187(5) BIA supports inclusion to preserve the single proceeding model and avoid inconsistent findings.

Source excerpt

• Receivership
• Variation of court order
• Derivative actions
• Oppression remedy
• Case management
• Sale approval

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Kaplan v. Spocket Inc.

Court

Supreme Court of British Columbia

The petitioners subjectively expected not to be forcibly removed as shareholders and to share in corporate profits; those expectations were objectively reasonable; the board's amendments and unilateral repurchases, applied without notice and using earlier valuation dates and without fair process (including deeming Astle a competitor without notice), unfairly prejudiced the petitioners though did not amount to oppressive conduct; appropriate remedy is compensatory payment based on market valuation near the repurchase date (US$0.80 per share), with no personal liability for directors and no pun…

Source excerpt

• Oppression remedy
• Shareholders' agreements
• Stock option plan
• Share repurchase
• Directors' duties
• Powers of attorney

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Jivan v. Ruggles

Court

Supreme Court of British Columbia

In an oppression petition, the court held the disputed facts and credibility issues required a full trial, so the application for judgment was dismissed.

• Oppression remedy
• Shareholder dispute
• Dissolution
• Valuation dispute
• Misappropriation of intellectual property
• Fiduciary duties

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