Representing clients throughout Ontario.
No two businesses are alike. When disputes arise within a company, achieving a fair outcome requires understanding the company’s history, structure, and relationships. We have experience managing the complex issues of “corporate divorces,” particularly in closely-held companies, including valuation of shares, buyouts, windings up, and asset sales and divisions.
We litigate various claims under the Ontario Business Corporations Act and the Canada Business Corporations Act, including relief from oppression and winding up of corporations. We have successfully obtained leave to commence derivative actions for misappropriation of corporate opportunities on the Commercial List. Additionally, we handle claims against current or former partners, directors, or officers for breaches of fiduciary duties, breaches of confidence, or negligence.
Beyond court remedies, we help clients negotiate and implement creative solutions for corporate disputes and partnership breakdowns. We collaborate with other professionals, including accountants, tax counsel, certified business valuators, and commercial realtors, to achieve our clients’ goals.
Our work in this area includes:
– Handling corporate disputes and remedies, including relief from oppression and buyout clauses in shareholder or partnership agreements
– Conducting private arbitrations to resolve corporate disputes or divide assets confidentially
– Managing applications for winding up partnerships or corporations, including in the context of divorce, separation, or death
– Bringing applications for the partition and sale of real property or negotiating buyout terms
– Pursuing claims by or against companies, directors, officers, executives, or partners for misappropriation of corporate opportunity, breaches of fiduciary duties, and breaches of confidence
Reported Decisions
Melia et al. v. Evashkow and blueRover Inc., CV-22-00685876-00CL & CV-23-00693370-00CL
– Acted for the successful applicants in this highly contentious and bitterly disputed oppression application, securing wide-ranging relief including declarations validating their contested shareholdings, declaring that the respondent CEO had caused the Company’s business and affairs to be carried out oppressively, and removing the respondent CEO as director and CEO of the Company
Agisheva v. Petrov, 2019 ONSC 3872
– Obtained leave to commence a derivative action on behalf of a closely held corporation for misappropriation of corporate opportunity
Representative Work
– Counsel to a physician in a shareholder dispute relating to the dissolution of private ENT and cosmetic clinics
– Obtained a favourable settlement for two radiologists in a shareholder dispute relating to private MRI clinics
– Acted as plaintiff’s counsel in a derivative claim by a closely-held company against its directors and shareholders for misappropriation of the business and breach of fiduciary duty
– Defended an early-stage startup company in a breach of contract and oppression claim brought by some of its investors
– Acted for a corporation in a claim of breach of fiduciary duty against a departing business partner
– Represented the principal of a closely held professional services company with respect to its valuation, buyout, and winding up in the context of a divorce