Client Types

A certificate of pending litigation is a document that is registered on title to a property, showing that a lawsuit related to the property has commenced. The request for this certificate must be made at the time that the statement of claim or application is filed with the court. If there is an urgent need to obtain the certificate, (for example, to prevent the other party from depleting its assets), a party can bring a motion asking that the certificate be granted without notice to the other party.

Where the vendor makes a fraudulent statement as to the quality or fitness of goods or property being sold and a purchaser relies on the statement to its detriment, the purchaser can seek compensation from the courts. For a claim based on fraudulent misrepresentation to be successful, a plaintiff must convince the court that the following elements are satisfied:

• The defendant made a false representation.
• The defendant knew that the statement was false or was reckless as to the truthfulness of the statement.
• The defendant made the statement, knowing that the plaintiff would rely on it.
• The plaintiff did in fact rely on the statement.
• The plaintiff suffered damages as a result of relying on the statement.

Partnership disputes can arise from a number of reasons including breach of fiduciary duties, conflicts of interest, or disagreements involving property of the partnership. If the partners are unable to reach a mutually satisfactory solution, either partner can apply to the court for an order dissolving the partnership.

Both the Ontario Business Corporations Act (OBCA) and the Canada Business Corporation Act (CBCA) include provisions that allow a complainant to seek a remedy from the court if the directors or officers of a corporation are carrying on business or acting in a way that is adversely prejudicial or unfair to security holders, creditors, directors or officers of the corporation, or other shareholders. Under the OBCA and the CBCA, the court has a number of remedies at its disposal, including the following types of orders:

• an order appointing a receiver or receiver-manager;
• an order to regulate a corporation’s affairs by amending the articles or by-laws or creating or amending a unanimous shareholder agreement;
• an order compensating an aggrieved person;
• an order directing rectification of the registers or other records of a corporation
• an order winding up the corporation
• an order requiring the trial of any issue
• an order varying or setting aside a transaction or contract to which a corporation is a party and compensating the corporation or any other party to the transaction or contract

The relationship between the directors, officers, and shareholders of a corporation gives rise to the concept of fiduciary duty. This means that with respect to matters falling within the scope of the business relationship, each person is expected to act in a manner that benefits the other and must refrain from any action that is solely self serving. Employees also owe a fiduciary duty to their employers and partners owe a fiduciary duty to each other. If a court finds that a fiduciary duty has been breached, a plaintiff can be awarded punitive and other damages.

Injunctions are court orders. Some injunctions are prohibitive, meaning that their purpose is to compel a wrongdoer to cease actions that are causing harm to another. Other injunctions are issued by the court for the purpose of compelling a party to do some action that it should have been doing in the past.

A motion for summary judgment is a proceeding in which a court is asked to dispose of all or part of a claim without going to trial. In order to be successful in a summary judgment motion, the party seeking summary judgment must convince the court that with respect to specific facts pleaded, there is no genuine issue for trial. Summary judgement motions are used by a party to end a lawsuit in its early stages by showing the court that it has a strong enough case to win at trial.

Intentional actions designed to damage business or contractual relationships are wrongful acts and remedies can be sought through the courts. To be successful in an action of this kind, a plaintiff must successfully prove the following elements:

• The defendant’s intention to injure the plaintiff.
• This injury took place through interference with the plaintiff’s economic arrangements.
• The injury was carried out unlawfully.
• As a result of the injury, the defendant suffered economic loss.

ADR refers to various types of dispute mechanisms such as negotiation and mediation that can be used to resolve disputes outside of the courtroom.

Negotiations are discussions entered into for the purpose of reaching an agreement. Successful negotiators are well prepared and have an arsenal of strategies and tactics at their disposal, and they need to be flexible and adopt whichever strategy and tactic is most likely to succeed in a particular situation.

Mediation is a process whereby a neutral third party facilitates the resolution of a dispute. The mediator helps the parties to reduce obstacles in communication, articulate their needs and interests, and explore alternatives.

If there is just cause for dismissal, employers are not required to provide an employee with notice prior to dismissal. Just cause can be based on a variety of behaviours including insubordination, failure to follow orders, theft, breach of contractual terms, or poor performance. The costs of termination can be minimized by crafting strong employment contracts that are likely to be upheld in court and by effectively communicating well drafted policies that govern behaviour in the workplace. Contracts and policy documents can also be instrumental in minimizing the costs of wrongful dismissal suits.

Upon the termination of the employment relationship, non-competition and non-solicitation clauses often become the subject of litigation with respect to whether or not these clauses are enforceable. To be successful in these cases, an employer must show that the restrictions placed on the employee are reasonable, taking into consideration the surrounding circumstances, including the wording of the clause, the nature of the business and the agreement itself.