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Estoppel - Promissory Estoppel (2). Binance Holdings Limited v. Ontario Securities Commission
In Binance Holdings Limited v. Ontario Securities Commission (Div Court, 2023) the Divisional Court considered a JR against a Capital Markets Tribunal (CMT) decision that it lacked jurisdiction to order the revocation of an "(i)nvestigation Order under s. 144(1) of the Securities Act" (which was initiated "under s. 11(1)(a) of the Securities Act, R.S.O. 1990, c. S.5").
In these quotes, the court considers whether an 'undertaking' by the applicant (entered into before the CMT investigation order) operated as a promissory estoppel to bar such an order (it didn't):[49] Nor is the investigation barred by the doctrine of promissory estoppel. Binance accepts the high threshold it must meet to establish promissory estoppel in the public law context and accepts that, even if met, it is subject to an overriding public interest: Immeubles Jacques Robitaille inc. v. Québec (City), 2014 SCC 34, [2014] 1 S.C.R. 784, at paras. 19-20. Given the express reservation of rights in the Undertaking, discussed above, this submission does not assist Binance. . Chowdhury v. Chowdhury
In Chowdhury v. Chowdhury (Div Court, 2023) the Divisional Court considered briefly the law of prommissory estoppel:[9] In her reasons, the trial judge correctly stated the law on promissory estoppel as set out in Scotsburn Co-op. Services v. W.T. Goodwin Ltd., 1985 CanLII 57 (SCC), [1985] 1 SCR 54, and applied the facts to the three elements that the plaintiff was required to establish: “(a) the content of the alleged representation; (b) that Ashif relied on the representation when he took out the loan; and (c) that taking the loan was to Ashif's detriment.” . Aiello v. Bleta
In Aiello v. Bleta (Ont CA, 2023) the Court of Appeal notes that promissory estoppel cannot be used as a 'sword', that is to ground of positive cause of action - only a defence (as a 'shield'):[38] The appellants correctly note that a promissory estoppel claim cannot be used as the basis of a cause of action to enforce a promise as it is to be used as a shield not a means to establish contractual rights in the absence of an agreement: Combe v. Combe, [1951] 2 KB 215 (E.W.C.A.); Cowper-Smith v. Morgan, 2017 SCC 61, [2017] 2 S.C.R. 754, at para. 23. ...
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