?  Background:

• Jack Bayliss sought a court order to determine the fair value of his 900,000 shares in Superior Nickel Inc. post-amalgamation.
• Superior, prior to amalgamation, offered $0 per share, deeming the shares worthless, but offered $1,000 as goodwill.
• The court determined the fair value to be $0.07 per share, awarding Bayliss $63,000.

?  Legal Focus:

• Issue: Costs determination under Ontario Business Corporations Act (OBCA), section 185.
• Bayliss sought full indemnity for legal costs, citing non-compliance by Plethora with OBCA provisions.

?  Court's Decision on Costs:

• The court ruled that Plethora did not violate the OBCA by offering zero for the shares, as it reflected their business judgment.
• Bayliss was awarded costs on a partial indemnity basis, not full indemnity.
• Costs were fixed at $99,951.75, including legal fees and expert disbursements.

?  Key Points:

• The court emphasized proportionality and reasonableness in costs, reflecting the outcome and complexity of the case.
• The award was within a range Plethora could have reasonably anticipated if unsuccessful.