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Statutory Interpretation - "Contingent". YG Limited Partnership and YSL Residences Inc. (Re)
In YG Limited Partnership and YSL Residences Inc. (Re) (Ont CA, 2025) the Ontario Court of Appeal dismissed an appeal, here from an earlier appeal which reversed "the Trustee’s decision disallowing [the respondent employee's] profit-sharing claim"."
The court contrasts the terms 'contingent' and 'unliquidated', here in an insolvency context:(b) Relevant legal principles
[67] As noted above, s. 135(1.1) of the BIA requires a trustee to determine whether a contingent claim or unliquidated claim is provable and, if so, to value it.
[68] A contingent claim is a claim that may or may not ripen into a debt, depending on whether future events occur: Orphan Well Association v. Grant Thornton Ltd., 2019 SCC 5, [2019] 1 S.C.R. 150, at para. 36. If a contingent claim is too remote or speculative, it is not a provable claim and a trustee can disallow it: Newfoundland and Labrador v. AbitibiBowater Inc., 2012 SCC 67, [2012] 3 S.C.R. 443, at para. 36.
[69] A contingent claim must be distinguished from an unliquidated claim. An unliquidated claim is a claim whose value cannot be ascertained by mere arithmetic: L.W. Houlden, G.B. Morawetz, and Janis Sarra, Bankruptcy and Insolvency Law of Canada, loose-leaf (2025-Rel 7), 4th ed (Toronto: Thomson Reuters, 2009) at §6:127.
[70] An unliquidated claim that is non-contingent is still subject to considerations of remoteness or speculation. In valuing an unliquidated claim, the trustee must apply the law of damages relevant to that claim. I address the principles applicable to this calculation further below.
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