798839 Ontario Ltd. et al. v. Platt et al., (2016) 350 O.A.C. 226 (CA)

• Judge: Strathy, C.J.O., Blair and Lauwers, JJ.A.
• Court: Court of Appeal (Ontario)
• Case Date: May 12, 2016
• Jurisdiction: Ontario
• Citations: (2016), 350 O.A.C. 226 (CA);2016 ONCA 488

798839 Ont. v. Platt (2016), 350 O.A.C. 226 (CA)

MLB headnote and full text

Temp. Cite: [2016] O.A.C. TBEd. JN.026

798839 Ontario Limited and Jacobus Hanemaayer (plaintiffs/ appellants ) v. Robert Platt , James Bay Kaolin Corporation, James Bay Company Mineral Resources Inc., Black Gregor Explorations Ltd., Carlson Mines Limited, Source Resource Corp., Andre Boudreau and All-Terrain Track Sales & Services (defendants/ respondent )

Robert Platt, Source Resource Corp., James Bay Kaolin Corporation and James Bay Company Mineral Resources Inc. (plaintiffs) v. Community Expansion Inc., Great Lakes Nickel Limited, 153078 Canada Inc., 798839 Ontario Limited, Great Lakes Kaolin Inc. , Mineral Research Canada Inc., 894456 Ontario Limited, 810031 Ontario Inc., 667188 Ontario Inc., 667190 Ontario Inc., 650326 Ontario Inc., 907248 Ontario Limited, Jacobus Hanemaayer, Jeffrey Hanemaayer, Earl Orth, Eric Kraushaar and Erin McGoey (defendants/ appellant )

(C58414; 2016 ONCA 488)

Indexed As: 798839 Ontario Ltd. et al. v. Platt et al.

Ontario Court of Appeal

Strathy, C.J.O., Blair and Lauwers, JJ.A.

June 20, 2016.

Summary:

At issue was the contractual interpretation of an agreement relating to the development of certain mining claims in Northern Ontario. Hanemaayer and 798839 Ontario Ltd. asserted that the agreement was in effect an agreement of purchase and sale whereby full ownership of the claims was transferred to them outright, in return for their undertaking, but at their complete discretion, to do certain work in developing the claims. Platt claimed that the agreement (which was called an "Option Agreement", referred to the parties as "Optionor" and "Optionee", provided that the Optionee " will earn a 100% interest" in the mining claims by fulfilling certain conditions, and was intended to operate as "an actual earn in of interest " in the claims), was an option agreement. Platt argued that, because Hanemaayer and 798839, did not comply with the conditions underpinning the option, he therefore remained entitled to the claims.

The Ontario Superior Court agreed with Platt and granted judgment in his favour. See [2013] O.T.C. Uned. 6879; 2013 ONSC 6879. Hanemaayer and 798839 appealed.

The Ontario Court of Appeal dismissed the appeal.

Contracts - Topic 9

General principles - Options - See paragraphs 1 to 37.

Mines and Minerals - Topic 1603

Mining claims - General - Ownership - See paragraphs 1 to 37.

Mines and Minerals - Topic 1745

Mining claims - Transfer - Retransfer upon termination of option agreement - See paragraphs 1 to 37.

Counsel:

Paul J. Pape and Joanna L. Nairn, for the appellants;

Robert Isles and R. Donald Rollo, for the respondent.

This appeal was heard on May 12, 2016, by Strathy, C.J.O., Blair and Lauwers, JJ.A., of the Ontario Court of Appeal. Blair, J.A., delivered the following decision for the court on June 20, 2016.