Resin Systems Inc. v. Global Composite Manufacturing Inc., [2008] O.J. No. 5427, (Ont. S.C.J., Commercial List)

Resin developed certain equipment used to manufacture transmission poles. Resin entered into a manufacturing and licence agreement with Global Composite, and leased the equipment to Global Composite to make and improve the product. The agreements provided Global Composite was to keep the equipment free of any lien or claim, unless there was the express written consent of Resin.

Innovation Credit Union v. Bank of Montreal [2009] S.J. No. 147; 2009 SKCA 35, on appeal from 2007 SKQB 471

October 1991:     Saskatchewan farmer James Buist (“Debtor”) granted a general security agreement to Innovation Credit Union (“CU”). The general security agreement was not perfected under the Saskatchewan Personal Property Security Act (“PPSA”) by registration.

Our first update1 discussed various initial proceedings in the Chrysler bankruptcy cases. This update provides certain information on the Order Approving Bidding Procedures for the Sale of Substantially all of the Debtors’ Assets, which was entered by the court on May 7, 2009, and the Interim Order Approving a DIP Credit Facility and Authorizing the Debtors to Obtain Post-Petition Financing, which was entered by the court on May 4, 2009. The final DIP Financing and Sale hearings are scheduled for May 20, 2009, and May 27, 2009, respectively.

As widely reported, on April 30, 2009, (the Petition Date), Chrysler LLC and its 24 domestic and indirect subsidiaries (the Debtors) filed voluntary petitions under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York (the Court).

As the saying goes, an ounce of prevention is worth a pound of cure. This expression is particularly apt when it comes to secured creditors and their registrations under the Ontario Personal Property Security Act (the “PPSA”). Although “getting it right the first time” has always been the mantra of secured creditors, the economic roller coaster ride of recent months has heightened the need to ensure a properly perfected secured claim.

In Thabalt v Chait (Nov. 2008), the U.S. Court of Appeals for the Third Circuit upheld an award of damages against PriceWaterhouseCoopers LLP (PWC) based on PWC’s alleged negligent audit of the Ambassador Insurance Company. Plaintiff, the Vermont Insurance

The United States Bankruptcy Court for the District of Delaware on May 30, 2008, issued a memorandum opinion in which it refused to dismiss claims of breach of fiduciary duty against directors and officers of a company who approved the sale of the company’s assets on the eve of its filing for bankruptcy protection. In issuing its opinion inIn re Bridgeport Holdings Inc., the court provided some guidelines for directors and officers, particularly during challenging economic times.

The Third Circuit Court of Appeals recently upheld the dismissal of a suit by the shareholders and creditors of Vlasic Foods International, Inc., a former Campbell Soup subsidiary that had been “spun out” of the parent. The case, VFB, LLC v. Campbell Soup Co. (March 30, 2007), upholds the broad discretion of trial courts to determine valuation issues in the context of corporate transactions and, more specifi cally, gives great weight to market capitalization as a measure of value.