In-House Counsel
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June 02, 2025
Guarantees and summary judgment: Court reviews important considerations
In Royal Bank of Canada v. HI & DQ’s Foods Inc., 2025 ONSC 2774, the Ontario Superior Court of Justice addressed several issues relating to personal guarantees in commercial lending. The decision confirms that summary judgment can be appropriate in a claim against a guarantor and clarifies the limited scope of fiduciary duties owed by financial institutions, the responsibilities of corporate directors acting as guarantors, and the narrow availability of the defence of non est factum.
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June 02, 2025
Clear as mud? Ontario courts provide context regarding waiver of OBCA dissent rights
In the context of shareholders’ agreements, contracting parties may waive their statutory dissent rights afforded under the Business Corporations Act (Ontario) (OBCA). In order for the waiver to be enforceable it must be made with clear and direct language.
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May 30, 2025
Report finds B.C. women earned 85 cents for every dollar earned by men in 2024
Women in British Columbia earned 85 cents for every dollar earned by men in 2024, making it the province with the fourth-largest gender pay gap, according to the province’s pay transparency report for 2024, released on May 30.
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May 30, 2025
OSC initiative aims to spur creation of new long-term investment products
The Ontario Securities Commission (OSC) has announced the start of its OSC LaunchPad Long-Term Asset Fund Project, aimed at bringing new investment-fund products to market that are geared to long-term assets.
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May 30, 2025
SCC rules Quebec licensing law does not apply to firms providing airport, maritime private security
In a judgment that turns on the application of the constitutional doctrine of interjurisdictional immunity, the Supreme Court of Canada has ruled 9-0 that Quebec’s Private Security Act (PSA) does not apply to two companies that engage in airport and marine port security in the province because the Quebec law impairs activities at the core of exclusive federal jurisdiction over aeronautics, navigation and shipping.
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May 30, 2025
B.C. Court of Appeal rejects lower court insurance ruling, restoring coverage to mining company
In the wake of a 2018 landslide in northern British Columbia, the B.C. Court of Appeal has overturned a lower court ruling, concluding that the judge erred by interpreting an insurance certificate and a broker’s actions too narrowly, cutting a mining company out of coverage for a lawsuit arising from the landslide.
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May 30, 2025
Canada might not be for sale ... but is Ontario?
Ontario Premier Doug Ford campaigned on a tough response to Trump’s bullying, but now that he has his new mandate, it sure looks to me like he is adopting the president’s authoritarian playbook. That should be no surprise, since he frequently expressed admiration for the Donald before the latter declared a trade war.
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May 29, 2025
Carney says CIT ruling that certain Trump tariffs on Canada are illegal accords with Ottawa’s view
Prime Minister Mark Carney welcomed yesterday’s now-paused U.S. Court of International Trade (CIT) ruling that set aside the Trump administration’s recent imposition of certain hefty tariffs on goods from Canada and other countries.
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May 29, 2025
Appellate decision lays foundation for civil liability of regulators who trample privilege
The British Columbia Court of Appeal’s recent decision, Lamarche v. British Columbia (Securities Commission), 2025 BCCA 146 (Lamarche), confirms that a regulator may face civil liability if it does not appropriately protect privilege during an investigation. The decision focuses on the tort for intentional breach of privacy under the British Columbia Privacy Act, but it has wider implications given similar statutory privacy torts in other provinces and similarities to the common law privacy tort.
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May 28, 2025
Common pitfalls in tribunal adjudication of mental health matters, part two: Potential solutions
In part one of this series, I highlighted due process and natural justice or fairness concerns identified by reviewing courts in two mental health tribunal proceedings. In a span of less than four weeks recently, decisions of Ontario’s civil mental health adjudicator, the Consent and Capacity Board, and the Criminal Code-based forensic psychiatric administrative tribunal, the Ontario Review Board, were overturned and returned to them for re-hearing in Hastick v. Banik, 2025 ONSC 3007 and Clayton (Re), respectively.