Wolverton Pacific Partnership v. Triple F Investments Ltd.

Partners Stephen R. Schachter, Q.C. and Kevin D. Loo, Q.C. were successful before both the British Columbia Supreme Court and Court of Appeal in a dispute between shareholders of a real estate holding company.

Stephen and Kevin acted for Triple F Investments Ltd. at both levels of court.  In the Supreme Court, they defended a petition advanced by another shareholder, Wolverton Pacific Partnership, who sought to enjoin Triple F’s offer under a compulsory buy-out provision in the shareholders’ agreement on the basis that the shareholders’ agreement was no longer in force, and that the compulsory buy-sell provision was not properly triggered.  Mr. Justice Brongers rejected those arguments.  In his reasons at 2022 BCSC 1074, given on 13 June 2022, he held that Triple F was entitled to invoke the buy-out procedure.

WPP appealed this decision. The parties worked towards an expedited hearing and determination of the appeal, which was heard by Justices Hunter, Harris and Horsman on 14 July 2022 – a month after the lower court decision was released, and approximately two months after WPP’s petition was filed.  The judgment of the BCCA was released on 27 July 2022 at 2022 BCCA 262, dismissing the appeal.

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