Congratulations to our team of Avi Bourassa, Viktor Nikolov, and Justin Nasseri on achieving two more victories in the litigation saga of The Morgan Investments Group Inc. et al. v. Adi Development Group Inc. et al., this time in the Divisional Court of the Ontario Superior Court of Justice.
This case involved two 50/50 shareholders in deadlock over the governance and management of a significant development project in Burlington, Ontario. The dispute arose from a breakdown in relations and decision-making ability between The Morgan Investments Group Inc. (“MIG”), an equity investor in the project, and RN’s client, ADG, the developer who built the project and was involved in branding, marketing, and selling it.
We reported on several victories the RN team achieved for our client, including (i) obtaining an interlocutory injunction to stop various oppressive behaviour by the MIG parties (along with a $135,000 costs order; see 2025 ONSC 4344 and click here for our news item), (ii) quashing an appeal that the MIG parties brought in respect of the injunction (2025 ONSC 5346; click here for our news item), and (iii) securing a buyout order in our client’s favour and defeating the various relief sought by the MIG parties including a buyout of their own, a shotgun order, a receivership over the project, and an order changing the board structure and governance of the corporation that owned the development project (2025 ONSC 4903; click here for our news item and here for media coverage.)
After receiving the buyout order, the parties attended several substantive case conferences before the Commercial List for supervision over the buyout order, and for the determination of various objections made by the MIG parties. After several of these objections were resolved in favour of our client, the MIG parties brought an 11th hour urgent stay motion to stop the buyout transaction days before it was scheduled to close.
On November 21, 2025, Justice Faieta dismissed a motion by the MIG parties (2025 ONSC 6527). The Court found that the moving parties failed to establish any of the three elements of the test for a stay pending appeal. Critically, the Court found that ADG would suffer irreparable harm if the stay were granted — it stood to lose approximately $25 million in mortgage financing, and the court-ordered buyout would be frustrated entirely. The Court concluded that this irreparable harm to ADG far outweighed any claimed loss of security by the moving parties.
On June 25, 2026, Justice Faieta issued a costs endorsement arising from the stay motion, awarding ADG partial indemnity costs of $26,950.90 (2026 ONSC 3697). The Court rejected the moving parties’ request for costs in the cause, finding no basis to depart from the general rule under Rule 57.03(1)(a) that costs of a contested motion be fixed and paid within 30 days. The Court found the motion to be an example of “misguided litigation.”
These decisions protect the integrity of a court-ordered buyout transaction and affirm that parties cannot use last-minute stay motions to frustrate remedies designed to break a corporate deadlock. We congratulate Avi, Viktor, and Justin on these well-deserved victories, which ensured that ADG’s hard-won buyout remained on track, safeguarding approximately $25 million in financing and the future of the Burlington development project.