ONTARIO SUPERIOR COURT OF JUSTICE (COMMERCIAL LIST)

Transcription

1 ONTARIO SUPERIOR COURT OF JUSTICE (COMMERCIAL LIST) Court File No. CV CL THE HONOURABLE JUSTICE WILTON-SIEGEL WEDNESDAY, THE 12TH DAY OF JULY, 2017 KEITH ALEXANDER, ARTHUR BARKIN, MARSHALL BARKIN, HARVEY FRISCH, ERIC GROSSMAN, o Jus"." ROBERT GROSSMAN, STANLEY GROSSMAN, TOM KOFFLER, AVI RITTER, MARK SIMON, JUDITH SPORN, STEPHEN STARK, MICHAEL STEINBERG, JOHN USTER, STEVEN WARSH and DAVID YARMUS Applicants - and ONTARIO LIMITED, KAPTOR FINANCIAL INC., and INSIGNIA TRADING INC. Respondents APPLICATION under subsection 243(1) of the Bankruptcy And Insolvency Act, R.S.C. 1985, C. B.-3, as amended and section 101 of the Courts Of Justice Act, R.S.O. 1990, C. C.43, as amended FEE APPROVAL AND DISCHARGE ORDER THIS MOTION, made by Crowe Soberman Inc. ("Crowe Soberman"), in its capacity as the Court-appointed Receiver (the "Receiver") of Kaptor Financial Inc. ("Kaptor"), Insignia Trading Inc. ("Insignia") and Ontario Limited ("202"),(collectively referred to as the "Companies" or "Kaptor Group") for an order:

2 (a) (b) (c) (d) (e) (f) (g) (h) (i) abridging the time for service of the Notice of Motion and the Motion Record, herein, if required, and validating service so that the Motion is properly returnable on the proposed date and dispensing with the requirement for any further service thereof; approving the Sixth Report of the Receiver dated July 5, 2017 (the "Sixth Report") and the activities of the Receiver as set out in the Sixth Report; approving the Receipts and Disbursements ("R&D") of the Receiver for the period from June 18, 2012 to July 4, 2017; approving the fees in the amount of $851, (plus applicable HST totalling $110, on the foregoing amount) of the Receiver for the period from June 7, 2012 to July 4, 2017; approving the fees in the amount of $447, and the disbursements in the amount of $15, (plus applicable HST totalling $58, on the foregoing amounts) of Gowling WLG (Canada) LLP ("Gowling") as former counsel for the Receiver for the period from June 21, 2012 to December 31, 2015; approving the fees in the amount of $28, and the disbursements in the amount of $ (plus applicable HST totalling $3, on the foregoing amounts) of Borden Ladner Gervais LLP ("BLG") as counsel for the Receiver for the period from December 6, 2016 to May 31, 2017; directing the Receiver to pay to BLG from the monies currently held by the Receiver the amount of BLG's unpaid fees and disbursements from June 1, 2017 to and inclusive of the date of the discharge of the Receiver (the "Distribution"); discharging Crowe Soberman as the Receiver of the undertaking, property and assets of the Kaptor Group; releasing Crowe Soberman and the Receiver from any and all liability, as set out in paragraphloof this Order; and,

3 (j) such further relief as may be required in the circumstances and which this Court deems as just and equitable, was heard this day at 330 University Avenue, Toronto, Ontario. ON READING the Sixth Report, the affidavit of Hans Rizarri sworn July 5, 2017, the affidavit of Douglas Smith sworn July 5, 2017 and the affidavit of Terrance Moffatt sworn July 5, 2017, filed, and on hearing the submissions of counsel for the Receiver, and such other parties who were in attendance and no one else appearing although served as evidenced by the Affidavit of Service of Evita Ferreira sworn July 6, 2017, filed, Service / Approval of the Activities of Receiver 1. THIS COURT ORDERS that all defined terms used herein, not otherwise defined shall have the meaning attributed to them in the Sixth Report. 2. THIS COURT ORDERS that the time for service of the Notice of Motion and Motion Record is validated so that the Motion is properly returnable today and hereby dispenses with further service thereof. 3. THIS COURT ORDERS that the Sixth Report and the activities of the Receiver as set out in the Sixth Report be and are hereby approved. Approval of the Receiver's R&D 4. THIS COURT ORDERS that the R&D of the Receiver for the period from June 18, 2012 to July 4, 2017 be and is hereby approved. Approval of Professional Fees 5. THIS COURT ORDERS that the fees in the amount of $851, (plus applicable HST totalling $110, on the foregoing amount) of the Receiver for the period from June 7, 2012 to July 4, 2017 are hereby approved. 6. THIS COURT ORDERS that the fees in the amount of $447, and the disbursements in the amount of $15, (plus applicable HST totalling $58, on the

4 foregoing amounts) of Gowling as former counsel for the Receiver for the period from June 21, 2012 to December 31, 2015 are hereby approved. 7. THIS COURT ORDERS that the fees in the amount of $28, and the disbursements in the amount of $ (plus applicable HST totalling $3, on the foregoing amounts) of BLG as counsel for the Receiver for the period from December 6, 2016 to May 31, 2017 are hereby approved. Distribution to BLG 8. THIS COURT ORDERS AND DIRECTS that the Receiver make the Distribution. Discharge and Release of the Receiver 9. THIS COURT ORDERS that Crowe Soberman be and is hereby discharged as the Receiver of the undertaking, property and assets of the Kaptor Group, provided however that notwithstanding its discharge herein (a) Crowe Soberman shall remain Receiver for the performance of such incidental duties as may be required to complete the administration of the receivership herein, and (b) Crowe Soberman shall continue to have the benefit of the provisions of all Orders made in this proceeding, including all approvals, protections and stays of proceedings in favour of Crowe Soberman in its capacity as Receiver. 10. THIS COURT ORDERS AND DECLARES that Crowe Soberman and the Receiver are hereby released and discharged from any and all liability that Crowe Soberman and the Receiver now have or may hereafter have by reason of, or in any way arising out of, the acts or omissions of Crowe Soberman while acting in its capacity as Receiver herein, save and except for any gross negligence or wilful misconduct on the Receiver's part. Without limiting the generality of the foregoing, Crowe Soberman and the Receiver are hereby forever released and discharged from any and all liability relating to matters that were raised, or which could have been raised, in the within receivership proceedings, save and except for any gross negligence or wilful misconduct on the Receiver's part. ENTERED AT / INSCRIT A TORONTO ON/BOOK NO: LE / DANS LE REGISTRE NO: JUL At, PER / PAR:(31

5 BETWEEN: KEITH ALEXANDER, ARTHUR BARKIN et al. Applicants TOR01: : v7 Court File No.: CV CL and ONTARIO LIMITED, KAPTOR FINANCIAL INC., and INSIGNIA TRADING INC. Respondents ONTARIO SUPERIOR COURT OF JUSTICE (COMMERCIAL LIST) PROCEEDING COMMENCED AT TORONTO FEE APPROVAL AND DISCHARGE ORDER BORDEN LADNER GERVAIS LLP Bay Adelaide Centre, East Tower 22 Adelaide Street West, Suite 3400 Toronto ON M5H 4E3 Alex MacFarlane (LSUC No Q) Tel: Evita Ferreira (LSUC No K) Tel: Lawyers for Crowe Soberman Inc.