The Court of Appeal decision in Triple Point Technology Inc v PTT Public Company Ltd turns on the wording of that particular contract, but was, in part, unexpected.

This decision does not reflect the generally held view (prior to this case) that liquidated damages will be recoverable until the point of termination at least.

Background

1. Introduction

What should your company do if faced with a statutory demand or a winding up petition? Time is of the essence where there is a threat of formal insolvency proceedings. If a winding up petition is being threatened it must not be ignored. The consequences that can flow once a winding up petition has been advertised can be devastating, both to the company's reputation and its financial position.

We identify some of the key considerations and steps that should be taken immediately so as to reduce any damage that a winding up petition can cause.

No. The Court of Appeal upheld the High Court’s original finding, namely that no duty to consider AWA’s creditors had arisen. Whilst AWA’s directors had made provision for the contingent liabilities in question, this did not itself mean AWA was insolvent or close to insolvency. In fact, it was not, and so the duty to consider AWA’s creditors never arose.

Practical implications

Although this decision simply confirms the High Court’s original decision, it emphasises the care and vigilance with which directors of a company need to act when paying dividends.

Court confirms dividends can be transactions at an undervalue

The Court of Appeal has confirmed that a dividend paid by a company to its shareholders can constitute a transaction at an undervalue under insolvency law.

What happened?

At the initial hearing, the High Court found the dividend was caught by section 423 and was therefore invalid. Importantly, it said that a dividend could constitute a transaction at an undervalue. This was an important confirmation, and the High Court has since followed this approach (for example, in Dickinson v NAL Realisations (Staffordshire) Ltd).

On February 4, 2019, the Court of Appeal of Quebec released its decision in the matter of Callidus Capital Corporation and al. v.9354-9186 Québec Inc. (formerly Bluberi Gaming Technologies Inc.).

Le 4 février 2019, la Cour d'appel du Québec a rendu sa décision dans l'affaire Callidus Capital Corporation et al. c. 9354-9186 Québec Inc.

A company has outstanding debts and it seems they are struggling financially. What can you do to try and get your debts settled? Is applying to have the company wound up the answer? Here, we take a look at what you will need to consider before a decision is made and we take a look at the key steps in the process.

What is winding up?

Winding up is also known as compulsory liquidation. It is action taken by creditors of the company which (if successful) will result in the company ceasing to trade and being closed down.

Public consultations on enhancing retirement security led by the Ministry of Innovation, Science and Economic Development Canada closed in late 2018. Given the importance and complexity of the subject matter, the one-month consultation period offered by the government was curiously short. Given that 2019 is an election year, the quick completion of the process could suggest that the federal government anticipated the direction in which it would proceed with any legislation.