ADM Measurements Ltd. v. Bullet Electric Ltd. et al., 2012 ABQB 150

JudgeGermain, J.
CourtCourt of Queen's Bench of Alberta (Canada)
Case DateMarch 07, 2012
Citations2012 ABQB 150;(2012), 534 A.R. 333 (QB)

ADM Measurements Ltd. v. Bullet Electric Ltd. (2012), 534 A.R. 333 (QB)

MLB headnote and full text

Temp. Cite: [2012] A.R. TBEd. MR.093

ADM Measurements Ltd. (plaintiffs) v. Bullet Electric Ltd., Bullet Energy (Canada) Inc., Gregory William Young and Larry Warnock (defendants)

(0203 17582; 2012 ABQB 150)

Indexed As: ADM Measurements Ltd. v. Bullet Electric Ltd. et al.

Alberta Court of Queen's Bench

Judicial District of Edmonton

Germain, J.

March 7, 2012.

Summary:

The business relationship between Young (the director of Bullet Electric Ltd.) and ADM Measurements Ltd., broke down in September 2000, when Young ceased to be an employee at ADM. Young and Warnock formed a new company, Bullet Energy (Canada) Inc., in direct competition with ADM. Bullet Energy was immediately successful. ADM's revenues dropped. ADM sued Young and Bullet Electric, for breach of an alleged fiduciary duty. ADM also sued Bullet Energy and Warnock: (1) for unjustly enriching themselves at the expense of ADM, and (2) by unfairly interfering with contractual relationships between ADM and its customers and employees. ADM claimed some $2.5 million in damages. Young and Bullet Electric counterclaimed for unpaid bonuses.

The Alberta Court of Queen's Bench dismissed ADM's claim. The court allowed the counterclaim in the amount of $176,387 plus pre-judgement interest.

Company Law - Topic 4753

Contracts by companies - When and how company bound - Whether contract made by company - [See first Master and Servant - Topic 303 ].

Damages - Topic 4044

Interference with economic relations - Interference with business relations - Measure of damages - Young ceased to be an employee at ADM - He formed a new company (Bullet Energy) with Warnock, in direct competition with ADM - ADM's revenues dropped - ADM sued Young for breach of an alleged fiduciary duty - ADM also sued Bullet Energy and Warnock for interfering with contractual relationships between ADM and its customers and employees - ADM claimed some $2.5 million in damages - The Alberta Court of Queen's Bench concluded that the defendants did not engage in unlawful conduct towards ADM, and that ADM had not established a causative link between any alleged wrongdoing and its reduced business profits - The court provisionally assessed damages, in the event its analysis was incorrect, and concluded that the "plaintiff's loss" model was appropriate, rather than the "disgorgement of profits" approach - Given the nature of Young's alleged misconduct, ADM was owed, at best, its lost profits - See paragraphs 190 to 195.

Equity - Topic 3606

Fiduciary or confidential relationships - General principles - What constitutes a fiduciary relationship - [See first Master and Servant - Topic 343 ].

Equity - Topic 3648

Fiduciary or confidential relationships - Breach of fiduciary relationship - By employee - Solicitation of business - [See first Master and Servant - Topic 4305 ].

Equity - Topic 3721

Fiduciary or confidential relationships - The employer-employee relationship - General - [See first Master and Servant - Topic 343 ].

Equity - Topic 3726

Fiduciary or confidential relationships - The employer-employee relationship - Duty of employee after termination - [See second Master and Servant - Topic 4305 ].

Master and Servant - Topic 303

Nature of relationship - What constitutes an employer-employee relationship - The business relationship between Bullet Electric Ltd. and ADM Measurements Ltd. broke down when Bullet's director (Young) ceased to be an employee at ADM - Young formed a new company, in direct competition with ADM - ADM sued Bullet and Young, for breach of an alleged fiduciary duty - The Alberta Court of Queen's Bench characterized the relationship between Bullet and ADM - "Though never documented in a formal sense, ADM hired Bullet to provide Bullet's employee, Mr. Young, to provide services to ADM on Bullet's behalf. The relationship between ADM and Bullet would, by its nature, be an independent contractor relationship. The problem with this approach is that adding an intermediary corporation can distort the true nature of a worker/employer relationship. Courts have rejected any legal effect in an intermediary corporation such as Bullet when that corporation ' ... is principally a tool for tax planning and management for an individual employee who does the work while the money is paid to the corporate vehicle.' ... Bullet falls into that category, and can be ignored when evaluating the relationship between ADM and Mr. Young." - See paragraphs 37 to 39.

Master and Servant - Topic 303

Nature of relationship - What constitutes an employer-employee relationship - ADM Measurements Ltd. sued Bullet Electric Ltd. and its director, Young , for breach of an alleged fiduciary duty arising out of a contract of services provided by Bullet or Young to ADM - In 1993, Young had worked directly for ADM for a period of time - Young incorporated Bullet in 1995, and worked as a journeyman electrician through Bullet - In 1997, Young began to work for ADM as a general manager - The Alberta Court of Queen's Bench rejected any legal effect in Bullet (an intermediary) and evaluated the relationship between ADM and Young - The court concluded that Young was an employee, and not an independent contractor, from when he began to work as a manager - Young's management activities were subject to ADM's direct control - Young was assigned a supervisory type role, and thought of himself as a "part of ADM" - As a manager, Young used ADM's office infrastructure - Young contracted (via Bullet) for his services alone, favouring employee status - Last, Young was to receive a fixed monthly salary, and possibly a share of ADM's profits as a bonus, without an associated risk of loss - See paragraphs 40 to 51.

Master and Servant - Topic 343

Fiduciary duty - When owed - ADM alleged that Young had a fiduciary duty to act in ADM's best interests, and that following his departure from ADM he breached that fiduciary duty - The Alberta Court of Queen's Bench examined the nature of a fiduciary relationship - "Courts have concluded that certain employees have a fiduciary relationship with their employer ... Sometimes these fiduciary employees are identified as 'key employees' ... Fiduciary employees may be restrained from competing with their former employers ... The scope of who is or is not a fiduciary employee is a point of some dispute ... I believe I may safely conclude that the 'vulnerability' line of fiduciary employee cases are no longer an accurate statement of the law. ... [V]ulnerability alone does not define a fiduciary relationship. Rather, a fiduciary employee is one who also undertakes to put the best interests of an employer above his own." - See paragraphs 58 to 69.

Master and Servant - Topic 343

Fiduciary duty - When owed - The Alberta Court of Queen's Bench stated that "[u]ndertaking to put the best interests of an employer above your own arises in two circumstances. One is where an employee explicitly agrees by contract to undertake a fiduciary obligation" - In this case, factually, the defendant employee did not agree to take on a fiduciary's obligations - "[I]f equal contracting parties should explicitly identify their respective fiduciary relationships, then logically a fiduciary status should not be foisted on the more vulnerable of contracting parties in an employer/employee relationship. A fiduciary relationship should not be inferred but rather explicitly reflected in an agreement under which an employee agrees to work for an employer." - See paragraphs 70 to 72.

Master and Servant - Topic 343

Fiduciary duty - When owed - The Alberta Court of Queen's Bench considered that an employee might be in a fiduciary relationship where that employee was a key senior manager - "A contract of employment for a senior manager of this kind does not require explicit language that identifies the employee as operating in a fiduciary relationship. The director-like authority of this kind of employee warrants a special duty for an employee who operates in this central a role. An employee of this type may not experience the vulnerability and imbalance of power experienced by the typical employee. Thus, no injustice results from implying the onerous though time-limited non-competition obligation that flows from the fiduciary relationship." - See paragraphs 73 and 74.

Master and Servant - Topic 343

Fiduciary duty - When owed - Young, an electrician, was an employee of ADM (owned by McCullough) and not subject to any explicit or implied restrictive covenant - His role at ADM evolved over time - In 1997, Young began to work for ADM as a regional manager - His employment relationship with ADM broke down in 2000 - Young formed a new company and worked as an electrician in direct competition with ADM - ADM sued Young for breach of an alleged fiduciary duty - The Alberta Court of Queen's Bench concluded that Young had not undertook to be a fiduciary of ADM, nor was his position of a kind that was properly described as a senior manager and fiduciary with a broad and central control of that organization - ADM throughout 1997-2000 had one directing mind, McCullough - What Young knew was common knowledge - In any event, Young would still not be a fiduciary under the "vulnerability" test - He was an employee in a low-level non-administrative position who reported to McCullough, the ultimate owner and directing mind - See paragraphs 75 to 90.

Master and Servant - Topic 343

Fiduciary duty - When owed - [See both Master and Servant - Topic 4305 ].

Master and Servant - Topic 1330

Contract of hiring (employment contract) - Covenants in restraint of trade - Restrictive covenants - Breach of - What constitutes - The dispute was whether the defendant (Young) breached the terms of his contract when he ceased working for the plaintiff (ADM), and entered into competition with that business - The ADM and Young contract was never formalized - The conclusion on its substance flowed from the testimony of the parties and the manner in which the contract was implemented - The Alberta Court of Queen's Bench found no evidence of a restrictive covenant between ADM and Young - It would be against the presumption against restraint of trade for the court to infer that term into the ADM/Young contract - See paragraphs 55 to 57.

Master and Servant - Topic 4305

Duties of servant - On termination - Competition in business - General - The business relationship between the defendant Young, an electrician, and the plaintiff (ADM) broke down - The relationship was not documented in any way - Young formed a new company, in direct competition with ADM - The Alberta Court of Queen's Bench had concluded that Young was constructively dismissed - The court also concluded that Young's contract with ADM did not restrict his post-contract activity, and that Young was not in a fiduciary relationship with ADM - In the event that it was incorrect on those points, the court evaluated the effect of the constructive dismissal on any of Young's obligations - In the result, the court concluded that even if it were to imply a restriction on competition in Young's contract with ADM, that restriction was lifted following his constructive dismissal - See paragraphs 139 to 141 - Further, even if Young was a fiduciary of ADM, that fiduciary obligation would have ended when Young was constructively dismissed without cause - "The fiduciary employee can only be expected to serve the interests of the employer as long as that beneficiary maintains clean hands." - See paragraphs 142 to 147.

Master and Servant - Topic 4305

Duties of servant - On termination - Competition in business - General - The business relationship between Young and ADM broke down in September 2000, and Young ceased to be an employee of ADM - The relationship was not documented in any way - Young formed a new company, and worked in direct competition with ADM - ADM sued Young for breach of an alleged fiduciary duty - The Alberta Court of Queen's Bench concluded that Young did not assume a fiduciary duty towards ADM, and that if he did have that duty, then it was negated when he was wrongfully dismissed in September 2000 - If incorrect on both points, the court assessed a period of non-competition time during which Young's fiduciary responsibility extended past the end of his employment relationship with ADM - The court concluded that Young's obligation to not compete with his former employer ended on December 31, 2000 - A three month fiduciary non-competition period was appropriate: Young had only been in his current position for some 2.75 years; his managerial role was a limited one; Young was immediately replaced by a manager with similar skills and knowledge; and Young was constructively dismissed - Further, ADM was profitable throughout 2000 - See paragraphs 223 to 231.

Master and Servant - Topic 7502

Dismissal or discipline of employees - General principles - What constitutes dismissal or discharge (incl. constructive dismissal) - Young ceased to be an employee at ADM following a meeting with McCullough, the owner of ADM, on September 18, 2000 - At issue was whether Young quit or was fired - The Alberta Court of Queen's Bench concluded factually that on September 18, 2000, McCullough had unilaterally decided to withdraw from the agreement between ADM and Young, that Young would have the first opportunity to purchase ADM in 2003, after the five year profit share arrangement ended - McCullough did not intend to fire Young, nor sanction him - Rather, McCullough had decided to sell ADM to another person - See paragraphs 92 to 115 - The court concluded that McCullough's decision to withdraw the right to purchase ADM was a substantial change to the Young/ADM contract, and constructive dismissal - Young agreed to work for ADM because of his expectation that ADM would eventually be his own company - Young was entitled to treat his employment contract as terminated by ADM - Therefore Young was dismissed without cause on September 18, 2000 - See paragraphs 116 to 137.

Master and Servant - Topic 7614

Dismissal or discipline of employees - Defences - Resignation of employee - [See Master and Servant - Topic 7502 ].

Torts - Topic 5210

Interference with economic relations - Contracts - Interference with contractual rights - ADM alleged that the defendants, Bullet Energy and its directing minds (Young and Warnock), interfered with ADM's contractual relationships with its various oilfield industry clients, and with the employer/employee relationships formed between ADM and its other employees - The Alberta Court of Queen's Bench held that the plaintiff's argument failed on multiple bases "for a simple fact: while ADM and its clients interacted on a contractual basis, those contracts were for individual 'piece-work' tasks. Any long-term interaction between ADM and the oil patch businesses was informal, not contractual. ADM's business with each client was always precarious. That reflects the nature of the work conducted by businesses such as ADM. ... ADM had neither long-term contracts, nor any exclusive contracts with which Mr. Young or his new company could interfere." - The court therefore concluded that the defendants did not interfere with ADM's contractual relationships - Young and Warnock were willing to compete with ADM, and did so in an aggressive but legal manner - See paragraphs 161 to 165.

Cases Noticed:

Alberta Permit Pro et al. v. Booth et al. (2007), 442 A.R. 1; 2007 ABQB 562, affd. (2009), 460 A.R. 129; 462 W.A.C. 129; 3 Alta. L.R.(5th) 201; 2009 ABCA 146, refd to. [para. 39].

Walden v. Danger Bay Productions Ltd. et al., [1994] 6 W.W.R. 138; 42 B.C.A.C. 196; 67 W.A.C. 196; 114 D.L.R.(4th) 85 (C.A.), refd to. [para. 40].

Wiebe Door Services Ltd. v. Minister of National Revenue, [1986] 3 F.C. 553; 70 N.R. 214; 46 Alta. L.R.(2d) 83 (F.C.A.), refd to. [para. 40].

671122 Ontario Ltd. v. Sagaz Industries Canada Inc. et al., [2001] 2 S.C.R. 983; 274 N.R. 366; 150 O.A.C. 12; 2001 SCC 59, refd to. [para. 41].

Canada (Procureur général) v. Groupe Desmarais Pinsonneault & Avard Inc. (2002), 291 N.R. 389; 2002 FCA 144, refd to. [para. 44].

Te'mexw Treaty Association v. Minister of National Revenue, [2000] T.C.J. No. 447 (T.C.C.), refd to. [para. 46].

Truong v. British Columbia et al. (1999), 128 B.C.A.C. 240; 208 W.A.C. 240; 47 C.C.E.L.(2d) 307; 1999 BCCA 513, refd to. [para. 47].

Shaw Communications Inc. v. Minister of National Revenue, 2003 D.T.C. 1459 (T.C.C.), affd. [2003] N.R. Uned. 78; 2003 D.T.C. 5707; 2003 FCA 171, refd to. [para. 50].

Polimark Ltd. v. Minister of National Revenue, [2000] T.C.J. No. 52, refd to. [para. 50].

RBC Dominion Securities Inc. v. Merrill Lynch Canada Inc. et al., [2008] 3 S.C.R. 79; 380 N.R. 166; 260 B.C.A.C. 198; 439 W.A.C. 198; 2008 SCC 54, refd to. [para. 55].

Imperial Sheet Metal Ltd. et al. v. Landry et al. (2007), 315 N.B.R.(2d) 328; 815 A.P.R. 328; 2007 NBCA 51, refd to. [para. 55].

KRG Insurance Brokers (Western) Inc. v. Shafron et al., [2009] 1 S.C.R. 157; 383 N.R. 217; 265 B.C.A.C. 1; 446 W.A.C. 1; 2009 SCC 6, refd to. [para. 56].

Elder Advocates of Alberta Society et al. v. Alberta et al., [2011] 2 S.C.R. 261; 416 N.R. 198; 499 A.R. 345; 514 W.A.C. 345; 2011 SCC 24, refd to. [para. 58].

Perez v. Galambos et al., [2009] 3 S.C.R. 247; 394 N.R. 209; 276 B.C.A.C. 272; 468 W.A.C. 272; 2009 SCC 48, refd to. [para. 61].

Capital Estate Planning Corp. v. Lynch et al. (2011), 510 A.R. 244; 527 W.A.C. 244; 337 D.L.R.(4th) 523; 2011 ABCA 224, refd to. [para. 63].

Physique Health Club Ltd. v. Carlsen et al. (1996), 193 A.R. 196; 135 W.A.C. 196; 141 D.L.R.(4th) 64 (C.A.), leave to appeal denied (1997), 216 N.R. 239; 212 A.R. 26; 168 W.A.C. 26 (S.C.C.), refd to. [para. 63].

Anderson, Smyth & Kelly Customs Brokers Ltd. v. World Wide Customs Brokers Ltd. et al. (1996), 184 A.R. 81; 122 W.A.C. 81; 39 Alta. L.R.(3d) 411; 1996 ABCA 169, refd to. [para. 63].

Imperial Sheet Metal Ltd. v. Landry; 57134 Manitoba Ltd. v. Palmer (1989), 37 B.C.L.R.(2d) 50; 44 B.L.R. 94 (C.A.), refd to. [para. 64].

Carson International Inc. v. Biggar et al. (2010), 257 Man.R.(2d) 15; 322 D.L.R.(4th) 668; 2010 MBQB 198, refd to. [para. 64].

581257 Alberta Ltd. v. Aujla (2011), 507 A.R. 315; 2011 ABQB 39, refd to. [para. 64].

Canadian Aero Service Ltd. v. O'Malley et al., [1974] S.C.R. 592, refd to. [para. 66].

Frame v. Smith and Smith, [1987] 2 S.C.R. 99; 78 N.R. 40; 23 O.A.C. 84, refd to. [para. 68].

410675 Alberta Ltd. v. Trail South Developments Inc. (2011), 508 A.R. 208; 2011 ABQB 470, refd to. [para. 70].

B & R Development Corp. v. Trail South Development Inc. - see 410675 Alberta Ltd. v. Trail South Developments Inc.

Davidson v. Slaight Communications Inc., [1989] 1 S.C.R. 1038; 93 N.R. 183; 59 D.L.R.(4th) 416, refd to. [para. 71].

Wallace v. United Grain Growers Ltd., [1997] 3 S.C.R. 701; 219 N.R. 161; 123 Man.R.(2d) 1; 159 W.A.C. 1; 152 D.L.R.(4th) 1, refd to. [para. 71].

Farber v. Compagnie Trust Royal, [1997] 1 S.C.R. 846; 210 N.R. 161; 145 D.L.R.(4th) 1, refd to. [para. 123].

Pathak v. Jannock Steel Fabricating Co. et al. (1999), 228 A.R. 312; 188 W.A.C. 312; 1999 ABCA 8, refd to. [para. 124].

Alguire v. Cash Canada Group Ltd. (2005), 380 A.R. 227; 363 W.A.C. 227; 2005 ABCA 387, refd to. [para. 124].

Brown v. Pronghorn Controls Ltd. (2011), 515 A.R. 128; 532 W.A.C. 128; 2011 ABCA 328, refd to. [para. 124].

Wells v. Toka Ltd. (1991), 94 Nfld. & P.E.I.R. 257; 298 A.P.R. 257 (Nfld. T.D.), refd to. [para. 125].

Bergmann v. CPT Canada Power Technology Ltd., [1998] 1 W.W.R. 581; 207 A.R. 212 (Q.B.), refd to. [para. 125].

Vanderleest v. Regina (City) (1992), 102 Sask.R. 24; 91 D.L.R.(4th) 538 (Q.B.), refd to. [para. 125].

Farquhar v. Butler Brothers Supplies Ltd. (1988), 23 B.C.L.R.(2d) 89; 8 A.C.W.S.(3d) 370 (C.A.), refd to. [para. 126].

Poole v. Tomenson Saunders Whitehead Ltd. (1987), 43 D.L.R.(4th) 56; 16 B.C.L.R.(2d) 349 (C.A.), refd to. [para. 126].

Cruickshank v. Jordan Petroleum Ltd. (1999), 246 A.R. 338; 89 A.C.W.S.(3d) 935 (Q.B.), refd to. [para. 127].

Iliescu v. Voicegenie Technologies Inc. et al., [2009] O.T.C. Uned. 48; 71 C.C.E.L.(3d) 123 (Sup. Ct.), affd. [2010] O.A.C. Uned. 52; 79 C.C.E.L.(3d) 9; 2010 ONCA 104, refd to. [para. 127].

1159465 Alberta Ltd. v. Adwood Manufacturing Ltd. et al., [2010] A.R. Uned. 145; 25 Alta. L.R.(5th) 237; 2010 ABQB 133, affd. [2011] A.R. Uned. 347; 2011 ABCA 259, refd to. [para. 136].

Travel Company Ltd. v. Keeling et al. (2009), 473 A.R. 336; 2009 ABQB 399, refd to. [para. 139].

Globex Foreign Exchange Corp. v. Kelcher et al. (2011), 513 A.R. 101; 530 W.A.C. 101; 337 D.L.R.(4th) 207; 2011 ABCA 240, refd to. [para. 140].

Mace et al. v. Dirk et al. (2006), 412 A.R. 207; 404 W.A.C. 207; 2006 ABCA 106, refd to. [para. 142].

Windship Aviation Ltd. et al. v. deMeulles et al., [2002] A.R. Uned. 384; 5 Alta. L.R.(4th) 133; 2002 ABQB 669, refd to. [para. 143].

Zesta Engineering Ltd. v. Cloutier et al., [2001] O.T.C. 118; 7 C.C.E.L.(3d) 53 (Sup. Ct.), revd. (2002), 164 O.A.C. 234; 21 C.C.E.L.(3d) 164 (C.A.), refd to. [para. 144].

Gestion Trans-Tek Inc. et al. v. Lampel et al., [2001] O.T.C. Uned. 710; 104 A.C.W.S.(3d) 860 (Sup. Ct.), refd to. [para. 145].

Bonair Cargo Systems Inc. v. Over, [2003] O.T.C. 547; 123 A.C.W.S.(3d) 845 (Sup. Ct.), refd to. [para. 145].

Mick v. Boulder City Climbing School Inc. et al., [2006] O.T.C. 548 (Sup. Ct.), affd. [2007] O.A.C. Uned. 415; 161 A.C.W.S.(3d) 578; 2007 ONCA 757, refd to. [para. 145].

Harris Scientific Products Ltd. v. Araujo, [2004] A.R. Uned. 631; 39 Alta. L.R.(4th) 214; 2004 ABQB 704, refd to. [para. 145].

Gainers Inc. v. Pocklington Holdings Inc. (2000), 271 A.R. 280; 234 W.A.C. 280; 194 D.L.R.(4th) 109; 2000 ABCA 307, refd to. [para. 161].

369413 Alberta Ltd. v. Pocklington - see Gainers Inc. v. Pocklington Holdings Inc.

Ahmad v. Athabasca Tribal Council Ltd. et al. (2010), 490 A.R. 290; 497 W.A.C. 290; 2010 ABCA 341, leave to appeal refused (2011), 422 N.R. 389; 513 A.R. 404; 530 W.A.C. 404 (S.C.C.), refd to. [para. 161].

3464920 Canada Inc. v. Strother et al., [2007] 2 S.C.R. 177; 363 N.R. 123; 241 B.C.A.C. 108; 399 W.A.C. 108; 2007 SCC 24, refd to. [para. 193].

Evans v. Sports Corp. (2011), 523 A.R. 22; 45 Alta. L.R.(5th) 139; 2011 ABQB 244, refd to. [para. 195].

Indutech Canada Ltd. v. Gibbs Pipe Distributors Ltd. et al. (2011), 508 A.R. 1; 2011 ABQB 38, refd to. [para. 197].

Silvaniuk v. Stevens (1999), 244 A.R. 75; 209 W.A.C. 75; 1999 ABCA 191, refd to. [para. 214].

Costello and Dickoff v. Calgary (City) (1997), 209 A.R. 1; 160 W.A.C. 1; 1997 ABCA 281, leave to appeal refused (1998), 227 N.R. 149; 212 A.R. 398; 168 W.A.C. 398 (S.C.C.), refd to. [para. 214].

Forsberg et al. v. Naidoo et al. (2011), 516 A.R. 201; 84 C.C.L.T.(3d) 179; 2011 ABQB 252, refd to. [para. 216].

R.J.V. Gas Field Services Ltd. v. Baxandall et al. (2003), 330 A.R. 115; 299 W.A.C. 115; 2003 ABCA 170, refd to. [para. 224].

Firemaster Oilfield Services Ltd. v. Safety Boss (Canada) (1993) Ltd. (2000), 87 Alta. L.R.(3d) 366; 2000 ABQB 929, refd to. [para. 225].

Torcana Valve Services Inc. v. Anderson et al. (2007), 421 A.R. 157; 2007 ABQB 356, refd to. [para. 226].

Sun Drilling Products Corp. v. Garrett et al. (1999), 245 A.R. 370; 1999 ABQB 349, refd to. [para. 226].

Authors and Works Noticed:

Ball, Stacey Reginald, Canadian Employment Law (2006) (Looseleaf), pp. 13-16, 13-17 [para. 65].

England, Geoffrey, Christie, Innis, and Christie, Merran, Employment Law in Canada (3rd Ed. 1998) (Looseleaf), pp. 11.103, 11.104 [para. 144].

Wardle, Peter, Post-Employment Competition - Canaero Revisited (1990), 69 Can. Bar Rev. 233, pp. 271, 272 [para. 144].

Counsel:

Roderick C. Payne and Tyler Moore (Hustwick Payne, Barristers and Solicitors), for the plaintiffs;

Murray L. Engelking (Engelking Wood), for the defendants.

This claim and counterclaim were heard on November 21 to 25, 2011, before Germain, J., of the Alberta Court of Queen's Bench, who delivered the following decision, dated at Edmonton, Alberta, on March 7, 2012.

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    • Canada
    • Saskatchewan Court of Queen's Bench of Saskatchewan (Canada)
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    ...(2000), 201 Sask.R. 66; 2000 SKQB 559, refd to. [para. 215]. ADM Measurements Ltd. v. Bullet Electric Ltd. et al., [2012] 9 W.W.R. 280; 534 A.R. 333; 2012 ABQB 150, refd to. [para. Zesta Engineering Ltd. v. Cloutier et al., [2010] O.T.C. Uned. 5810; 77 B.L.R.(4th) 7; 2010 ONSC 5810, revd. i......
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    ...impinge on the values of employment mobility (see Imperial Sheet Metal at paras 61-63; ADM Measurements Ltd v Bullet Electric Ltd, 2012 ABQB 150 at paras 34-37; Firemaster Oilfield Services Ltd v Safety Boss (Canada) (1993) Ltd, 2000 ABQB 929 at paras 29, 42). [118]     ......
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    ...In accord, see The Travel Company v Keeling, 2009 ABQB 399 at para 72 [The Travel Company]; ADM Measurements Ltd v. Bullet Electric Ltd, 2012 ABQB 150 at paras 109-111; Ims Health Canada Inc v Harbin, 2014 ONSC 4350 at paras [30] The Applicants argue that ServiceMaster Edmonton had multiple......
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    • Court of Queen's Bench of Alberta (Canada)
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    ...by the alleged fiduciary to act in the best interests of the alleged beneficiary." See also, ADM Measurements Ltd v Bullet Electric Ltd , 2012 ABQB 150 at para 39, 534 AR 333. [88] In relation to the facts of this case, I note that in Canadian Aero Service Ltd v O'Malley , [1974] SCR 592, 4......
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13 cases
  • Dillon v. Dillon Hillstead Melanson C.G.A. Prof. Corp. et al., 2015 SKQB 18
    • Canada
    • Saskatchewan Court of Queen's Bench of Saskatchewan (Canada)
    • January 16, 2015
    ...(2000), 201 Sask.R. 66; 2000 SKQB 559, refd to. [para. 215]. ADM Measurements Ltd. v. Bullet Electric Ltd. et al., [2012] 9 W.W.R. 280; 534 A.R. 333; 2012 ABQB 150, refd to. [para. Zesta Engineering Ltd. v. Cloutier et al., [2010] O.T.C. Uned. 5810; 77 B.L.R.(4th) 7; 2010 ONSC 5810, revd. i......
  • 961945 Alberta Ltd (Servicemaster of Edmonton Disaster Restoration) v Meyer, 2018 ABQB 564
    • Canada
    • Court of Queen's Bench of Alberta (Canada)
    • July 27, 2018
    ...In accord, see The Travel Company v Keeling, 2009 ABQB 399 at para 72 [The Travel Company]; ADM Measurements Ltd v. Bullet Electric Ltd, 2012 ABQB 150 at paras 109-111; Ims Health Canada Inc v Harbin, 2014 ONSC 4350 at paras [30] The Applicants argue that ServiceMaster Edmonton had multiple......
  • GG & HH Inc v 2306084 Alberta Ltd,
    • Canada
    • Court of Queen's Bench of Alberta (Canada)
    • January 20, 2022
    ...impinge on the values of employment mobility (see Imperial Sheet Metal at paras 61-63; ADM Measurements Ltd v Bullet Electric Ltd, 2012 ABQB 150 at paras 34-37; Firemaster Oilfield Services Ltd v Safety Boss (Canada) (1993) Ltd, 2000 ABQB 929 at paras 29, 42). [118]     ......
  • IBM Canada Ltd. et al. v. Almond et al., (2015) 617 A.R. 321 (QB)
    • Canada
    • Court of Queen's Bench of Alberta (Canada)
    • May 4, 2015
    ...by the alleged fiduciary to act in the best interests of the alleged beneficiary." See also, ADM Measurements Ltd v Bullet Electric Ltd , 2012 ABQB 150 at para 39, 534 AR 333. [88] In relation to the facts of this case, I note that in Canadian Aero Service Ltd v O'Malley , [1974] SCR 592, 4......
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4 firm's commentaries
  • A Win For Employers: Greater Obligations On Some Departing Employees
    • Canada
    • Mondaq Canada
    • February 12, 2013
    ...without just cause. In my opinion this issue was not clarified in Evans. Evans argued based on previous case law (ADM Measurements Ltd., 2012 ABQB 150) that since he was wrongfully dismissed, he should not have any fiduciary obligations. The Court noted, "nor do we subscribe to the view tha......
  • A Win for Employers: Greater Obligations on Some Departing Employees
    • Canada
    • JD Supra Canada
    • February 8, 2013
    ...without just cause. In my opinion this issue was not clarified in Evans. Evans argued based on previous case law (ADM Measurements Ltd., 2012 ABQB 150) that since he was wrongfully dismissed, he should not have any fiduciary obligations. The Court noted, “nor do we subscribe to the view tha......
  • Alberta Employment Law Update - Summer 2012
    • Canada
    • Mondaq Canada
    • September 20, 2012
    ...the Code. Justice Ross ultimately assessed the period of reasonable notice at four months. ADM Measurement Ltd. v Bullet Electric Ltd., 2012 ABQB 150, The facts in ADM were complex, though the parties were unsophisticated, but experienced, businessmen in the oil and gas business. The actual......
  • Alberta Employment Law Update: Winter 2013
    • Canada
    • Mondaq Canada
    • March 20, 2013
    ...(at para 35*) for his own benefit. The Court of Appeal in Evans effectively reversed ADM Measurements Ltd. v Bullet Electric Ltd., 2012 ABQB 150, 59 Alta LR (5th) 278 [ADM], which was discussed in the Davis LLP Summer 2012 Employment and Labour In ADM, the Court of Queen's Bench stated the ......

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