Respondent
Petitioner
Other
Background:
Mirage Trading Corporation filed an oppression petition under Section 227 of the Business Corporations Act (BCA) against Rouzbeh Rabiei Ghahroud, MAJ Enterprises Inc., and Teknocan Properties Inc. Mirage, a 10% shareholder of Teknocan, challenged a 2022 AGM resolution that removed Abo Taheri as a director. Mirage argued the resolution was invalid due to lack of quorum and was against Taheri's reasonable expectations.
Legal Issues:
Norseyl Properties Ltd., AXA Consulting Services Inc., and Pan Pacific Business Corporation sought to be added as respondents, arguing they had a stake in the matter through a Trust Agreement that allegedly granted them control over Mirage's shares. Mirage disputed the Trust Agreement's validity and opposed the addition of these parties, citing issue estoppel and abuse of process.
Court's Analysis:
The court determined that issue estoppel did not apply, as the issues raised had not been previously decided. The court found that the applicants (Norseyl, AXA, and Pan Pacific) should have been joined as respondents because their interests could be directly affected by the relief sought. The court also held that it was necessary to add these parties to ensure all matters could be fully adjudicated.
Conclusion:
The court allowed the applicants to be added as respondents and ordered Mirage’s petition to be stayed until they were served. The successful parties (Norseyl, AXA, and Pan Pacific) were awarded costs to be taxed on Scale B.
Court
Supreme Court of British ColumbiaCase Number
S244258Practice Area
Corporate & commercial lawAmount
Winner
OtherTrial Start Date
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