Ontario Civil

Conflict of Laws

Presumptive connecting factor was not rebutted

GMC terminated Saab dealership network in Canada. Defendant was incorporated to act as new franchisor and supplier for new Saab dealership network in Canada. Defendant made representations to plaintiffs regarding its plans for new Saab dealership network in Canada. Plaintiffs were approved as Saab franchisees. Parties entered into dealer agreements, which granted plaintiffs right to sell and service Saab motor vehicle and to sell Saab parts and accessories. Ontario and Alberta plaintiffs received disclosure document that did not contain financial statements for defendant although they were required by legislation. Disclosure document failed to disclose material facts. Plaintiffs in Nova Scotia, Quebec and British Columbia received no disclosure document. Plaintiffs rescinded dealer agreements. Rescission required defendant to pay amount within 60 days. Defendant failed to pay amount. Plaintiffs sought declaration that they validly rescinded their dealer agreements pursuant to Arthur Wishart Act (Franchise Disclosure), 2000 (Ont.) and Franchises Act (Alta.). Plaintiffs sought compensation or damages. Defendants brought motion to set aside service ex juris of statement of claim asserting that California was more appropriate forum. Motion dismissed. Court’s jurisdiction over claim was established. Defendant carried on active business in Ontario. Presumptive connecting factor was not rebutted. Defendants failed to establish that there was more appropriate forum than Ontario to fairly and efficiently dispose of litigation. Evidence of defendant’s representatives could be taken in Windsor, which bordered Detroit. Dealer agreements specified that they were governed by law of Ontario. Trying claim in Ontario would avoid expense of proving Ontario law in foreign jurisdiction by expert evidence.

Stuart Budd & Sons Ltd. v. IFS Vehicle Distributors ULC (May. 3, 2016, Ont. S.C.J., Marrocco A.C.J.S.C., Toronto CV-13-476346) 266 A.C.W.S. (3d) 370.

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