The dispute arose from more than 20 years of business dealings and involved extensive allegations of oppression, breach of contract, breach of fiduciary duty, improper expenses, and the failure to disclose corporate opportunities. The plaintiffs sought substantial relief, including a forced buyout of shares valued in the tens of millions of dollars, as well as the liquidation and dissolution of the company. airG advanced a counterclaim for breach of contract and breach of fiduciary duty, substantial portions of which were upheld at trial.
Fasken represented airG throughout the litigation, including numerous contested interlocutory applications and the lengthy trial. Prior to trial, airG successfully obtained orders compelling further and better responses to interrogatories and successfully resisted applications seeking production of solicitor-client privileged materials. Following trial, all claims against airG were dismissed and substantial portions of airG's counterclaim succeeded.
The case addresses important issues concerning oppression remedies, shareholder rights, fiduciary obligations, and corporate governance in closely held corporations. The decision provides significant guidance regarding the interpretation of contractual and statutory duties under British Columbia's Business Corporations Act and reinforces principles governing shareholder disputes in privately held technology companies.
Fasken represented airG Inc. with a team led by Gavin Cameron (Litigation & Dispute Resolution), and included Kaleigh Milinazzo (Litigation & Dispute Resolution) and Paige Mueller (Litigation & Dispute Resolution).
Jurisdiction
- British Columbia
