SUPREME COURT OF NOVA SCOTIA
Citation: Jeffrie v. Hendriksen, 2013 NSSC 50
Date: 20130226
Docket: Hfx No. 346079
Registry: Halifax
Between:
Roderick Jeffrie
Applicant
v.
Anthony Hendriksen, Inland Marine Services Limited
and Three Ports Fisheries Limited
Respondents
LIBRARY HEADING
Judge: The Honourable Justice Michael J. Wood
Heard: July 3, 4, 5, 6, 25, 26 and 27, 2012, in Halifax, Nova Scotia
Final Written
Submissions: September 14, 2012
Decision: February 26, 2013
Subject: Evidence - Use of discovery and the rule in Browne v. Dunn.
Evidence - Use of prior judicial opinions of witness credibility.
Contracts - Enforceability of verbal agreement to purchase shares.
Corporations - Oppression - Actions that constitute oppressive conduct
Summary: Shareholders in company had a falling out. They had multiple meetings to discuss the purchase of the plaintiff=s shares. The parties reached a verbal agreement, but the transaction was not completed. Plaintiff sued for enforcement of the agreement. As an alternative, plaintiff alleged oppressive conduct by failure to provide accurate financial information and consult on business decisions. Plaintiff was president and director of the company
Issue: (1) Did the parties reach a verbal agreement and, if so, is it enforceable?
(2) Did the defendants engage in oppressive conduct and, if so, what remedy should be given?
Result: The parties agreed on the essential terms for the purchase of the plaintiff=s shares, but this was subject to preparation of a written agreement. The written agreement was never concluded, and so no legally enforceable contract came into existence.
The plaintiff=s complaints about lack of financial information and consultation did not amount to oppression. As president, he was entitled to have the information, but took no steps to obtain it.
Application was dismissed.