Gholipour v. Rezaei
GASHTASEB GHOLIPOUR
Law Firm / Organization
Niroomand Law
Lawyer(s)

Hossein Niroomand

SAEID VAHID REZAEI
Law Firm / Organization
Unrepresented
PERSIA BAKERY & KABOB
Law Firm / Organization
Unrepresented

Case Overview

  • Parties: Plaintiff Gashtaseb Gholipour sued Defendant Saeid Vahid Rezaei (and Persia Bakery & Kabob) for breach of a shareholder agreement.
  • Key Claims: The plaintiff alleged a breach of contract after being excluded from participating in the business operations, leading to financial losses.

Key Facts

  • The plaintiff invested $177,130.75 to help open Persia Bakery & Kabob after acquiring a 50% share.
  • A Shareholders’ Agreement (S.A.) was signed in November 2016, outlining the roles and responsibilities of both parties.
  • The relationship deteriorated after the bakery's opening in March 2017. The plaintiff was locked out of the premises, denied access to business accounts, and excluded from operations.
  • The business failed in October 2017, with assets sold for $110,000. Net proceeds of $56,692 remain in trust.

Court Findings

  • Breach of Contract: The court found Mr. Rezaei violated the S.A. by excluding the plaintiff and failing to fulfill fiduciary duties under Section 4.2 of the agreement.
  • Damages: The plaintiff was awarded reliance damages of $177,130.75 (the amount invested in reliance on the contract).
  • Interest: Pre-judgment interest was set at 1%, totaling $12,738.86, with post-judgment interest at 4%.
  • Costs: The plaintiff was awarded $70,995.31 in costs.
Superior Court of Justice - Ontario
CV-17-133382
Corporate & commercial law
$ 260,865
Plaintiff