OTTAWA, 2012-11-13. THE SUPREME COURT OF CANADA
ANNOUNCED TODAY THAT JUDGMENT IN THE FOLLOWING APPLICATIONS FOR LEAVE
TO APPEAL WILL BE DELIVERED AT 9:45 A.M. EST ON THURSDAY, NOVEMBER 15,
2012. THIS LIST IS SUBJECT TO CHANGE.
Wanda Bond v. Brookfield Asset Management Inc.,
Brookfield Special Situations Partners Ltd., 1439442 Alberta Ltd.
(Ont.) (Civil) (By Leave)
Courts — Jurisdiction — Conflict of laws — Whether superior courts of one province can entertain an oppression action in respect of a corporation incorporated under the laws of a different province?
Birch Mountain Resources Limited was incorporated under the Alberta Business Corporations Act, R.S.A. 2000, c. B‑9. It was based in Calgary and owned and operated a mine in northern Alberta. The applicant owned some of its common shares, which were traded on several stock exchanges including the Toronto Stock Exchange. Tricap Partners Ltd. and its parent are Ontario corporations. Tricap advanced a $31.5 million loan to Birch Mountain secured by a debenture and loan agreement governed by Alberta law. Birch Mountain defaulted. Tricap commenced enforcement proceedings and on January 8, 2009, the Alberta Court of Queens Bench issued a vesting order transferring Birch Mountain's assets to 1439442 Alberta Ltd., an Alberta corporation based in Calgary and a private wholly‑owned subsidiary of Tricap. The applicant commenced a class proceeding in Ontario Superior Court, seeking a declaration under the Ontario Business Corporations Act, R.S.O. 1990, c. B.16, that the respondents acted oppressively, unfairly, prejudicially and with disregard to Birch Mountain’s common shareholders. She also seeks damages for Birch Mountain’s common shareholders for losses in share value incurred between April 1, 2005 and November 5, 2008. The respondent brought a motion to stay the proceedings and argued that Ontario was forum non conveniens and the Ontario Superior Court did not have jurisdiction simpliciter.