Canada Mining Exchange Company Limited v. Zhaojin Mining Industry Co. Ltd.
Canada Mining Exchange Company Limited
Law Firm / Organization
Not Specified
Lawyer(s)

Daniel Kuang

Zhaojin Mining Industry Co. Ltd.
Law Firm / Organization
Baker McKenzie LLP
Lawyer(s)

Jim Holloway

Zhaojin International Mining Co. Ltd.
Law Firm / Organization
Baker McKenzie LLP
Lawyer(s)

Jim Holloway

Zhaojin Principle Mining Investment Inc.
Law Firm / Organization
McMillan LLP
Lawyer(s)

Anthony Labib

Background

  • In August 2013, CME entered into an agreement with Zhaojin Mining, entitling it to a commission if Zhaojin pursued introduced business opportunities.
  • The agreement contained a confidentiality clause restricting Zhaojin from contacting introduced companies without CME’s consent.
  • In April 2013, before the agreement, CME sent unsolicited information about Sabina Gold and Silver Corp to Zhaojin.
  • Two days after signing, CME sent Zhaojin Sabina’s NI 43-101 report, which was publicly available on SEDAR.
  • In 2018, Zhaojin completed a transaction with Sabina.

Claim & Lower Court Decision

  • CME sought an $8,080,000 commission based on Zhaojin’s $101,000,000 investment in Sabina.
  • Zhaojin moved for summary judgment, which was granted, as the motion judge found:
    • Zhaojin and Sabina had already introduced themselves.
    • CME only provided publicly available information.
    • The 2018 transaction occurred without CME’s involvement.

Appeal Decision

  • The Court of Appeal dismissed the appeal, affirming that CME:
    • Did not introduce Sabina to Zhaojin.
    • Did not provide confidential information.
    • Had no role in the 2018 transaction, which involved independent advisors.

Outcome

  • Appeal dismissed.
  • Zhaojin awarded $20,000 in costs.
Court of Appeal for Ontario
COA-24-CV-0697
Corporate & commercial law
$ 20,000
Respondent