SILJON INVESTMENTS INC. AND SILJON FAR HILLS LTD. …€¦ · issuance of promissory notes. 5. As...

Court File No. CV-10-9004-00CL

ONTARIO SUPERIOR COURT OF JUSTICE

(COMMERCIAL LIST)

CAREVEST CAPITAL INC.

Applicant

- and-

SILJON INVESTMENTS INC. AND SILJON FAR HILLS LTD.

December 13, 2019

TO: THE SERVICE LIST

43600001 _ 1 J NA TDOCS

AMENDED MOTION RECORD (returnable December 19, 2019)

DENTONS CANADA LLP Toronto Dominion Centre 77 King St. W., Suite 400 Toronto, Ontario M5K 0Al

John Salmas (LSO # 42336B) Tel: (416) 863-4737 Fax: ( 416) 863-4592 [email protected]

Kenneth Kraft (LSO #31919P) Tel: (416) 863-4374) [email protected]

Sara-Ann Van Allen (LSO #56016C) Tel: ( 416) 863-4402 sara. [email protected]

Respondents

Lawyers for The Fuller Landau Group, in its capacity as Court-appointed Receiver ofSiljon Investments Inc. and Siljon Far Hills Ltd

TO:

AND TO:

SERVICE LIST as of December 12, 2019

DENTONS CANADA LLP 77 King Street West, Suite 400 Toronto-Dominion Centre Toronto, ON M5K 0Al

Kenneth Kraft Tel: (416) 863-4374 Fax: (416) 863-4592 [email protected]

John Salmas Tel: (416) 863-4737 [email protected]

Sara-Ann Van Allen Tel: (416) 863-4402 [email protected]

Lawyers for The Fuller Landau Group Inc., Court-appointed Receiver

GOWLINGWLG 100 King Street West, Suite 1600 1 First Canadian Place Toronto, ON M5X 1 G5

Clifton Prophet Tel: (416) 862-3509 Fax: (416) 863-3509 clifton. [email protected]

Lawyers for Care Vest Capital Inc.

AND TO: KOPPERUD HAMILTON LLP 1 - 68 Sykes Street North Meaford, ON N4L 1R2

Robert Hamilton Tel: (519) 538-2044 [email protected]

Lawyers for Siljon Investments Inc., Siljon Far Hill Ltd, and John D 'Angelo

16047912_2INA TDOCS

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AND TO: BORDEN LADNER GERVAIS LLP 40 King Street West, Suite 4400 Scotia Plaza Toronto, ON M5H 3Y4

Roger J aipargas Tel: (416) 367-6266 Fax: (416) 367-6749 rj [email protected]

James MacLellan Tel: (416) 367-6592 [email protected]

Lawyers for The Guaranty Company of North America

AND TO: MINISTRY OF FINANCE (ONTARIO) Legal Services Branch 33 King Street West, 6th Floor Oshawa, ON LlH 8H5

Kevin O'Hara Tel: (905) 433-6934 [email protected]

AND TO: DEPARTMENT OF JUSTICE The Exchange Tower 130 King Street West, Suite 3400, P.O. Box 36 Toronto, ON M5X 1K6

Diane Winters Tel: ( 416) 973-3172 [email protected]

Peter Zevenhuizen Tel: (416) 952-8563 [email protected]

AND TO: DRUDI ALEXIOU KUCHAR LLP 7050 Weston Road, Suite 610 Vaughan, ON L4L 8G7

Adam Wainstock Tel: (905) 850-6116 [email protected]

Lawyers for LNR Alarms Inc.

16047912_2INATDOCS

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AND TO: ROGER BOURQUE, LLP Barrister and Solicitor

AND TO:

AND TO:

AND TO:

AND TO:

3800 Steeles Avenue West, Suite 300 Vaughan, ON L4L 4G9

Roger Bourque Tel: (905) 856-7101 [email protected]

Lawyers for Northwest Painting Ltd.

SHIBLEY RIGHTON LLP 250 University A venue, Suite 700 Toronto, ON M5H 3E5

Helder Travassos Tel: (416) 214-5229 helder. [email protected]

TARI ON WARRANTY CORPORATION 5160 Yonge Street, 12th Floor Toronto, ON M2N 6L9

Gena Argitis Tel: 1 (877) 982-7466, Ext. 3839 [email protected]

Lawyers for LawPro

MR. JOHN D' ANGELO 241 Applewood Crescent, Suite 9 Concord, ON L4K 4E6

President of Siljon Investments Inc. and Siljon Far Hill Ltd.

MR. JOHN D' ANGELO 54 78 The Grange Sideroad Caledon East, ON LON 1 EO

President of Siljon Investments Inc. and Siljon Far Hill Ltd.

16047912_2INATDOCS

Email List

[email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]

16047912_2JNATDOCS

INDEX

Tab Document Page No.

1 Notice of Motion dated December 12, 2019 1 - 11

2 Sixth Report of the Receiver dated December 12, 2019 12 - 27

A Appendix "A": Receivership Order dated November 30, 2010 28 - 43

B Appendix "B" - July 15, 2015 Order 44-49

C Appendix "C": Fourth Report of the Receiver dated September 50-75 15, 2014 (without appendices)

D Appendix "D": Fifth Report of the Receiver dated July 9, 2015 76 - 88 (without appendices)

E Appendix "E" - Tarion Letters 89 - 91

F Appendix "F" - Pearl Affidavit, sworn December 12, 2019 92 - 182

G Appendix "G" - Kraft Affidavit, sworn December 12, 2019 183 - 210

3 Draft Discharge Order 211 - 216

4 Blackline to Model Discharge Order 217 - 225

43600001_ 1 JNATDOCS



(COMMERCIAL LIST)

BETWEEN:


- and-


NOTICE OF MOTION (Discharge of Receiver)

(returnable December 19, 2019)

Applicant

Respondents

The Fuller Landau Group ("Fuller"), in its capacity as receiver (the "Receiver"), of the

assets, undertakings or properties of Siljon Investments Inc. and Siljon Far Mills Ltd.

( collectively, "Siljon"), will make a motion before a judge of the Ontario Superior Court of

Justice (Commercial List) on December 19, 2019 at 10:00 a.m. or so soon after that time as the

motion can be heard at 330 University Avenue, Toronto, Ontario.

THE MOTION IS FOR:

1. An Order (the "Discharge Order"):

(a) approving the activities of Fuller in its capacity as Receiver, without security, of

all of the assets, undertakings and properties of the Debtor as set out in the Sixth

Report of the Receiver dated December 12, 2019 (the "Sixth Report");

(b) approving the fees and disbursements of the Receiver and its counsel;

(c) approving the Receiver's Final R&D;

43506487 _2INATDOCS

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( d) terminating these proceedings and discharging Fuller as Receiver;

( e) releasing Fuller from any and all liability;

(f) abridging and validating service; and

2. Such other relief as this Honourable Court may allow.

3. All terms used but not otherwise defined herein shall have the meanings ascribed thereto

in the Sixth Report.

THE GROUNDS FOR THE MOTION ARE:

The Project

1. Siljon Investments Inc. ("Siljon Investments") is a privately owned Ontario corporation

that carried on business as a real estate investor and developer.

2. Siljon Far Hills Ltd. (together with Siljon Investments, "Siljon"), related to Siljon

Investments by common ownership, is a privately owned Ontario corporation that carried

on business as the builder and general contractor of a residential condominium

development known as "Far Hills", owned by Siljon Investments and located in

Thornbury, Ontario (the "Far Hills Property").

3. The development plans for the Far Hills Property provided for the construction of 87

condominium units (the "Units") to be registered as two "phased" condominium

corporations as follows:

(a) Grey Standard Condominium Plan No. 82 ("GSCC 82"), located at Meadowbrook

Lane and 26 Beaver Street, Thornbury, Ontario, consisting of 39 townhouse Units

(the "Townhouses") and a recreation centre, including:

(i) Phase 1 - 22 Townhouses

(ii) Phase 2- 17 Townhouses

(b) Grey Standard Condominium Plan No. 83 ("GSCC 83" and together with GSCC 82,

the "Condominium Corporations"), located at 25 & 27 Beaver Street, Thornbury,

43506487 _2JNATDOCS

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Ontario, consisting of 48 apartment Units m two three story buildings (the

"Lodges"), including:

(i) Phase 1 -24 Lodges

(ii) Phase 2 - 24 Lodges

4. CareVest Capital Inc. ("CareVest") made available to Siljon a loan in the initial principal

amount of $24,000,000 pursuant to a Commitment Letter dated April 28, 2006, as

amended by commitment letter amending agreements (collectively, the "Credit

Agreement"). Further advances were made by CareVest to Siljon and evidenced by the

issuance of promissory notes.

5. As security for Siljon's obligations under the Credit Agreement and promissory notes,

Siljon granted to CareVest, inter alia, a General Security Agreement dated June 5, 2006

and a Charge/Mortgage of Land in the principal amount of $24,000,000 registered as

Instrument No. LT1084 on June 12, 2006 against the Thornbury Property (the "CareVest

Mortgage").

6. The Care Vest Mortgage was subsequently amended on December 5, 2007, and again on

December 11, 2008 to increase the principal amount of the mortgage to $34,178,349. In

addition, further advances were made by CareVest during October, 2009 totaling

$3,658,903, which advances were evidenced by a promissory note dated October 8, 2009.

7. Siljon, with financing provided by CareVest, commenced construction of the Far Hills

Property during 2006. Construction of Phase 1 of the Townhouses and Phase 1 of the

Lodges was completed by the spring of 2009. During 2009 and early 2010, sales of the

Units were much less than anticipated and, as a result, Siljon defaulted on its obligations

under the Credit Agreement.

8. Siljon and CareVest entered into forbearance agreements dated February 26, 2010, and

November 10, 2010 (together, the "Forbearance Agreements"), wherein CareVest

agreed to advance additional funds to Siljon for the purposes of constructing Phase 2 of

each of the Condominium Corporations. Construction of Phase 2 of each of the

Condominium Corporations commenced during 2010.

43506487 _2INA TDOCS

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9. By late November 2010, in addition to being in default of the Credit Agreement, Siljon

was also in default of the Forbearance Agreements. On November 30, 2010, Care Vest

applied to the Ontario Superior Court of Justice (the "Court") for the appointment of a

receiver in order to, among other things:

(a) complete construction of the Far Hills Property;

(b) register Phase 2 of each of the Condominium Corporations pursuant to the

Condominium Act, 1998 (Ontario); and

( c) market and sell/lease the remaining unsold Units.

10. By an order of the Court (the "Receivership Order") dated November 30, 2010 (the

"Receivership Date"), BDO Canada Limited ("BDO") was appointed as receiver (the

"Receiver") of all of the assets, undertakings and properties of Silj on.

11. In order to benefit from the provisions of the Ontario New Home Warranties Plan Act

(the "ONHWPA"), Siljon had to comply with requirements imposed by Tarion Warranty

Corporation, being the entity charged with administering the ONHWP A, including

procuring various security posted by the Guarantee Company of North America

("GCNA") prior to the Receivership Date (as defined herein).

12. Since the Receivership Date, GCNA and Care Vest have argued differing views regarding

their relative entitlement to the Deposits Held in Trust in respect of the various sold Units

(the "Priority Issues Dispute").

13. By an order dated July 15, 2015, the Court granted an order: (a) approving the

substitution of BDO by Fuller as Receiver; and (b) approving the Minutes of Settlement

dated July 3, 2015 between CareVest and GCNA evidencing the settlement among the

parties in respect of the Priority Issues Dispute (the "Minutes of Settlement").

Discharge of the Receiver

14. All 83 Units of the Far Hills Property have been sold.

43506487 _2INATDOCS

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15. The parties to the Priority Issues Dispute have entered into the Minutes of Settlement.

The Receiver has carried out all of its obligations pursuant to the Minutes of Settlement

and is no longer to be constituted in order to carry out the terms of such Minutes of

Settlement.

16. Upon the completion of the matters to be attended to in connection with the Receivership

of the Debtor to the satisfaction of the Receiver, the Receiver will deliver a Receiver's

certificate to all Parties, substantially in the form attached to the Discharge Order as

Schedule "A" (the "Receiver's Certificate"), and file a copy with the Court.

17. Upon the filing of the Receiver's Certificate, the receivership proceedings will be

terminated, the stay of proceedings imposed pursuant to the Receivership Order will be

lifted and Fuller shall be discharged from its duties, obligations and responsibilities as

Receiver of the Debtor and shall be forever released, remised and discharged from any

claims against it relating to its activities as Receiver.

18. The Receiver understands that each of the parties consents to the issuance of the

Discharge Order.

Approval of Activities and Final R&D

19. The Sixth Report provides the details of the activities of the Receiver since the date of the

Fifth Report of the Receiver. The Sixth Report also incudes the Receiver's Final R&D in

connection with these proceedings.

Fee Approval

20. The Sixth Report and the fee affidavits appended thereto and filed separately include

detailed information on the fees and disbursements of the Receiver and its counsel,

Dentons Canada LLP and Gow lings WLG LLP.

21. The Receiver believes that the fees and disbursements of the Receiver and its counsel's

are reasonable in the circumstances and have been validly incurred in accordance with

the Appointment Order.

43506487 _2INATDOCS

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22. The Receiver relies upon the following:

(a) Section 243 of the Bankruptcy and Insolvency Act (Canada) and the inherent

and equitable jurisdiction of this Court;

(b) Sections 97 and 101 of the Courts of Justice Act (Ontario);

(c) Rules 1.04, 2.03, 3.02, 16 and 37 of the Rules of Civil Procedure, R.R.O. 1990,

Reg. 194, as amended; and

( d) Such further and other grounds as counsel may advise and this Honourable

Court may permit.

THE FOLLOWING DOCUMENTARY EVIDENCE WILL BE USED AT THE

HEARING OF THE MOTION:

1. The Sixth Report; and

2. Such further and other material as counsel may advise and this Honourable Court may

permit.

DATED: December 12, 2019

TO: SERVICE LIST

43506487 _2jNATDOCS

DENTONSCANADALLP Toronto Dominion Centre 77 King St. W., Suite 400 Toronto, Ontario MSK OAl

John Salmas (LSO # 42336B) Tel: (416) 863-4737 Fax: (416) 863-4592 [email protected]

Kenneth Kraft (LSO #31919P) Tel: (416) 863-4374) [email protected]

Sara-Ann Van Allen (LSO #56016C) Tel: (416) 863-4402 [email protected]

Lawyers for The Fuller Landau Group, in its capacity as Court-appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd

6

TO:

AND TO:

SERVICE LIST as of December 12, 2019


Kenneth Kraft Tel: (416) 863-4374 Fax: (416) 863-4592 [email protected]

John Salmas Tel: (416) 863-4737 [email protected]

Sara-Ann Van Allen Tel: ( 416) 863-4402 [email protected]

Lawyers for The Fuller Landau Group Inc., Court-appointed Receiver

GOWLINGWLG 100 King Street West, Suite 1600 1 First Canadian Place Toronto, ON M5X 1 G5

Clifton Prophet Tel: (416) 862-3509 Fax: (416) 863-3509 [email protected]

Lawyers for Care Vest Capital Inc.

AND TO: KOPPERUD HAMILTON LLP 1 - 68 Sykes Street North Meaford, ON N4L 1R2

Robert Hamilton Tel: (519) 538-2044 [email protected]

Lawyers for Siljon Investments Inc., Siljon Far Hill Ltd, and John D 'Angelo

16047912_2INATDOCS

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AND TO: BORDEN LADNER GERVAIS LLP 40 King Street West, Suite 4400 Scotia Plaza Toronto, ON M5H 3Y4

Roger Jaipargas Tel: (416) 367-6266 Fax: (416) 367-6749 [email protected]

James MacLellan Tel: (416) 367-6592 [email protected]

Lawyers/or The Guaranty Company of North America

AND TO: MINISTRY OF FINANCE (ONTARIO) Legal Services Branch

AND TO:

33 King Street West, 6th Floor Oshawa, ON LlH 8H5

Kevin O'Hara Tel: (905) 433-6934 [email protected]

DEPARTMENT OF JUSTICE The Exchange Tower 130 King Street West, Suite 3400, P.O. Box 36 Toronto, ON M5X 1K6

Diane Winters Tel: (416) 973-3172 [email protected]

Peter Zevenhuizen Tel: (416) 952-8563 [email protected]

AND TO: DRUDI ALEXIOU KUCHAR LLP 7050 Weston Road, Suite 610 Vaughan, ON L4L 8G7

Adam Wainstock Tel: (905) 850-6116 [email protected]

Lawyers for LNR Alarms Inc.

16047912_2jNATDOCS

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AND TO: ROGER BOURQUE, LLP Barrister and Solicitor

AND TO:

3800 Steeles Avenue West, Suite 300 Vaughan, ON L4L 4G9

Roger Bourque Tel: (905) 856-7101 [email protected]

Lawyers for Northwest Painting Ltd

SHIBLEY RIGHTON LLP 250 University A venue, Suite 700 Toronto, ON M5H 3E5

Helder Travassos Tel: (416) 214-5229 [email protected]

AND TO: TARION WARRANTY CORPORATION 5160 Yonge Street, 12th Floor

AND TO:

Toronto, ON M2N 6L9

Gena Argitis Tel: 1 (877) 982-7466, Ext. 3839 [email protected]

Lawyers for LawPro

MR. JOHN D' ANGELO 241 Applewood Crescent, Suite 9 Concord, ON L4K 4E6

President o/Siljon Investments Inc. and Siljon Far Hill Ltd

AND TO: MR. JOHN D' ANGELO 5478 The Grange Sideroad Caledon East, ON LON lEO

President o/Siljon Investments Inc. and Siljon Far Hill Ltd

16047912_2JNATDOCS

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Email List

[email protected]: [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]

16047912_2INATDOCS

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CAREVEST CAPITAL INC. - and-

Applicant

43506487 _2JNATDOCS

Court File No. CV-10-9004-00CL SILJON INVESTMENTS INC. AND SILJON FAR HILLS LTD.

Respondents


(COMMERCIAL LIST) PROCEEDING COMMENCED AT TORONTO

NOTICE OF MOTION (returnable December 19, 2019)

DENTONS CANADA LLP Toronto Dominion Centre 77 King St. W., Suite 400 Toronto, Ontario M5K OAl


Ken Kraft (LSO #31919P) Tel: (416) 863-4374) [email protected]

Sara-Ann Van Allen (LSO #56016C) Tel: (416) 863-4402 sara. [email protected]

Lawyers for The Fuller Landau Group, in its capacity as Courtappointed Receiver ofSiljon Investments Inc. and Siljon Far Hills Ltd.

~

~

BETWEEN:


ONTARIO

SUPERIOR COURT OF JUSTICE

(COMMERCIAL LIST)


Applicant

-and-


43455198_ 4INATDOCS

SIXTH REPORT OF THE RECEIVER

Dated December 12, 2019

Respondents

12

Table of Contents 13

I. INTRODUCTION AND BACKGROUND ........................................................................ 3

II. PURPOSE OF THIS REPORT ........................................................................................... 6

III. NOTICE TO READER ....................................................................................................... 7

IV. ACTIVITIES OF THE RECEIVER SINCE THE FIFTH REPORT ................................... 7

V. SUMMARY OF SALES OF UNITS .................................................................................. 9

VI. MINUTES OF SETTLEMENT MATTERS ....................................................................... 9

VII. COMPLETION OF THE RECEIVERSHIP ADMINISTRATION ................................... 12

VIII. ACTUAL AND ESTIMATED FUNDS ON HAND TO COMPLETION ......................... 12

IX. APPROVAL OF PROFESSIONAL FEES ........................................................................ 13

X. SUMMARY AND RECOMMENDATIONS .................................................................... 14

Appendices

A Receivership Order dated November 30, 2010

B July 15, 2015 Order

C Fourth Report of the Receiver dated September 15, 2014 (without appendices)

D Fifth Report of the Receiver dated July 9, 2015 (without appendices)

E Tarion Letters

F Pearl Affidavit, sworn December 12, 2019

G Kraft Affidavit, sworn December 12, 2019

2

43455198_ 4INATDOCS

I. INTRODUCTION AND BACKGROUND

I. Siljon Investments Inc. ("Siljon Investments") is a privately owned Ontario

corporation that carried on business as a real estate investor and developer. Siljon Far

Hills Ltd. (together with Siljon Investments, "Siljon"), related to Siljon Investments

by common ownership, is a privately owned Ontario corporation that carried on

business as the builder and general contractor of a residential condominium


Thornbury, Ontario (the "Far Hills Property").

2. The development plans for the Far Hills Property provided for the construction of 87

condominium units (the "Units") to be registered as two "phased" condominium


(a) Grey Standard Condominium Plan No. 82 ("GSCC 82"), located at

Meadowbrook Lane and 26 Beaver Street, Thornbury, Ontario, consisting of 39

townhouse Units (the "Townhouses") and a recreation centre, including:

(i) Phase I -22 Townhouses (ii) Phase 2 - 17 Townhouses

(b) Grey Standard Condominium Plan No. 83 ("GSCC 83" and together with GSCC

82, the "Condominium Corporations"), located at 25 & 27 Beaver Street,

Thornbury, Ontario, consisting of 48 apartment Units in two three story buildings

(the "Lodges"), including:

(i) Phase I - 24 Lodges (ii) Phase 2-24 Lodges

3. CareVest Capital Inc. ("CareVest") made available to Siljon a loan in the initial

principal amount of $24,000,000 pursuant to a Commitment Letter dated April 28,

2006, as amended by commitment letter amending agreements ( collectively, the

"Credit Agreement"). Further advances were made by CareVest to Siljon and

evidenced by the issuance of promissory notes.


Siljon granted to CareVest, inter alia, a General Security Agreement dated June 5,

2006 and a Charge/Mortgage of Land in the principal amount of $24,000,000

registered as Instrument No. LT1084 on June 12, 2006 against the Thornbury Property

(the "Care Vest Mortgage"). The Care Vest Mortgage was subsequently amended on

December 5, 2007, and again on December 11, 2008 to increase the principal amount

3

43455198_ 4INA TDOCS

14

of the mortgage to $34,178,349. In addition, further advances were made by Care Vest

during October, 2009 totaling $3,658,903, which advances were evidenced by a

promissory note dated October 8, 2009.

5. Siljon, with financing provided by Care Vest, commenced construction of the Far Hills

Property during 2006. Construction of Phase 1 of the Townhouses and Phase 1 of the

Lodges was completed by the spring of 2009. During 2009 and early 2010, sales of

the Units were much less than anticipated and, as a result, Siljon defaulted on its

obligations under the Credit Agreement. Silj on and Care Vest entered into forbearance

agreements dated February 26, 2010, and November 10, 2010 (together, the

"Forbearance Agreements"), wherein Care Vest agreed to advance additional funds

to Siljon for the purposes of constructing Phase 2 of each of the Condominium

Corporations. Construction of Phase 2 of each of the Condominium Corporations

commenced during 2010.

6. By late November 2010, in addition to being in default of the Credit Agreement, Siljon

was also in default of the Forbearance Agreements. On November 30, 2010, Care Vest

applied to the Ontario Superior Court of Justice (the "Court") for the appointment of

a receiver in order to, among other things:

(a) complete construction of the Far Hills Property;

(b) register Phase 2 of each of the Condominium Corporations pursuant to the Condominium Act, 1998 (Ontario); and

( c) market and sell/lease the remaining unsold Units.



"Receiver") of all of the assets, undertakings and properties of Siljon. A copy of the

Receivership Order is attached hereto as Appendix "A".

8. In order to benefit from the provisions of the Ontario New Home Warranties Plan Act,

("ONHWP A") Siljon had to comply with the requirements mandated by the Tarion

Warranty Corporation ("Tarion"), being the entity charged with administering the

ONHWP A, including, without limitation, procuring security posted by the Guarantee

Company of North America ("GCNA"), as follows:

(a) the Indemnity Agreement dated May 25, 2006 (the "Indemnity

Agreement");

4

43455198_ 4jNA TDOCS

15

(b) three deposit trust agreements, two dated May 25, 2006 and one dated May

10, 2007 ( collectively the "Deposit Trust Agreements"), which required ,

inter alia, that Siljon hold a deposit of $20,000 from each completed Unit

sale in trust (the "Deposits Held in Trust") to secure the Siljon obligations

pursuant to the Indemnity Agreement; and

(c) three bonds issued by GCNA to Tarion (the "GCNA Bonds", and

collectively with the Deposit Trust Agreement and the Indemnity

Agreement, the "Bonding Arrangements") totaling $1,740,000 ($20,000

for each of the 87 Units).

9. GCNA registered a mortgage in an amount equal to the total of the GCNA Bonds

against title to the Far Hills Property, and registered a financing statement against

Siljon pursuant to the Personal Property Security Act (Ontario) in connection with

Siljon's obligations due to GCNA pursuant to Siljon's Bonding Arrangements.

10. Additional details in respect of previous Court proceedings and summaries of the First

Report to the Court of the Receiver dated August 6, 2011 (the "First Report"), the

Second Report to the Court of the Receiver dated June 18, 2013 (the "Second

Report"), the Third Report to the Court of the Receiver dated January 23, 2014 (the

"Third Report"), were detailed in the Fourth Report of the Receiver dated September

15, 2014 (the "Fourth Report").

11. The Fourth Report provided the Court with, among other things, a summary of the

Priority Issue Dispute in respect of the arguments made by each of Care Vest and

GCNA regarding each parties' respective entitlement to the Deposits Held in Trust.

12. The Fifth Report of the Receiver dated July 9, 2015 (the "Fifth Report") provided the

Court with a summary of:

(a) the Receiver's activities since the Fourth Report;

(b) the background information supporting the request by Care Vest in their

motion dated July 7, 2015 to substitute The Fuller Landau Group Inc. as the

Receiver in place ofBDO;

( c) the request to approve the Minutes of Settlement entered into by Care Vest,

GCNA and the Receiver, resolving the Priority Issues Dispute (as defined

in the Fourth Report).

5


16

13. By an order dated July 15, 2015, the Court approved the substitution ofBDO by Fuller

as Receiver and approved the Minutes of Settlement. A copy of the July 15, 2015

Order is attached hereto as Appendix "B". A copy of the Fourth Report (without

appendices) is attached hereto as Appendix "C". A copy of the Fifth Report (without

appendices) is attached hereto as Appendix "D".

14. The First Report, the Second Report, the Third Report, the Fourth Report, and the Fifth

Report are collectively referred to as the "Earlier Reports".

15. Any capitalized terms not defined in this Sixth Report (as defined below) have the

meaning ascribed thereto in the Earlier Reports.

II. PURPOSE OF TIDS REPORT

16. The purpose of this Sixth Report of the Receiver (the "Sixth Report") is to:

(a) to provide the Court with information on:

(i) the Receiver's activities since the date of Fifth Report;

(ii) the completion of the sale of all of the Units;

(iii) the status of warranty claims pursuant to the ONHWPA received from Tarion;

(iv) update in relation to the various steps undertaken pursuant to the Minutes of

Settlement;

(v) the Receiver's final statement of receipts and disbursements (the "Receiver's

Final R&D");

(vi) the remaining duties of the Receiver necessary to complete the receivership

administration; and

(vii) the fees and disbursements of the Receiver and its legal counsel, Dentons

Canada LLP ("Dentons"), counsel to the Receiver and Gowling WLG LLP

("Gowlings"), conveyancing counsel to the Receiver.

(b) to seek an order of this Court approving:

(i) the Receiver's activities as described in this Sixth Report;

(ii) the Receiver's Final R&D;

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43455198_ 4INATDOCS

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(iii) the professional fees and disbursements of the Receiver, Dentons and

Gowlings since the date of the Fifth Report to November 30, 2019, and the

estimated fees and disbursements of the Receiver and Dentons to the

completion of the receivership proceedings; and

(iv) discharging the Receiver, subject to the Receiver completing its administration

of the receivership proceedings, and the filing of a certificate with the Court

confirming that the Receiver has completed all of its remaining administrative

duties;

III. NOTICE TO READER

17. This report is prepared solely for the use of the Court, for the purpose of assisting the

Court in making a determination whether to approve the relief being sought. It is

based on the Receiver's analysis of information provided to it by the management and

the officers and director of the Debtor, which includes unaudited financial statements

and internal financial reporting. The Receiver's procedures did not constitute an audit

or review engagement of the Debtor's financial reporting. The Receiver has relied

upon the financial statements and financial and other records of the Debtor in reaching

the conclusions set out in this report.

IV. ACTIVITIES OF THE RECEIVER SINCE THE FIFTH REPORT

18. Since the date of the Fifth Report, the Receiver's activities include:

(a) reviewing, negotiating and approving of purchase offers, and signing closing

documents and receiving proceeds for sale of the remaining four (4) Units (the

"Remaining Units");

(b) reviewing, approving and paying the costs of utilities, insurance, comm.on fees, and

realty taxes relating to the Units prior to sale;

( c) discussions with Chestnut Park Realty regarding extending MLS listings of the

Remaining Units for sale, approval of magazine and billboard advertising invoices,

and cancellation of advertising contracts following completion of the sale of all

Remaining Units;

( d) coordinating completion of lists of outstanding items with contractors and Chestnut

Park Realty prior to closing the sale of each of the Remaining Units;

7

43455198_ 4INATDOCS

18

( e) review, approval and payment of commissions to Chestnut Park Realty from sales 1 9 proceeds of the Remaining Units;

(f) performing all of the obligations of the Receiver pursuant to the Minutes of

Settlement;

(g) responding to claims received from Unit owners, E&H Property Management and the

Condominium Corporations, reviewing and responding to inspection and conciliation

reports and invoices received from the Tarion Warranty Corporation ("Tarion")

regarding ONWHP A warranty claims for repairs to certain Units, and arranging for

completion of the repairs or arranging with Care Vest and GCNA for payment to

Tarion for invoices for approved ONWHP A warranty claims as required pursuant to

the Minutes of Settlement (as described below in this report);

(h) arranging for inspections by Tarion of the items listed in the Performance Audit

Report for Phase 2 of the Lodges (the "Performance Audit Report") issued by

GSCC 83, and reviewing the resultant Warranty Report and invoices issued by

Tarion, and holding numerous discussions with Tarion, Dentons and legal counsel

for Care Vest and GCNA regarding the approval and payment of the costs of approved

ONHWPA warranty claims (as described below in this report);

(i) discussions with C.C. Tatham & Associates Ltd., engineering consultants to the

Receiver, regarding approval of the work to complete the Site Plan at the Thornbury

Property, and reviewing and approving of various contractor invoices;

G) requesting and receiving the balance of securities held by the Town of the Blue

Mountains for the Site Plan;

(k) paying annual bond premiums to CGNA pursuant to the Minutes of Settlement;

(1) preparing and filing of HST returns, HST rebate applications for sold Units, and

T5018 slips as requested by Canada Revenue Agency ("CRA");

(m)preparing financial statements and filing corporate income tax returns for each of

Siljon Investments Inc. and Siljon Far Hills Ltd. for the fiscal years ending 2015 to

2018, and responding to information requests from CRA regarding auditing of

supporting financial information;

8

43455198_ 4JNATDOCS

(n) updating statements of receipts and disbursements and the prescribed Receiver's

reports and issuing both to the Official Receiver as required by section 246 of the

Bankruptcy and Insolvency Act (the "BIA") every six months; and

( o) carrying out all administrative, banking and accounting for the receivership

administration.

V. SUMMARY OF SALES OF UNITS

19. As reported in the Fifth Report, eighteen (18) of the eighty -seven Units making up

the Far Hills Property had been sold by Siljon, including two units which were sold

and occupied prior to the Receivership Date which closed during the receivership

following the registration of Phase 2 of GSCC 82. As of the date of the Fifth Report,

eighty-three (83) Units making up the Far Hills Property had been sold. The

Remaining Units were sold by November 20, 2015. A summary of sale of the Units

is as follows:

Summary of Sold and Unsold Units as at November 20, 2015

Townhouses

Phase 1

Phase 2

Total

Lodges

Phase 1

Phase 2

Total

Grand Total

Pre-Receivership

Prior to November 30, 2010

Sold - see Note

12

2

14

4

0

4

18

Receivership Sales

November 30, 2010 to Novmber 20, 2015

Sold

10

15

25

20

24

44

69

Totals

as at November 20, 2015

Sold Unsold Total

22 0 22 17 0 17

39 0 39

24 0 24

24 0 24

48 0 48

87 0 87

Note Two of the sales of Phase 2 Townhouses were sold pre-receivership, but

closed during the receivership following registration of Phase 2 of the

Townhouses.

VI. MINUTES OF SETTLEMENT MATTERS

20. The background to the Priority Issues Dispute, and the positions of each of Care Vest

and GCNA, along with the Receiver's view of the issues were fully described in the

Fourth Report. As reported in the Fifth Report, negotiations between CareVest and

GCNA concluded in a settlement (the "Minutes of Settlement"). The Minutes of

9

43455198_ 4INATDOCS

20

Settlement were included in a confidential exhibit to the affidavit of Jill Plasteras

included in the July 7, 2015 Motion of Care Vest.

21. Since the Fifth Report and pursuant to the Minutes of Settlement, the Receiver has

responded to numerous claims for repairs to Units and the common elements of the

Condominium Corporations from Unit owners, and the E&H Property Management,

the property manager for the Condominium Corporations. The Receiver also

reviewed and responded to numerous inspection and conciliation reports, and invoices

received from Tarion regarding ONHWP A warranty claims for repairs to Units, and

arranged for completion of the repairs or coordinated with Care Vest and GCNA for

payment to Tarion for payment of invoices for approved ONHWP A warranty claims

pursuant to the Minutes of Settlement. The Receiver has not received notices of

ONHWP A warranty claims from owners of Units or from Tarion since March, 2017.

22. As reported in the Fifth Report, the Receiver reached a financial settlement with GSCC

83 dated August 2013 regarding any present or future deficiencies for the common

elements in Phase 1 and Phase 2 of the Lodges. Despite this settlement, GSCC 83

retained a consultant to complete the Performance Audit Report, which was issued by

GSCC 83 to Tarion as a ONHWP A warranty claim. Over the next two years, Tarion

carried out inspections of the common element deficiencies described in the

Performance Audit Report. Tarion issued a Warranty Assessment Report dated March

2016 (the "Warranty Assessment Report") to identify the deficiencies in the

Performance Audit Report, which it determined to be eligible ONWHP A warranty

claims.

23. The Minutes of Settlement expressly exclude any ONWHP A claims in the

Performance Audit Report from being paid from the Reserve Funds. The Receiver

carried out its own inspections of the items considered to be eligible ONHWP A

warranty claims in the Warranty Assessment Report. Tarion issued invoices to the

Receiver for the estimated costs to repair the eligible ONHWP A warranty claims in

the Warranty Assessment Report. The Receiver reviewed the invoices with Tarion,

and held numerous discussions with legal counsel for Care Vest regarding the approval

and payment of the estimated approved ONHWP A warranty claim costs. Pursuant to

the Minutes of Settlement, Care Vest made arrangements to pay the approved invoice

amounts to Tarion. The Receiver has not received any further notices from Tarion

regarding further ONHWP A warranty claims relating to the common elements for

GSCC 83 since July, 2018.

10

43455198_ 4jNATDOCS

21

24. Pursuant to the Minutes of Settlement, the Receiver was to pay the insurance

premiums due to GCNA until November 2018 for the remaining GCNA Bonds, which

consist of Bond No. TM900162 issued in the amount of $960,000, and Bond No.

TM900180 issued in the amount of $340,000. The Receiver has paid the bond

premiums to GCNA in compliance with the Minutes of Settlement.

25. In addition, the Receiver had agreed, pursuant to the Minutes of Settlement, to assist

Care Vest and GCNA in recovering or reducing the amounts of the GCNA Bonds held

by Tarion, however Tarion issued letters to the Receiver dated January 19, 2019

stating that Tarion would not be releasing any security it held until all units and

common elements were past their 7 year structural warranty period. Copies of the

Tari on Letters are attached hereto as Appendix "E".

26. The structural warranty on the common elements expires 7 years from the date of

registration of the Condominium Corporations, which according to the records of

Siljon will be as follows:

Registration Expiry of Structural Bond

Date Structural Warranty No.

GSCC 82 - Phase 1 March2009 March 2016 TM900162

GSCC 82 - Phase II November 2011 November 2018 TM900180

GSCC 83 - Phase II January 2013 January 2020 TM900162

27. The structural warranty on the Units will expire 7 years from the date of the last sale

of a Unit, which according to the records of Siljon will be as follows:

Date of Last Expiry of Structural Bond

Sale Structural Warranty No.

GSCC 82 - Phase I October 2015 October 2022 TM900162

GSCC 82 - Phase II November 2015 November 2022 TM900180

GSCC 83 - Phase II October 2013 October 2020 TM900162

28. The Receiver has not received any notices from owners of Units, the Condominium

Corporations or Tarion regarding any ONHWPA warranty claims since 2018.

Although some of the 7 year structural warranties on the common elements and the

Units have not yet expired, it is extremely unlikely that there will be such claims. The

Receiver is not funded to deal with any further ONHWP A warranty claims. The

11

43455198_ 4jNATDOCS

22

Minutes of Settlement contemplate that the Receiver will not be needed to deal with

any ONHWPA warranty claims made after November 7, 2018, as such claims will be

dealt with by Tarion, which continues to hold the CGNA Bonds as security.

VII. COMPLETION OF THE RECEIVERSIDP ADMINISTRATION

29. The remaining administrative duties of the Receiver include:

(a) completing and filing of final HST returns for Siljon;

(b) payment of all final approved professional fees of the Receiver and Dentons; and

( c) filing the Receiver's final reports pursuant to section 246 of the BIA.

VIII. ACTUAL AND ESTIMATED FUNDS ON HAND TO COMPLETION

30. As at December 6, 2019, the Receiver has net funds on hand of approximately

$19,090, which is sum.m.arized as follows:

12

43455198_ 4INATDOCS

23

Receipts

Sale of Condominium Units

Funds Held in Trust

New Sale Reserve Funds

Refund of securities from the Town

HST Refunds and Collections from Sale of Units

Rental Income and Occupancy Fees

Other Receipts

Disbursements

Completion of Construction and Site Plan

HST

Realty taxes

Repairs and maintenance

Carrying Costs of Units

Selling Expenses

Insurance

Bond Premiums

Settlements of Liens

Miscellaneous

Professional Fees

Distribution to Secured Creditor

Net Funds on Hand- December 6, 2019

Less: Estimated Professional Fees to Completion of the

of the Receivership Administration

Estimated Final Funds on Hand

IX. APPROVAL OF PROFESSIONAL FEES

s

s

14,817,493

350,000

(20,000)

751,562

913,693

275,235

104,629 s 17,192,613

4,134,878

993,748

575,664

590,012

920,188

749,081

113,854

118,350

48,800

37,287 8,281,862

s 8,910,751

1,773,472 ,. s 7,137,279

7,118,189

$ 19,090

(19,090)

$ 0

31. The Receivership Order directs and empowers the Receiver to pass its accounts from

time to time, and to include any necessary fees and disbursements of its legal counsel

in the passing of its accounts.

32. An order of the Court dated July 15, 2015 (the "July 15, 2015 Order") approved the

total fees and disbursements of the Receiver for the period between January 10, 2014

and ending June 15, 2015. The total fees and disbursements of the Receiver for the

period from June 16, 2015 to November 30, 2019 total $98,059.95 (excluding HST).

Full particulars of the Receiver's fees and disbursements are set out in the Affidavit

of Ken Pearl sworn on December 12, 2019 (the "Pearl Affidavit"). The Pearl

Affidavit also contains particulars of hours spent, hourly rates, total fees and

13

43455198_ 4INATDOCS

24

disbursements of the Receiver. The average hourly rate of the work that the Receiver

charged is $376.45. A copy of the Pearl Affidavit is attached hereto as Appendix "F".

33. The July 15, 2015 Order approved the fees and disbursements ofDentons (and Heenan

Blaikie LLP) as independent counsel to the Receiver for the period January 1, 2014

ending June 30, 2015. The total fees and disbursements of Dentons for the period

from July 1, 2015 to October 31, 2019 totals $18,300.53 (excluding HST). Full

particulars ofDentons' fees and disbursements are set out in the affidavit of Ken Kraft

affirmed December 12, 2019 (the "Kraft Affidavit"). The Kraft Affidavit also

contains particulars of hours spent, hourly rates, total fees and disbursements by

Denton. The average hourly rate of the work that Dentons charged is $566.21. A copy

of the Kraft Affidavit is attached hereto as Appendix "G".

34. The estimated fees and disbursements of the Receiver and Dentons to complete the

receivership administration including HST are estimated to exceed the remaining

funds on hand.

35. In addition to its engagement of Dentons, the Receiver utilized the services of

Gowlings as its conveyancing counsel regarding the sale of the Units. The fees and

disbursements for Gowlings for the period from July 1, 2015 to November 30, 2019

total $13,979.36 (excluding HST). Full particulars of Gowlings' fees and

disbursements are set out in the affidavit of a member of Gowlings (the "Gowlings

Affidavit", and collectively with the Pearl Affidavit and the Kraft Affidavit, the

"Affidavits"). The Gowlings Affidavit will be filed separately.

X. SUMMARY AND RECOMMENDATIONS

36. The sale of the Units, the Receiver's duties pursuant to the Minutes of Settlement, and

the administration of the receivership is now substantially complete.

3 7. Care Vest will incur a significant shortfall, and as a result, there will be no remaining

funds available for unsecured creditors.

3 8. The Receiver can be discharged subject to completion of its final administrative duties.

39. The Receiver respectfully requests that this Court grant an Order:

(a) approving the Sixth Report and the conduct and activities of the Receiver

described herein;

43455198_ 4JNA TDOCS

14

25

(b) approving the fees and disbursements of the Receiver and Dentons as set out

herein.

( c) discharging the Receiver, subject to the Receiver completing its administration of

the receivership proceedings and distributing the funds held by the Receiver in the

manner more particularly described herein, and the filing of a certificate with the

Court confirming that the Receiver has completed all of the steps necessary in the

Receivership proceedings.

15

43455198_ 4jNATDOCS

26

This Report is respectfully submitted to this Court as of this 12th day ofDecembel"., 2019.

THE FULLER LANDAU GROUP INC. In its capacity as Court-Appointed Receiver of Siljon Investments Inc; and Siljon Far Hills Ltd. and not in its corporate or personal capacity.

Per:

Ken Pearl, MBA, CPA, CA, C Senior Vice President

Signature Page to Sixth Report of the Receiver Dated December 12, 2019

(503609-2) 43571740_1INATDOCS

27

Appendix "A" 28 Receivership Order dated November 30, 2010

17

43455198_ 4INATDOCS

THE HONOURABLE MR.

JUSTICE MORA WETZ

BETWEEN:



COMMERCIAL LIST

)

)

)

TUESDAY, THE 30TH DAY

OF NOVEMBER, 2010


Applicant

,-and-

SILJON INVESTMENTS INC. and SILJQN FAR HILLS LTD.

Respondents

APPLICATION UNDER section 243 of the Bankruptcy andl11solvency Act, R.S.C. 1985, c. B-:3, as amended, and under section 1.01 of the

Courts of Justice Act, R.S.O. 1990, c. C.43

APPOINTMENT ORDER

THIS APPLICATION made by CareVest Capital Inc. ("CareVest" or the

"Applicant") for an Order pursuant to section 243(1) of the Bankruptcy and Insolvency Act,

R.S.C. 1985, c. B-3, as amended (the "BIA") and section 101 of the Courts of Justice Act,

R.S.O. 1990, c. C.43, as amended (the "CJA") appointing BDO Canada Limited ("BDO") as

receiver (in such capacities, the "Receiver") without security; of all of the assets, undertakings

and properties of Siljon Investments Inc. ("Siljon Investments") and Siljon Far Hills Ltd.

29

-2- 30

("Siljon Far Hills") (together, the "Debtors") acquired for, or used in relation to a business

carried on by the Debtors, was heard this day at330 Univemrit venue, Toronto, Ontario. i. (' ..,,,J)

) CD 1,£..,,\ rel {b r ft,,-f!. Ci ;,W<'W e.{ 0

. 1 · ~

f .;f- Alo r /,,lt. ,4 M.tl'f ~ t'l17 ON READING the Affidavit of Jill Plasteras sworn Nov her 25, 2010, and the Exhibits / 10 I

thereto and on hearing the submissions of counsel for CareVest and counsel for the Debtors no

one appearing for any other party although duly served as appears from the Affidavits of Service

of Alma Sullivan and Sharmaine Danielle sworn November 29, 2010, and on reading the

Consent of BDO to act as the Receiver,

SERVICE

1. THIS COURT ORDERS that the time for service of the Notice of Motion and the

Motion is hereby abridged and validated so that this motion is proper]y returnable today and

hereby dispenses with further service thereof.

APPOINTMENT

2. THIS COURT ORDERS that pursuant to section 243(1) of the BIA and section 101 of

the CJA, BDO is hereby appointed Receiver, without security, of all of the assets, undertakings

and properties of the Debtors acquired for, or used in relation to a business carried on by the

Debtors, including all proceeds thereof (the "Property").

RECEIVER'S POWERS

3. THIS COURT ORDERS that the Receiver is hereby empowered and authorized, but not

obligated, to act at once in respect of the Property and; without in any way limiting the generality

of the foregoing, the Receiver is hereby expressly empowered and authorized to do any of the

following where the Receiver considers it necessary or desirable:

(a) to take possession of and exercise control over the Property and any and

all proceeds, receipts and disbursements. arising out of or from the

Property;

(b) to receive, preserve, and protect of the Property, or any part or parts

thereof, including, but not limited to, the changing of locks and security

.., - ., -

codes, the relocating of Property to safeguard it, the engaging of

independent security personnel, the taking of physical inventories and the

placement ofsuch insurance coverage as may be necessary or desirable;

(c) to manage, operate, and carry on the business of the Debtors, including the

powers to enter into any agreements, incur any obligations in the ordinary

course. of business, cease. to carry on . all or any part of the business, or

cease to perform any contracts of the Debtors;

( d) to engage consultants, appraisers, agents, experts, auditors, accountants,

mana,gers; counsel and such other persons :from time to time and on

whatever basis, including on a temporary basis, to assist with the exercise

of the Receiver's powers and duties, including without limitation those

conferred by this Order, and in this regard the Receiver is specifically

authorized to retain counsel for the Applicant to advise and represent it

save and except on matters upon which the Receiver in its judgment

determines it requires independent advice,. in which case the Receiver

shall retain Heenan Blaikie LLP;

(e) to purchase or lease such machinery, equipment, inventories, supplies,

premises or other assets to continue the business of the Debtors or any part

or parts thereof;

(f) to receive and collect all monies and accounts now owed or hereafter

owing to the Debtors and to exercise all remedies of the Debtors in

collecting such monies, including, without limitation, to enforce any

security held by the Debtors;

(g) to settle, extend or compromise any indebtedness. owing to the Debtors;

(h) to execute, assign, issue and endorse docun1ents of whatever nature in

respect of any of the Property, whether in the Receiver's name or in the

name and on behalf of the Debtors, for any purpose pursuant to this Order;

31

-4-

(i) to tmdertake environmental or workers' health and safety assessments of

the Property and operations ofthe·Debtors;

(j) to initiate, prosecute and continue the prosecution of any and all

proceedings and to defend all proceedings now pending or hereafter

instituted with respect to the Debtors, the Ptopei-ty or the Receiver, and to

settle or compromise any such proceedings. The. authority hereby

conveyed shall extend to such appeals or applications for judicial review

in respect of any order or judgment pronounced in any such proceeding;

(k) to market any or all of the Property, including advertising and soliciting

offers in respect of the Property or any part or paits thereof and

negotiating such terms and conditions of sale as the Receiver in its

discretion may deem appropriate;

(I) to sell, convey, transfer, lease or assign the Property or any part or parts

thereof out of the ordinary course of business,

Jr(/

32

(i) without the approval of this Cou.rt inr,esp~ct,pf any transaction not . 1. __ 1 . . r- pcov i~ ~vt 'rt ... e<\j~y·a.:!cde (;0'1~.~~.--~ir>1 exceedmg $700,000.00; and tp(' ct!l S\itC~ ·/-c·cwts~tC:fio"S d.:,es no1 11 _ 4

<l,x;UM( .ff 41 Oo/' )oao t>l'vv\cJ Of ov,·i.rz.d_ 'f"V"V\ 1

, . -the. G.wir,,"tae.. C.:o:v-.p~ oft,Jo}~ ~rcA ~ (ii) with the approval. of this Court m respect of any transaction m -*-t{tpVc."'iJ

. . . . ~u ,2.CJ..iv.2. which the purchase pnce or the aggregate purchase pnce exceeds 10 bus·:·IUZ£$

the applicable amount set out in the preceding ~'c'f.< ;'!j of ~5~~'~ and in each such case notice under subsection 63(4) of the Ontario }1<S; Personal Properly Security Act, or section 31 of the Ontario Mortgages

Act, as the case may be, shall not be required, and in each case the Ontario

Bulk Sales Act shall not apply.

(m) to apply for any vesting order or other _orders necessary to convey the

Property or any part or parts thereof to a purchaser or purchasers thereof,

free and clear ofany liens or encumbrances affecting such Prope1ty;

- 5 ..

(n) to report to, meet with and discuss with such affected Persons (as defined

below) as the Receiver deems appropriate on all matters relating to the

Property and the receivership, and to. share information, subject to such

te1ms as to confidentiality as the Receiver deems advisable;

( o) to register a copy of this Order and any bther Orders in respect of the

Property against title to any of the Property;

(p) to apply for any pennits, licences, approvals or permissions as may be

required by any governmental authority and any renew.als thereof for and

on behalf of and, if thought desirable by the Receiver, in the name ofthe

Debtors;

( q) to enter into agreements with any trustee in bankruptcy appointed in

respect of the Debtors, including, without limiting the generality of the

foregoing, the ability to enter into occupation agreements for any property

owned or leased by the Debtors;

(r) to exercise any shareholder, partnership, joint venture or other rights

which the Debtors may have; and

(s) to take any steps reasonably incidental to the .exercise of these powers or

the performance of any statutory obligations.

and in each case where the Receiver takes any such actions or steps, it shall be exclusively

authorized and empowered to do so, to the exclusion of all other Persons (as defined below),

including the Debtors, and without interference from any other Person.

DUTY TO PROVIDE ACCESS AND CO-OPERATION TO THE RECEIVER

4. THIS COURT ORDERS that (i) the Debtors, (ii) all of its current and fonner directors,

officers, employees, agents, accountants, legal counsel and shareholders, and all other persons

acting on its instructions or behalf, and (iii) all other individuals, firms, corporations,

governmental bodies or agencies, or other entities having notice of this Order (all of the

foregoing, collectively, being "Persons" and each being a "Person") shall forthwith advise the

33

- 6 -

Receiver of the existence of any Property in such Person's PQ.ssession or control, shall grant

immediate and continued access to the Property to the Receiver, and shall deliver all such

Property to the Receiver upon the Receiver's request.

5. THIS COURT ORDERS that all Persons shall forthwith advise the Receiver of the

existence cif any books, documents, securities, contracts, orders, corporate and accounting

records~ and any other papers, records and information of any kind related to the business or

affairs of the Debtors, and any computer programs, computer tapes, computer disks, or other data

storage media containing any such information (the foregoing, collectively, the "Records") in

that Person's possession or control, and shall provide to the Receiver or permit the Receiver to

make, retain and take away copies thereof and grant to the Receiver unfettered access to and use

of accounting, computer, software and physical facilities relating thereto, provided however that

nothing in this paragraph 5 or in paragraph 6 of this Order shall require the delivery of Records,

or the granting of access to Records, which may not be disclosed or provided to the Receiver due

to the privilege attaching to solicitor-client communication or due to statutory provisions

prohibiting such disclosure.

6. THIS COURT ORDERS that if any Records are stored or otherwise contained on a

computer or other electronic system of information storage, whether by independent service

provider or otherwise, all Persons in possession or control of such Records.shall forthwith give

unfettered access to the Receiver for the purpose of allowing the Receiver to recover and fully

copy all of the information contained therein whether by way of printing the infom1ation onto

paper or making copies of computer disks or such other manner of retrieving and copying the

information as the Receiver in its discretion deems expedient, and shall not alter, erase or destroy

any Records without the prior written consent of the Receiver. Further, for the purposes of this

paragraph, all Persons shall provide the Receiver with all such assistance in gaining immediate

access to the information in the Records as the Receiver may in its discretion require including

providing the Receiver with instructions on the use of any computer or other system and

providing the Receiver with any and all access codes, account names and account numbers that

may be required to gain access to the information.

34

.. 7 -

NO PROCEEDINGS AGAINST THE RECEIVER

7. THIS COURT ORDERS that no proceeding or enforcement process in any court or

tribunal (each, a "Pr9ceeding"), shall be commenced or continued against the Receiver except

with the written consent of the Receiver or with leave of this Court.

NO PROCEEDINGS AGAINST THE DEBTORS OR THE PROPERTY

8, THIS COURT ORDERS that no Proceeding against or in respect of the Debtors or the

Property shall be commenced or continued except with the written consent of the Receiver or

with leave of this Court and any and all Proceedings currently under way against or in respect of

the Debtors or the Property are hereby stayed and suspended pending further Order of this Court.

NO EXERCISE OF RIGHTS OR REMEDIES

9. THIS COURT ORDERS that all rights and remedies against the Debtors, the Receiver,

or.affecting the Property, are hereby stayed and suspended except with the written consent of the

Receiver or leave of this Court, provided however that this stay and suspension does not apply in

respect of any "eligible financial contractn as defined in the BIA, and further provided that

nothing in this paragraph shall (i) empower the Receiver or the· Debtors to carry on any business

which the· Debtors is not lawfully entitled to carry on, (ii) exempt the Receiver or the Debtors

from compliance with statutory or regulatory provisions relating to health, safety or the

environment, (iii) prevent the filing of any registration to preserve or perfect a security interest,

or (iv) prevent the registration of a claim for lien.

NO INTERFERENCE WITH THE RECEIVER

I 0. THIS COURT ORDERS that no Person shall discontinue, fail to honour, alter, interfere

with, repudiate, terminate or cease to perform any right, renewal right, contract, agreement,

licence or perinit in favour of or held by the Debtors, without written consent of the Receiver or

leave of this Court.

CONTINUATION OF SERVICES

11. THIS COURT ORDERS that all Persons having oral or written agreements with the

Debtors or statutory or regulatory mandates for the supply of goods and/or services, including

35

- 8 -

without limitation, all computer software, communication and other data services, centralized

banking services, payroll services; insurance, transportation services, utility or other services to

the Debtors are hereby restrained until further Order of this Court from discontinuing, altering,

interfering with or terminating the· supply of such goods or services as may be required by the

Rec:eiver, and that the Receiver shall be entitled to the continued use of the Debtors' current

telephone numbers, facsimile numbers, internet addresses and domain names, provided in each

case that the normal prices or charges for all such goods or services received after the date of this

Order are paid by the Receiver in accordance. with normal payment practices of the Debtors or

such other practices as may be agreed upon by the supplier or service provider and the Receiver,

or as may be ordered by this Court.

RECEIVER TO HOLD FUNDS

12. THIS COURT ORDERS that all funds, monies, cheques, instruments, and other forms

of payments received or collected by the Receiver from and after the making of this Order from

any source whatsoever, including without limitation the sale of all or any ofthe Property and the

collection of any accounts receivable in whole or in part, whether in existence on the date of this

Order or hereafter coming into existence, shall be deposited into one or more new accounts to be

opened by the Receiver (the "Post Receivership Accounts") and the m<;mies standing to the

credit of such Post Receivership Accounts from time to time; net of any disbursements provided

for herein, shall be held by the Receiver to be paid in accordance with the terms of this Order or

any further Order of this Court.

EMPLOYEES

13. THIS COURT ORDERS that all employees of the Debtors shall remain the employees

of the Debtors until such time as the Receiver, on the Debtors' behalf, may terminate the

employment of such employees. The Receiver shall not be liable for any employee-related

liabilities, including any successor employer liabilities as provided for in section 14.06(1.2) of

the BIA, other than such amounts as the Receiver may specifically agree in writing to pay, or in

respect of its obligations under sections 81.4(5) or 81.6(3) of the BIA or under the Wage Earner

Protection Program Act.

36

-9-

PIPEDA

14. TIDS COURT ORDERS that, pursuant to clause 7(3)(c) of the Canada Personal

Information Protection . and Electronic Documents Act, the Receiver shall disclose personal

information of identifiable individuals to prospective purchasers or bidders for the Property and

to their advisors, but only to the extent desirable or required t.o negotiate and attempt to complete

one or more sales of the Property (each, a "Sale"). Each prospective purchaser or bidder to

whom such personal information is disclosed shall maintain and protect the privacy of such

information and limit the use of such information to its evaluation of the Sale, and if it does not

complete a Sale; shall return all such information to the Receiver, or in the alternative destroy all

suc,:;h information. The purchas,er of any Property shall be entitled to continue to use the personal

information provided to it, and related to the Prope1ty purchased, in a manner which is in all

material respects identical to the prior use of such information by the Debtors, and shall return all

other personal information to the Receiver, or ensure that all. other personal information is

destroyed.

LIMITATION ON ENVIRONMENTAL LIABILITIES

15. THIS COURT ORDERS that nothing herein cohtain~d shall require the Receiver to

occupy or to take control, care, charge, possession or management (separately and/or

collectively, "Possession") of any of the Property that might be environmentally contaminated,

might be a pollutant or a contaminant, or might cause or contribute to a spill, discharge, release

or deposit of a substance contrary to any federal, provincial or other law respecting the

protection, conservation, . enhancement, remediation or rehabilitation of the environment or

relating to the disposal of waste or other contamination including, without limitation, the

Canadian Environmental Protection Act, the Ontario Environmental Protection Act, the Ontario

Water Resources Act, or the Ontario Occupational Health and Safety Act and regulations

thereunder (the ''Environmental Legislation"), provided however that nothing herein shall

exempt the Receiver from any duty to report or make disclosure imposed by applicable

Environmental Legislation. The Receiver shall not, as a result of this Order or anything done in

pursuance of the Receiver's duties and powers under this Order, be deemed to be iI1 Possession of

any of the Property within the meaning of any Environmental Legislation, unless it is actually in

possession.

37

- 10-

LIMITATION ON THE RECEIVER'S LIABILITY

16. THIS COURT ORDERS that the Receiver shall incur no liability or obligation as a

result of its appointment Qr the can-ying out the provisions ofthis Order, save and except for any

gross negligence or wilful misconduct on its part, or in respect of its obligations under sections

81.4(5) or 81.6(3) of the BIA or under the Wage Earner Protection Program Act. Nothing in

this Order shall derogate from the protections afforded the Receiver by section 14.06 of the BIA

or by any other applicable legislation.

RECEIVER'S ACCOUNTS

17. THIS COURT ORDERS that the Receiver and counsel to the Receiver shall be paid

their reasonable fees and disbursements, in each case at their standard rates and charges, and that

the Receiver and counsel to the Receiver shall be entitled to and are hereby granted a charge (the

"Receiver's Charge") on the Property, as security for .such fees and disbursements, both before

and after the making ofthis Order in respect of these proceedings,.and that the Receiver's Charge

shall form a first charge on the Property in priority to all security interests, trusts, liens, charges

and encumbrances, statutory or otherwise, in favour of any Person, but subject to sections

14.06(7), 81.4(4), and 81.6{2) ofthe BIA.

18. THIS COURT ORDERS that the Receiver and its legal counsel shall pass its accounts

from time to time, and for this purpose the accounts of the Receiver and its legal counsel are

hereby referred to a judge of the Commercial List of the Ontario Superior Court of Justice.

19. THIS COURT ORDERS that prior to the passing of its accounts, the Receiver shall be

at liberty from time to time to apply reasonable amounts, out of the monies in its hands, against

its fees and disbursements, including legal fees and disbursements, incurred at the normal rates

and charges of the Receiver or its counsel, and such amounts shall constitute advances against its

remuneration and disbursements when and as approved by this Court.

38

- 11 -

FUNDING OF THE. RECEIVERSHIP

20. THIS COURT ORDERS that the Receiver be at liberty and it is hereby empowered to

borrow by way .of a revolving credit or otherwise, such monies from time. to time as it may

consider necessary or desirable, provided that the outstanding principal amount does not exceed

$3,600,000.00 (or such greater amount as this Court may by further Order authorize) at anytime,

at such rate or rates of interest as itdeems advisable for sµch period or periods of time as it may

arrange, for the purpose of funding the exercise of the powers and duties conferred upon the

Receiver by this Order, including interim expenditures. The whole of the Property shall be and

is hereby charged by way of a fixed and specific charge (the "Receiver's Borrowings Charge")

as security for the payment of the monies borrowed, together with interest and charges thereon,

in priority to all security interests, trusts, liens, charges and. encumbrances, statutory or

otherwise, in favour of any Person, but subordinate in priority to the Receiver's Charge and the

charges as set out in sections 14.06(7), 81.4(4), and 81.6(2) ofthe BIA.

21. THIS COURT ORDERS that neither the Receiver's Borrowings Charge nor any other

security granted by the Receiver in connection with its borrowings under this Order shall be

enforced without leave of this Court.

22. THIS COURT ORDERS that the Receiver is at liberty and authorized to issue

certificates substantially in the form annexed as Schedule 11A11 hereto (the "Receiver's

Certificat¢s0 ) for any amount borrowed by it pursuant to this Order.

23. THIS COURT ORDERS that the monies from time to time borrowed by the Receiver

pursuant to this Order or any further order of this Court and any and all Receiver's Certificates

evidencing the same or any part thereof shall rank on a pari passu basis, unless otherwise agreed

to by the holders of any prior issued Receiver's Certificates.

GENERAL

24. THIS COURT ORDERS that the Receiver may from time to time a.pply to this Court ' . . . ,

for advice and directions in the discharge of its powers and duties hereunder.

39

- 12 -

25. THIS COURT ORDERS that nothing in this Order shall prevent the Receiver from

acting as a trustee in bankruptcy of the Debtors.

26. THIS COURT HEREBY REQUESTS the aid and recognition of any court, tribunal,

regulatory or administrative body having jurisdiction in Canada or in the United States to give

effect to this Order arid to assist the Receiver and its agents in carrying out the te1ms of this

Order. AU courts, tribunals, regulatory and administrative bodies are hereby respectfully

requested to make such orders and to provide such assistan:ce to the Receiver, as an officer of this

Court, as may be necessary or desirable to.give effect to this Order or to assist the Receiver and

its agents in carrying out the terms of this Order.

27. THIS COURT ORDERS that the Receiver be at liberty mid is hereby authorized and

empowered to apply to any court, tribunal, regulatory or administrative body, wherever located,

for the recognition of this Order and for assistance in carrying out the terms of this Order, and

that the Receiver is authorized and empowered to act as a representative in respect of the within

proceedings for the purpose of having these proceedings recognized in a jurisdiction outside

Canada.

28. TIDS COURT ORDERS thatthe Plaintiff shall have its costs of this motion, up to and

inclµding entry and service of this Order, provided for by the tenns of the Plaintiff's security or,

if not so provided by the Plaintiffs security; then on a substantial indemnity basis to be paid by

the Receiver from the. Debtors' estate with such priority and at such time as this Court may

determine.

29. THIS COURT ORDERS that any interested party may applyto this Court to vary or

amend this Order on not less than seven (7) days1 notice to the Receiver and to any other party

likely to be affected by the order sought or upon such other notice, if any, as this Court may

order. /tfl/ . _,...... n .(] J, (, o r- _ h,.1 - i~

40

;PO/ .Jo. / JfIS (Oi,f1c_ T ORDERS ..J;LvJt !Frop.v-.7 Ot,£ C{,tf-,·~ Ir\ plv-c:iar:-v()v1 F -h-t,::. .Drde4 >LttiU not ,';,clv1dR.. dl-1!:f _cw,M,Jf ~r fufwe. +-~11

ENTERED AT/ INSCRIT irQ~ONTO,) IAAIJ k(K)t1Pr4Jl-/a.,vii /ttJ-1. LL/TC'k 11ppv-u.tlj) OlS re,/:;erv,,t.c.ij; ON/ BOOK NO; . {~ -r~S. riw ., r"' LE I DANS LE REGISTRE NO.: . - .

(I\ pcvt~rP!fl-i_ 31 o.f fL-e. AFf;'clcw1f oF .J,·/f Pk<ti.JV~ .Svt/Of/1

NOV 3. 0 20JilloJ~JG, :J.P/o1

wli/J\J:wvdf 5:t~ k_ fwhf ~ Kcyf1¥t/ PER, PAIi: /I u11 t; I f w-/1-.v Or Jr pf ft,, is Cow~

-~~-1·

SCHEDULE "A"

RECEIVER CERTIFICATE

CERTIFICATE NO. ------AMOUNT$ ---------I. THIS IS TO CERTIFY that BDO Canada Limited, the re.ceiver (the "Receiver") of the

assets, undertakings and properties [DEBTORS' NAME] acquired for, or used in relation to a

business carried on by the Debtors, including all proceeds thereof (collectively, the "Property")

appointed by Order of the Ontario Superior Court of Justice. (Commercial List) (the "Court")

dated the _ day of __ _, 20_ (the ''Order") made in an action having Court file number

-CL-___ , has received as such Receiver from the holder of this certificate (the"Lender")

the principal sum of $ ____ ~ being part of the total principal sum of $ ____ _

which the Receiver is authorized to b9rrow under and pursuant to the Order~

2. The principal sum evidenced by this certificate is payable on demand by the Lender with

interest thereon calculated and compounded [daily][monthly not in advance on the ___ day

of each month] after the date hereof at a notional rate per annum equal to the rate of ___ per

cent above the prime commercial lending rate of Bank of ____ from time to time.

3. Such principal sum with interest thereon is, by the terms of the Order, together with the

principal sums and interest thereon of all other·certificates issued by the Receiver pursuant to the

Order or to any further order of the Court, a charge upon the whole of the Property, in priority to

the security interests of any other person, but subject to the priority of the charges set out in the

Order and in the Bankruptcy and Insolvency Act, and the right of the Receiver to indemnify itself

out .of such Property in respect of its remuneration and expenses.

4. All sums payable in respect of principal and interest under this certificate are payable at

the main office ofthe Lender at Calgary, Alberta.

5. Until all liability in respect of this certificate has beeri terminated, no certificates creating

charges ranking or purporting to rank in priority to this certificate shall be issued by the Receiver

to any person other than the holder of this certificate without the prior written consent of the

holder of this ce1tificate.

41

-2-

6. The charge securing this certificate shall operate so as to permit the Receiver to dealwith

the Property as authorized by the Order and as authorized by any further or other order of the

Court.

7. The Receiver does not undertake, and it is not under any personal liability, to pay any

sum in respect !)fwhich it may issue certificates under the tenns of the Order.

DATED the __ day of _____ , 20_.

[RECEIVER'S NAME], solely in its capacity as Receiver of the Property, and not in its personal capacity

Per:

Nam~:

Title:

42

CAREVEST CAPITAL INC. -and-

- Applicant -


SJLJON INVESTMENTS INC. and SILJON FAR HILLS LTD.

- Respondents -

ONTAJUO SUPERIOR COURT OF JUSTICE

(COMMERCIAL LIST)

(PROCEEDING COMMENCED AT TORONTO)

APPOINTMENT ORDER

GOWLING LAFLEUR HENDERSON LLP Barristers and Solicitors 1 First Canadian Place

100 King Street West, Suite 1600 Torol'}.to ON M5X 105

Clifton .P. Prophet (LSUC# 34845K) Frank Lamie (LSUC #54035S)

Tel: (416) 862-3509 Fa~: (416) 863-3509

Solicitors for the Applicant, Care Vest Capital Inc.

..i:::i,. w


Appendix "B" July 15, 2015 Order

44

18



(COMMERCIAL LIST)

IN THE MATTER OF AN APPLICATION UNDER SECTION 243 OF THE BANKRUPTCY AND INSOLVENCY ACT,

R.S,C. 1985, C. B-3

AND IN THE MATTER OF SECTION 101 OF THE COURTS OF JUSTICE ACT, R.S.O. 1990, C. C.43

THE HONOURABLE

JUSTICE ~\oh\ lo

BETWEEN:


-and-

WEDNESDAY, THE 15TH DAY

OF JULY, 2015

Applicant

SILJON INVESTMENTS INC. and SILJON FAR HILLS LTD.

Respondents

ORDER

THIS MOTION, made by CareVest Capital Inc, ("CareVest"), on consent of

BDO Canada Limited in its capacity as the court-appointed receiver (the

"Receiver") of the undertaking, property and assets of Siljon Investments Inc. and

Siljon Far Hills Ltd. (the "Debtors11) and The Guarantee Company of North

America ("GCNA") for an order: (i) substituting The Fuller Landau Group Inc. for

BOO Canacia Limited as receiver; (ii) approving the. settlement reached between

CareVest and GCNA on July 3, 2015 (the "Settlement"), as set out in the Minutes

45

-2-

of Settlement appended to the Motion Record of CareVest dated July 7, 2015 (the

"Motion Record"); (iii) directing the payment of /tc~~~df held in trust by ~.

Kopperud Hamilton LLP ("Kopperud") and Dentons4 LLP ("Dentons") pursuant to

the Settlement; (iv) approving the Fourth Report to the Court of the Receiver dated

September 151 2014 (the "Fourth Report"), and the Fifth Report to the Court of

the Rec.eiver dated July 9, 2015 (the "Fifth Report" and together with the Fourth

Report, the "Reports") and the Receiver's conduct and activities outlineq therein;

and, (v) approving the fees and disbursements of the Receiver and its counsel,

was heard this day at 330 University Avenue, Toronto, Ontario.

ON READING the Motion Record of CareVest, and the Reports and on

hearing the submissions of counsel for CareVest, GCNA and the Receiver, no one

appearing for any other person on the Service List, although properly served as

appears from the Affidavit of Alma Cano, sworn July 1 O, 2015, filed:

SERVICE

1. THIS COURT ORDERS that the time for service of the Notice of Motion and

the Motion is hereby abridged and validated so that this motion is properly

returnable today and hereby dispenses with further service thereof.

SUBSTITUilON OF RECEIVER

2. THIS COURT ORDERS AND DECLARES that The Fuller Landau Group

Inc. be and is hereby substituted for BOO Canada Limited as Receiver and that all

prior Orders made in these proceedings referencing BDO Canada Limited as

Receiver shall be deemed to reference The Fuller Landau Group Inc. as Receiver

with respect to matters arising from and after the date of this Order.

SETTLEMENT APPROVAL

3. THIS COURT ORDERS AND DIRECTS that the Minutes of Settlement

dated July 3rd , 2015 between CareVest and GCNA evidencing the Settlement (the

"Minutes"), as acknowledged and agreed by the Receiver, be and are hereby

approved.

46

-3-

4. THIS COURT ORDERS that:

(a) the Receiver is authorized and directed to comply with the terms of

the Minutes as they apply to the Receiver;

(b) Kopperud and Dentons shall perform their obligations undeJ the

Minutes, including without limitation, the making of the payments

contemplated under the Minutes; and

(c) all affected parties shall take such additional.steps and execute such

additional documents as may be necessary to implement the

Settlement.

5. THIS COURT ORDERS AND DIRECTS that the Minutes, a copy of which

forms Exhibit "A" to the Affidavit of Jill Plasteras sworn July 3, 2015 (the "July

Affidavit") and the confidential summary of the terms of the Settlement, which

47

forms Exhibit "B" to the July Affidavit, are hereby sealed Jn the files of the Co.!Jrt ,,. v'l 0 r: O") Ne~&.-.,. t: 2.etf'a ~~cJ..~ eo\M&W l'-"'>I ~ ·

pending further Order of this Court ana that pan:tes currently in possession offflese ,. documents shall maintain their confidentiality.

APPROVAL OF REPORT, CONDUCT AND FEES

6. THIS COURT ORDERS that the Reports, and the·activities and conduct of

the Receiver referred to therein be and are hereby approved.

7. THIS COURT ORDERS that the fees and disbursements of the Receiver,

as set out in the Affidavit of Blair Davidson sworn July 6, 2015 and those of its

counsel, as set out in the affidavits of Kenneth Kraft affirmed on July 3, 2015 and

Susan Rosen sworn on July 8, 2015, are hereby approved.

DISCHARGE OF BDO

8. THIS COURT ORDERS that BOO Canada Limited shall be discharged as

Receiver of the undertaking, property and assets of the Debtors, provided however

that notwithstanding its discharge herein BOO Canada Limited shall continue to

have the benefit of the provisions of all prior Orders made in this proceeding,

-4-

including all approvals, protections and stays of proceedings in favour of BOO

Canada Limited in its capacity as Receiver.

9. THIS COURT ORDERS AND DECLARES that BOO Canada Limited is hereby

released and discharged from any and all liability that BOO Canada Limited now has or

may hereafter have by reason of, or in any way arising out of, the acts or omissions of

BOO Canada Limited while acting in its capacity as Receiver herein. Without limiting the

generality of the foregoing, BOO Canada Limited is hereby forever released and

discharged from any and all liability relating to matters that were raised, or which could

have been raised, in the within receivership proceedings, save and except for any gross

negligence or wilful misconduct on the part of BOO Canada Limited.

t, ;.,_,._.f1r.1.~,,, ~ tl1·~•a.<JtJI .r~ ."_...,

Qj·,j ,. GvOr, NO. LL: 1 .JA,-s~ .. 1.: F,.:::G:srm:. No.:

JUL 1 5 lui5

~

48

CAREVEST CAPITAL INC. -and-

Applicant

TOR_LAW\ 8739797\3

Court File No. CV..:10-9004-00CL


Respondents


(COMMERCIAL LIST)

(PROCEEDING COMMENCED AT TORONTO)

ORDER

GOWLING LAFLEUR HENDERSON LLP Barristers and Solicitors 1 First Canadian Place

100 King Street West, Suite 1600 TORONTO, Ontario MSX 1G5

Clifton P. Prophet (LSUC #34845K)

Telephone: (416) 862,.3509 Facsimile: (416) 862-7661

Solicitors for CareVest Capital Inc.

~ c.o

43455198_ 4INATDOCS

Appendix "C" Fourth Report of the Receiver

(without appendices)

50

19

BETWEEN:


ONTARIO


(COMMERCIAL LIST)


-and-


FOURTH REPORT OF BDO CANADA LIMITED

IN ITS CAPACITY AS RECEIVER

Dated September 15, 2014

Applicant

Respondents

51

-2-

Table of Contents

INTRODUCTION AND BACKGROUND .......................................................................................... 3

DISCLAIMER ................................................................................................................................... 5

PRIORITY ISSUES DISPUTE ........................................................................................................... 5

SILJON'S BONDING ARRANGEMENTS WITH GCNA ................................................................... 8

RELEVANT EVENTS AND DEVELOPMENTS SUBSEQUENT TO THE RECEIVERSHIP DATE ...... 9

THE CAREVEST MOTION ............................................................................................................ 12

THE GCNA RESPONDING CROSS MOTION ................................................................................ 13

RECEIVER'S COMMENTS ON MOTIONS ..................................................................................... 14

GCNA BONDS' COSTS ................................................................................................................. 16

REPORTING TO GCNA AND BULLETIN 19 REPORTS ............................................................... 18

THE RELEASE OF THE DEPOSITS HELD IN TRUST .................................................................. 20

RECEIVER'S RECEIPTS AND DISBURSEMENTS ......................................................................... 21

SUMMARY AND RECOMMENDATIONS ........................................................................................ 22

Appendices and Schedules

A Receivership Order

B The November 30, 2010 Endorsement

c Additional Background - Previous Receiver's Reports and Court Orders

Schedule 1 First Report of the Receiver (without appendices)

Schedule 2 Sales Process Order (without appendices)

Schedule 3 Omnibus Approval and Vesting Order

Schedule 4 The August 19, 2011 Endorsement

Schedule 5 Second Report of the Receiver (without attachments)

Schedule 6 June 27, 2013 Order

Schedule 7 June 27, 2013 Endorsement

D Third Report of the Receiver (without appendices)

E February 3, 2014 Order

F February 3, 2014 Endorsement

G The Original Court Approved Schedule

H The Amended Court Approved Schedule

I Tarion Letter

J September 13, 2011 Letter

52

-3-

K September 26, 2011 Letter L September 29, 2011 Letter

M October 7, 2011 Email

N October 11, 2011 Letter

o October 17, 2011 Letter P Contractual Provisions Q Allocation of Unpaid Premium Costs of the GCNA Bonds

R Monthly Sales Reports issued to BLG

S Summary of the Receiver's statement of receipts and disbursements

from November 30, 2010 to August 25, 2014

INTRODUCTION AND BACKGROUND

1. Siljon Investments Inc. ("Siljon Investments") is a privately owned Ontario corporation

that carries on business as a real estate investor and developer. Siljon Far Hills Ltd. (together with Siljon Investments, "Siljon" or the 11Debtors"), related to Siljon Investments by common ownership, is a privately owned Ontario corporation that carries on business as the builder and general contractor of a residential condominium


Thornbury, Ontario (the "Thornbury Property").

2. The development plans for the Thornbury Property provided for the construction of 87

condominium units (the "Units") to be registered as "two-phased" condominium


(a) Grey Standard Condominium Plan No. 82 ("Condominium Corporation 82"),

located at Meadowbrook Lane and 26 Beaver Street, Thornbury, Ontario,

consisting of 39 townhouse Units (the "Townhouses") and a recreation centre,

including:

(i) Phase 1 - 22 Townhouses (ii) Phase 2 - 17 Townhouses

(b) Grey Standard Condominium Plan No. 83 ("Condominium Corporation 83" and together with Condominium Corporation 82 the "Condominium

Corporations"), located at 25 8: 27 Beaver Street, Thornbury, Ontario,

consisting of 48 apartment Units in two three story buildings (the "Lodges"),

including:

(iii) Phase 1 - 24 Lodges (iv) Phase 2 - 24 Lodges

53

-4-

3. CareVest Capital Inc. ("CareVest") made available to Siljon a loan in the initial principal

amount of $24,000,000 pursuant to a Commitment Letter dated April 28, 2006, as amended by commitment letter amending agreements (collectively, the "Credit

Agreement"). Further advances were made by CareVest to Siljon and evidenced by the

issuance of promissory notes.


Siljon granted to CareVest, inter alia, a General Security Agreement dated June 5, 2006

(the "CareVest GSA") and a Charge/Mortgage of Land in the principal amount of $24,000,000 registered as Instrument No. LT1084 on June 12, 2006 against the Thornbury

Property {the "CareVest Mortgage"). The Mortgage was subsequently amended on

December 5, 2007, and again on December 11, 2008, to increase the principal amount of

the mortgage to $34,178,349. In addition, further advances were made by CareVest

during October, 2009 totaling $3,658,903.27. Those further advances were evidenced by

a promissory note dated October 8, 2009.

5. Siljon, with the financing CareVest provided, commenced construction of the Thornbury

Property in 2006. Construction of Phase 1 of the Townhouses and Phase 1 of the Lodges

was completed by the spring of 2009. During 2009 and early 2010, sales of the Units

were much less than anticipated and, as a result, Siljon defaulted on its obligations

under the Credit Agreement. Siljon and CareVest entered into forbearance agreements

dated February 26, 2010, and November 10, 2010 (together, the "Forbearance

Agreements"), wherein CareVest agreed to advance additional funds to Siljon for the

purposes of constructing Phase 2 of each of the Condominium Corporations. Construction of Phase 2 of each of the Condominium Corporations commenced in 201 O.

6. Before the Receivership Date (as defined herein), Siljon negotiated applicable security to

be posted by the Guarantee Company of North America ("GCNA,.) in favour of Tarion

Warranty Corporation ("Tarion"). Further details regarding Siljon's Bonding

Arrangements with Tarion can be found in paragraphs 21 to 25 of this Fourth Report.

7. By late November 2010, in addition to being in default of the Credit Agreement, Siljon was also in default of the Forbearance Agreements. On November 30, 2010, CareVest

applied to the Ontario Superior Court of Justice (the "Court") for the appointment of a

receiver in order to, among other things:

(a)

(b)

(c)

complete construction of the Thornbury Property;

register Phase 2 of each of the Condominium Corporations pursuant to the Condominium Act, 1998 (Ontario) (the "Condominium Act"); and ·

market and sell/lease the remaining unsold Units.

54

-5-


"Receivership Date"), BDO Canada Limited was appointed as receiver (the "Receiver")

of all of the assets, undertakings and properties of Siljon (the "Property"). A copy of the Receivership Order is attached hereto as Appendix "A". A copy of the endorsement

dated November 30, 2010 of the Honourable Justice Morawetz (as he then was) is

attached hereto as Appendix "B" (the "November 30, 2010 Endorsement").

9. Additional details in respect of previous Court proceedings and summaries of the First

Report to the Court of the Receiver dated August 6, 2011 (the "First Report"), and the Second Report to the Court of the Receiver dated June 18, 2013 (the "Second Report"),

can be found at Appendix "C". The Third Report to the Court of the Receiver, dated

January 23, 2014 (the "Third Report"), is discussed in paragraph 12 of this report.

10. The purpose of this Fourth Report to the Court (the "Fourth Report") is to address the

issues raised by the CareVest Motion and the GCNA Responding Cross Motion, served in

connection with the Priority Issues Disputes (as all such terms are defined herein), and to

provide the Court with update information on:

(a} the Receiver's activities since January 23, 2014 (being the date of the Third Report); and

(b} the Receiver's Receipts and Disbursements up to and including August 25, 2014.

DISCLAIMER

11. This report is prepared solely for the use of the Court, for the purpose of assisting the

Court in making a determination as to the relief being sought. It is based on the

Receiver's analysis of information provided to it by the management and directors of the

Debtors, which included unaudited financial statements and internal financial reporting.

The Receiver's procedures did not constitute an audit or review engagement of the Debtors' financial reporting. The Receiver has relied upon the financial statements and

financial and other records of the Debtors in reaching the conclusions set out in this

report.

PRIORITY ISSUES DISPUTE

12. In connection with the sale of various Units and requested release of certain deposits,

the Receiver issued the Third Report, which report provided information to the Court and

an update on the Receiver's activities since the date of the Second Report including:

(a) recent sales of Units;

55

- 6 -

(b) the distributions paid to CareVest pursuant to the June 27, 2013 Order;

(c) the entering into of an agreement of purchase and sale (the "682 APS")

between the Receiver and 6826548 Canada limited (the "Purchaser"), a company wholly owned by CareVest, which contemplated the sale of twelve

leased units in Phase 1 of Condominium Corporation 83 (the "Twelve Leased

Units"} to the Purchaser;

(d) numerous discussions among the Receiver, Heenan, and Tarion, which resulted in the release of Surety Bond No. TM900191 to GCNA (the "Released Bond");

(e) an update on the deposits held in trust with Kopperud Hamilton LLP

("Kopperud"), pre-Receivership Date, counsel to Siljon, from sales of Units

made prior to the Receivership Date (the "Kopperud Deposits"), and the

deposits held in trust with Heenan1 (the "Heenan/Dentons Deposits') (together

with the Kopperud Deposits the "Deposits Held in Trust"), from the proceeds

of sales made by the Receiver and paid to Heenan and Dentons pursuant to the

terms of the Interim Arrangement (as such term is defined herein); and

(f) the Kopperud Deposits and the Heenan/Dentons Deposits which relate to the

Released Bond (as defined herein, the "Released Bond Deposits"), which as a

result of the Released Bond Deposits, the Receiver recommended to be

released by counsel to the Receiver.

A copy of the Third Report (without appendices is attached hereto as Appendix "D".

13. By an order dated February 3, 2014 (the "February 3rd Order"), the Court approved:

(a) the Third Report, and the activities of the Receiver described therein;

(b) the Receiver's Statement of Receipts and Disbursements as at January 15, 2014j

(c) a further extension to the Listing Agreement Amendments between the

Receiver and Chestnut Park to November 30, 2014;

(d} the 682 APS, and authorized and directed the Receiver's execution of the 682 APS in order to complete the sale of the Twelve Leased Units;

1 The deposits held in trust by Heenan were subsequently transferred to and included with the deposits held in trust by Dentons Canada LLP ("Dentons").

56

-7-

(e) that, upon the delivery by the Receiver to the Purchaser of a certificate confirming that the conditions to closing have been satisfied and the sale of the

Twelve Leased Units has been completed to the satisfaction of the Receiver (the "Receiver's Certificate"), the Debtors' right, title and interest, if any, in

and to the Purchased Assets (as defined in the 682 APS) shall vest in and to the

Purchaser, free and clear of any and all encumbrances, except for certain

permitted encumbrances, and directed the Receiver to distribute to CareVest

the Purchase Note (as defined in the Third Report) immediately upon the

issuance of the Receiver's Certificate, in partial satisfaction of CareVest's

secured claim against the Debtors; and

(f) the fees and disbursements of the Receiver and its legal counsel as set out in

the Third Report.

14. In the Court's endorsement dated February 3, 2014 (the "February 3rd Endorsement"), the Honourable Justice McEwen provided that the requested relief in respect of the

Released Bond Deposits be adjourned to be dealt with as part of the determination as to

whether CareVest or Siljon is properly entitled to the Deposits Held in Trust (the

"Priority Issues Dispute") to be heard at a date to be set at a subsequent 9:30 am

scheduling appointment. Copies of the February 3, 2014 Order and the February 3, 2014

Endorsement are attached hereto as Appendices "E" and "F".

15. A schedule to hear the Priority Issues Dispute, with deadlines for materials to be filed by

CareVest, GCNA and the Receiver, was discussed by the parties in advance of a Chambers appointment scheduled for February 6, 2014. In light of the parties' discussions

regarding the schedule, Heenan was not in attendance at the 9:30am Chambers

Appointment on February 6, 2014. At that time amendments were made to the proposed

timelines without input from Heenan. This amended timeline (which amendments

provided for a Receiver's report to be served in advance of any GCNA responding materials) was put to the Court and approved by the Court on February 6, 2014 (the "Original Court Approved Schedule"). A copy of the Original Court Approved Schedule

is attached hereto as Appendix "G".

16. In accordance with the Original Court Approved Schedule, motion materials were served

by CareVest on February 21, 2014 (the "CareVest Motion"). Subsequent to the service of

the CareVest Motion, but prior to the service of the contemplated Receiver's report and

GCNA's material, counsel to each of the Receiver, GCNA and CareVest discussed the

timelines in the Original Court Approved Schedule. Counsel to the Receiver requested

amendments to certain of the timelines detailed in the Original Court Approved Schedule

(without altering the overall timing of the hearing of the motions - at that time

scheduled to be May 26, 2014). GCNA would not agree to the timeline alterations in the

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Original Court Approved Schedule without an amendment to the timing for the hearing of

the actual motions.

17. As such, Gowlings attended a 9:30 a.m. Chambers appointment on May 21, 2014 seeking

to release the reserved time on May 26, 2014. The Court released part of the reserved time on May 26, 2014, but determined that the parties were to attend on May 26, 2014,

in order to set a new schedule.

18. On May 26, 2014, the Honourable Justice Wilton-Siegel approved an amended schedule

(the 11Amended Court Approved Schedule"). A copy of the Amended Court Approved

Schedule is attached hereto as Appendix "H".

19. In accordance with the Amended Court Approved Schedule, Counsel to the Receiver and

CareVest have responded to the production requests made of them by GCNA. GCNA

served its Responding Cross-motion (the "GCNA Responding Cross Motion") on August

18, 2014, after obtaining CareVest's counsel's consent to a short extension.

20. The Amended Court Approved Schedule provides that the Receiver's Report in respect of

the CareVest Motion and GCNA's Responding Cross Motion be filed by September 15,

2014. This Fourth Report is being filed in accordance with the Amended Court Approval Schedule.

SIWON'S BONDING ARRANGEMENTS WITH GCNA

21. As described in the affidavit of Jill Plasteras of CareVest, sworn February 21, 2014 (the

"Plasteras Affidavit"), and included in the CareVest Motion materials, in order to register with Tarion as a builder and a vendor, Siljon was required to post security with

Tarion.

22. As reported in paragraph 32 of the Second Report, Siljon entered into agreements with

GCNA (collectively, "Siljon's Bonding Arrangements with GCNA") so that GCNA would

issue bonds for the security required by Tarion, including:

(a) three deposit trust agreements, two dated May 25, 2006 and one dated May 10,

2007 (collectively, the "Deposit Trust Agreements"), which required, fnter

alia, that Siljon hold a deposit of $20,000 from each completed sale in trust;

(b) the Indemnity Agreement dated May 25, 2006 (the "Indemnity Agreement");

and

(c) the GCNA Bonds (as defined below).

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23. Copies of the Deposit Trust Agreements, the Indemnity Agreement, and the GCNA Bonds are attached as Exhibits B, C, D, E, H, I and J to the affidavit of Steve Muxlow sworn

August 18, 2014 (the "Muxlow Affidavit") and included in the GCNA Responding Cross

Motion.

24. The three bonds issued by GCNA to Tarion (the "GCNA Bonds") total $1,740,000 ($20,000

for each of the 87 Units comprising the Thornbury Property) and consist of the following:

(a) Bond No. TM900162, dated May 25, 2006, in the amount of $920,000 ("Bond No. TM900162"), which relates to:

i. Phase 1 of Condominium Corporation 82 - 22 Units ii. Phase 2 of Condominium Corporation 83 - 24 Units;

(b} Bond No. TM900191, dated May 10, 2007, in the amount of $480,000 which

relates to Phase 1 of Condominium Corporation 83 - 24 Units ("Bond No.

TM900191" or the "Released Bond"); and

(c) Bond No. TM900180, dated May 10, 2007, in the amount of $340,000, which

relates to Phase 2 of Condominium Corporation 82- 17 Units ("Bond No.

TM900180").

25. GCNA registered a mortgage in the amount equal to the total of the GCNA Bonds against

the title to the Thornbury Property, and registered a financing statement against Siljon pursuant to the Personal Property Security Act (Ontario) (together the "GCNA Security")

in connection with Siljon's obligations due to GCNA pursuant to Siljon's Bonding Arrangements with GCNA.

RELEVANT EVENTS AND DEVELOPMENTS SUBSEQUENT TO THE RECEIVERSHIP DATE

26. As summarized in the First Report, from the Receivership Date until the summer of 2011,

the Receiver's efforts were focused on:

(a) completing the remaining construction of the Thornbury Property;

(b) arranging for a property manager to manage the common elements on behalf of

the existing and future Unit owners;

(c) settling lien actions and release of construction holdbacks; and

(d) arranging for a realtor and developing a marketing strategy to sell the Units.

(i) Tarion Warranty Coverage and Unit Sales

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27. By the summer of 2011, the Receiver had not received any claims for repairs from Tarion

or requests from GCNA regarding Siljon's Bonding Arrangements with GCNA. Since, at

such time, the construction of the Thornbury Property was largely completed, the

Receiver turned its attention to marketing the Units for sale. As reported in the First

Report, the Sales Agreements were prepared and the Receiver sought and obtained the

Omnibus Approval and Vesting Order (as defined in the First Report).

28. While it is the Receiver's view that the Tarion Warranty covers all new construction

whether or not a builder or vendor is registered with Tarion, the Receiver believed it

would facilitate the sales of Units if the Receiver could advise potential Unit purchasers that Siljon was registered with Tarion. As described in paragraphs 40 to 42 of the First

Report, the Receiver held a number of meetings with representatives of Tarion.

Following these meetings and Tarion's review of the Thornbury Property, Tarion sent a letter dated July 15, 2011 (the "Tarion Letter"), to the Receiver, which confirmed that:

(a) Siljon remains the registered builder and vendor for the Thornbury Property;

(b) the Units are covered by the Tarion Warranty;

(c) the Units have been enrolled by Siljon; and

(d) the Receiver is not required to enroll with Tarion or to provide security to Tarion.

29. Relying on the Tarion Letter, the Receiver was able to inform potential purchasers that the Tarion Warranty applied. A copy of the Tarion Letter is attached hereto as Appendix

"I".

(ii) Interim Arrangement

30. As reported in the Second Report, in order to register the Phase 2 Units of each of the

Condominium Companies with the Land Titles Registrar, it was necessary for each of

CareVest and GCNA to subordinate their registered security interests against the

Thornbury Property. On August 18, 2011 Gowlings, CareVest's counsel (and also counsel

to the Receiver on conveyancing issues at the time) sent an email to Borden Ladner

Gervais ("BLG"), GCNA's counsel, seeking GCNA's postponement of its security interest.

Shortly thereafter, the Receiver was advised by Gowlings that GCNA had refused to

execute the requisite postponement of its security (the "Postponement"). The

Receiver, knowing that this refusal would prevent sales of the Phase 2 Units, had Heenan

write to GCNA on September 13, 2011 (the "September 13, 2011 Letter"). In the

September 13, 2011 Letter, Heenan requested GCNA to confirm whether GCNA would

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provide the Postponement. A copy of the September 13, 2011 Letter is attached hereto

as Appendix "J".

31. BLG responded with a letter to Heenan dated September 26, 2011 (the "September 26,

2011 Letter"), advising that GCNA was not prepared to execute the Postponement due

to the default of Siljon and Receiver under the terms of the GCNA Security, unless the

Receiver confirmed that it would comply with the obligations of Siljon pursuant to

Siljon's Bonding Arrangements with GCNA. In the alternative, GCNA asked the Receiver

to agree to an interim arrangement (the "Interim Arrangement") whereby GCNA would

provide the Postponement subject to the:

(a) parties agreeing that delivery of the Postponement is without prejudice to the

position of GCNA and the Receiver regarding Siljon's Bonding Arrangements

with GCNA, pending further order of the Court;

(b) Receiver agreeing and undertaking to deliver to Heenan, in trust, a deposit in

the amount of $20,000 from each Unit sold by the Receiver, with the funds only

to be released with the consent of GCNA and the Receiver and an agreement

regarding disbursement of the funds or subject to a further order of the Court;

and

(c) parties agreeing on a mutually convenient schedule to have the Priority Issues

Dispute heard by the Court.

32. A copy of the September 26, 2011 Letter (including a schedule titled "Outstanding

Premiums") is attached hereto as Appendix "K".

33. The Receiver believed that it was reasonable to hold deposits in trust from the sale of

Units made by the Receiver as security should the Receiver not be funded to make

repairs to the Units sold by the Receiver. The terms of the Interim Arrangement were

not tied to the Receiver assuming Siljon's Bonding Arrangements with GCNA. On this

basis, the Receiver was agreeable to the terms of the Interim Arrangement, and in a letter to BLG dated September 29, 2011 (the "September 29, 2011 Letter") Heenan

advised BLG that the Receiver had agreed to the terms of the Interim Arrangement in

exchange for the Postponement being provided. A copy of the September 29, 2011

Letter is attached hereto as Appendix "L".

34. Notwithstanding the September 29, 2011 Letter and the terms of the Interim

Arrangement, BLG sent an email dated October 7, 2011 (the "October 7, 2011 Email"),

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which again requested the Receiver's position on whether it would assume Siljon's

Bonding Arrangements with GCNA. In a letter to BLG dated October 11, 2011 (the

"October 11, 2011 Letter"), Heenan responded to the October 7, 2011 Email by confirming that the Receiver could not perform the obligations of Siljon pursuant to

Siljon' s Bonding Arrangements with GCNA.

35. In a letter to Heenan dated October 17, 2011 (the "October 17, 2011 Letter''), BLG (on behalf of GNCA} advised that it had issues with the Receiver's reasons as to why the

Receiver could not assume Siljon's Bonding Arrangements with GCNA as described in the October 11, 2011 Letter. In the October 17, 2011 Letter BLG indicates that GCNA took

the Receiver's position to mean that the Receiver is terminating Siljon's Bonding

Arrangements with GCNA, that the Interim Arrangement had been agreed upon, and

GCNA provided the executed Postponement, on such basis. Copies of the October 7,

2011 Email, the October 11, 2011 Letter and the October 17, 2011 Letter are attached

hereto as Appendices "M", "N" and "O".

36. Following receipt of the executed Postponement, Phase 2 of Condominium Corporation

82 was registered during November 2011. During 2012, minor construction items and

final inspections for Phase 2 of Condominium Corporation 83 were completed, occupancy

certificates were issued by the Town, and Phase 2 of Condominium Corporation 83 was

registered during January 2013.

37. The Interim Arrangement is currently in effect, pending the determination of the Priority

Issues Dispute.

THE CAREVEST MOTION

38. The CareVest Motion asks the Court to issue an Order:

(a) declaring that CareVest is entitled to priority over the claims of all persons,

including GCNA with respect to:

i. the Heenan/Dentons Deposits;

ii. the Kopperud Deposits; and

iii. future deposits from sales of the remaining Units (the "Future

Deposits"),

(b) directing the Receiver and Kopperud to pay to Care Vest all deposits currently

held by Dentons and Kopperud to the extent that purchasers of Units have no

claim for refund of the deposits;

(c) an Order that GCNA pay CareVest its costs of the motion on a substantial

indemnity basis.

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39. The grounds for the relief requested in the CareVest Motion include:

(a) the CareVest Mortgage and CareVest GSA were registered before and therefore

enjoy priority to the security held by GCNA;

(b) CareVest never agreed to subordinate the CareVest Mortgage or the CareVest

GSA to the claims of GCNA; and

(c) the Heenan/Dentons Deposits were paid by the Receiver according to the terms

of the Interim Arrangement, which requires the agreement of CareVest and

GCNA or further order of the Court to release the Heenan/Dentons Deposits, all

of which are not subject to paragraph 30 of the Receivership Order.

THE GCNA RESPONDING CROSS MOTION

40. The GCNA Responding Cross Motion asks the Court to issue an Order:

(a) dismissing the CareVest Motion;

(b) declaring that the Receiver has affirmed and/or adopted, and is bound by and

must comply with Siljon's Bonding Arrangements with GCNA and certain

agreements entered into by Siljon with Tarion;

{c) that the Kopperud Deposits, the Heenan/Dentons Deposits and the Future

Deposits are trust funds pursuant to Siljon's Bonding Arrangements with GCNA

and that GCNA is the beneficiary of the trust; and

(d) in the alternative, that Kopperud pay all losses suffered by GCNA resulting from

Kopperud's failure to register GCNA's interest in the deposits pursuant to

Siljon's Bonding Arrangements with GCNA under the Personal Property Security

Act (Ontario) (the "PPSA").

41. The grounds for the relief requested in the GCNA Responding and Cross Motion include:

(a) Siljon entered into Siljon's Bonding Arrangements with GCNA as security for

GCNA's liability under the GCNA Bonds, which were required by Tarion in order

to sell the Units;

(b) GCNA issued three bonds to Tarion;

(c) Kopperud agreed to act as the escrow agent to hold the deposits pursuant to

Siljon's Bonding Arrangements with GCNA;

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{d) Kopperud provided an opinion to GCNA confirming that GCNA holds a first

charge under the PPSA on the Kopperud Deposits pursuant to Siljon's Bonding

Arrangements with GCNA;

{e) the Receivership Order provides that the Property of Siljon shall not include

any current or future funds held by Kopperud;

(f) the terms of the Agreement of Purchase and Sale entered into by Purchasers

and the Receiver provide that the Receiver was not providing any warranty

related to the Unit and the Purchaser had no recourse against the Receiver

with respect to the purchase of the Unit;

(g) by its conduct, the Receiver adopted and/or affirmed Siljon's Bonding

Arrangements with GCNA;

(h) the Receiver has not taken steps to disclaim Siljon's Bonding Arrangements

with GCNA as contemplated by paragraph 7(c)2 of the Receivership Order

notwithstanding requests by BLG for the Receiver to confirm its position;

(i) the Receiver has breached the terms of Siljon's Bonding Arrangements with

GCNA by:

(a) failing to complete the Final Bulletin 19 Reports;

(b) not paying the annual premiums related to the GCNA Bonds as required by paragraph 11 of the Receivership Order; and

(c) failing to provide information and documentation to GCNA (as contemplated by paragraph ?(n) of the Receivership Order).

(j) the Kopperud Deposits, the Heenan/Dentons Deposits and the Future Deposits are trust funds pursuant to the Deposit Trust Agreements and do not form part

of the "Property" of Siljon as contemplated by the Receivership Order.

RECEIVER'S COMMENTS ON MOTIONS

42. Exhibits I and J to the Plasteras Affidavit provide that the CareVest Mortgage and

CareVest GSA were registered in priority to the GCNA Security. CareVest denies any

subordination and GCNA has not provided the Receiver with any agreement whereby

CareVest subordinated its security to GCNA. As reported in paragraphs 31 to 33 of the

Second Report, Heenan provided an opinion (the "Heenan Opinion") that concluded that

2 The reference in the GCNA Responding Cross Motion to paragraph 7(c) should be to' subparagraph 3(c) of the Receivership Order.

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CareVest had good an~ valid security over the Property with the CareVest priority subject to the Priority Issues Dispute. The security registrations in respect of either GCNA's or

Tarion's security long pre-date the Receivership Date. As detailed herein, the Receiver does not believe that it adopted Siljon's Bonding Arrangements with GCNA and that the

Heenan/Dentons Deposits were paid solely pursuant to the terms of the Interim Arrangement.

43. Paragraph 17 of the Receivership Order provides for a Receiver's Charge as security for

the fees of the Receiver (and its counsel) and the Receiver's expenses. The Receiver has

been (and continues to be) concerned that a "blanket adoption" by the Receiver of the

Siljon Bonding Arrangements with GCNA could be construed to constitute Receiver's

expenses that would arguably be subject to Paragraph 17 of the Receivership Order. In

that case, a "blanket adoption" by the Receiver of the Siljon Bonding Arrangements with

GCNA, might have caused potential reordering of priorities between GCNA and CareVest.

44. By way of example, adopting the pre-existing Indemnity Agreement would mean that the

Receiver would be obliged to indemnify GCNA for any of its losses. In addition, there are

other contractual provisions in which the Receiver was concerned that its conduct could alter the priorities that existed prior to the Receivership Date. Specific examples of

certain such contractual provisions can be found at Appendix "P".

45. The Receiver's view is that the Deposit Trust Agreements, which provide details of the

costs that can be charged by GCNA, are similar to a financing arrangement between a

borrower and a lender, which do not apply to the Receiver. Any unpaid costs owing to

GCNA pursuant to the Deposit Trust Agreements are obligations of Siljon and payment of these costs would only be made by way of a court ordered distribution of net surplus

funds, if any, subject to prior ranking claims.

46. For these reasons, the Receiver was not able to assume Siljon's Bonding Arrangements

with GCNA.

47. The Sales Agreements previously approved by the Court include a section titled "Tarion

Warranty Corporation", with the following terms in paragraphs 19(a) and (b):

"The Vendor covenants that on completion of this transaction a warranty certificate for the Unit will be requested by the Vendor from Tarion. The Vendor further covenants to request from Tarion for the benefit of the Corporation [refers to the Condominium Corporation] with a similar warranty certificate with respect to the common elements. These shall be the only warranties covering the Units and common elements. The Purchaser acknowledges and agrees that any warranties of workmanship or materials, in respect of any aspect of the construction of the Condominium including the Unit, whether implied by this Agreement or at law or in equity

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or by any statute or otherwise, shall be limited to only those warranties deemed to be warranted under the Ontario New Home Warranties Plan Act, R.S.O. 1990, c.O.31 ("ONHWPA") and shall extend only for the time period and in respect of those items as stated in the ONHWPA, it being understood and agreed that there is no representation, warranty, guarantee, collateral agreement, or condition precedent to, concurrent with or in any way affecting this Agreement, the Condominium or the Unit, other than as expressed herein."

"The Purchaser acknowledges that it is purchasing the Unit from the Vendor in its capacity as the court appointed receiver of all of the assets, undertaking and properties of Siljon Investments Inc. and Siljon Far Hills Ltd., without personal liability, and that the Purchaser has inspected the Unit and the Property and will accept same at the Title Transfer Date in their then current state, condition and location. Any and all representations and warranties made by the Vendor contained herein are based solely and exclusively on a review by the Vendor of the books and records of Siljon Investments Inc. and Siljon Far Hills Ltd. Save and except for the Tarion warranties provided for in subparagraph 19(a) herein, the Purchaser acknowledges and confirms that he/she shall have no further or additional recourse, cause of action, suit, demand or claim against the Vendor in connection with any representation, warranty or condition whether statutory, expressed or implied, oral or written, legal, equitable, conventional, collateral or otherwise in connection with title to the Unit, outstanding liens or encumbrances, legal description, description of the features and finishes, fitness for purpose, quality, condition, durability, or marketability thereof or any other matter whatsoever.''

48. The Receiver's intention in including such terms in the Sales Agreements was in order to

advise purchasers that _the Units were built by Siljon and that the Receiver was relying on

the existing construction as completed by Siljon and the records of Siljon. Although the

Tarion Warranty would cover the Units, the Receiver was not providing any separate

representations or other warranties, which is typical in a receiver's sale of assets - which

are generally conducted on an "as is, where is" basis.

49. GCNA expressed concern that the Receiver may rely on the GCNA Bonds to pay for repairs

to Units. On a number of occasions over the last three (3) years, the Receiver has

advised GCNA that the Receiver has made all repairs to Units as they are reported to the

Receiver, and the Receiver would continue to do so, subject to appropriate funding. The

Receiver is not aware of Tarion making any repairs. Nor is it aware of Tarion calling on

any of the GCNA Bonds (either in whole or in part).

GCNA BONDS' COSTS

50. The GCNA Responding Cross Motion claims that the costs relating to Siljon's Bonding

Arrangements with GCNA should also be paid. As described in paragraph 40 of the

Muxlow Affidavit, GCNA claims costs totaling $363,548, as at August 11, 2014. GCNA

66

suggests the amounts owing consist of unpaid premiums in respect of the GCNA Bonds totaling $83,800, expenses of GCNA totaling $147,893, and interest or fees on these amounts totaling $131,855.

51. Before receiving the Muxlow Affidavit, the only other accounting the Receiver has ever received from GCNA in connection with the GNCA's costs in respect of the GCNA Bonds is

in the appendix to the September 26, 2011 letter - being almost three (3} years ago.

52. The Receiver accepts that the Tarion Warranty enhances the sale of Units and therefore

it could be arg1,.1ed that having the GCNA Bonds in place benefits sales made by the Receiver. On that basis the Receiver believes that it is reasonable for the costs of the

premiums of the GCNA Bonds since the Receivership Date to be paid. Based on information provided by GCNA, the Receiver estimates that the costs of the unpaid premiums of the GCNA Bonds from the Receivership Date to August 31, 2014, total $61,650, determined as follows:

Estimated Costs of Premiums of GCNA Bonds November 30, 2010 to August 31, 2014

(i) Released Bond (Bond No. TM900191)

$480,000@ 1% - November 30, 2010 to December 4, 2013

(ii) Bond TM900162

$920,000@ 1% - November 30, 2010 to August 31, 2014

(iii) Bond TM900180

$340,000 @ 1 % - November 30, 2010 to August 31, 2014

$ 14,400

34,500

12,750 $ 61,650

53. By the Receivership Date, eighteen (18) of the eighty -seven Units making up the Thornbury Property had been sold by Siljon, including two units which were sold and occupied prior to the Receivership Date and which sales closed during the receivership

following the registration of Phase 2 of Condominium Corporation 82. From the

Receivership Date until August 31, 2014, the Receiver has completed the sale of an additional sixty-one (61} Units (not including a sale scheduled to be completed during

December 2014), which means a total of seventy-nine (79) of the eighty-seven (87) Units

have been sold, which leaves eight (8) unsold Townhouse Units. A summary of the status

of sale of the Units to August 31, 2014 is as follows:

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Summary of Sold and Unsold Units as at August 31, 2014 Pre-Receivership Receivership

Sales Sales Totals Prior to November 30, 2010 as at

November 30, 2010 to August 31, 2014 August 31, 2014

Sold - see Note 1 Sold - see Note 2 Sold Unsold Total Townhouses Phase 1 Phase 2 Total Lodges Phase 1 Phase 2 Total Grand Total

12 2 14

4

0 4 18

8

9 17

20 24 44 61

20 2 22

11 6 17

31 8 39

24 0 24 24 0 24 48 0 48 79 8 87

Notes 1 Two of the sales of Phase 2 Townhouses were sold pre-receivership, but closed during the receivership following registration of Phase 2 of the Townhouses.

2 Does not include a sale to be completed on December 15, 2014

54. While the Receiver believes that payment of the bond premium costs since the

Receivership Date is reasonable, the Receiver is of the view that the costs of same should

be allocated proportionately to the Deposits Held in Trust from sales of Units from both

before and after the Receivership Date.

55. A schedule allocating the unpaid premium costs for the GCNA Bonds of $61,650 described

above, which is based on sales to August 31, 2014, is attached hereto as Appendix "Q".

The schedule shows these total costs should be allocated as follows:

(a) Kopperud Deposits - $14,127 (b) Heenan/Dentons Deposits- $47,523

56. These costs are the only costs or expenses which the Receiver believes should be payable

from the Heenan/Dentons Deposits. The Receiver believes that the costs of future

premiums in respect of the GCNA Bonds should be allocated in the same manner.

57. The Receiver is not aware of any documentation that suggests that the three GCNA bonds

were issued as part of a "bonding facility" as suggested in the Muxlow Affidavit.

REPORTING TO GCNA AND BULLETIN 19 REPORTS

58. The August 19, 2011 Endorsement directed the Receiver "to provide BLG with a monthly

report on the fifteenth of each month with particulars of any agreement of purchase and

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sale made by the Receiver, together with any information regarding any deposits

received by the Receiver in connection with such agreement of purchase and sale".

59. Commencing on September 15, 2011, the Receiver has issued reports on the sales and

deposits to BLG on a monthly basis (the "Monthly Sales Reports"). Copies of the Monthly

Sales Reports from September 15, 2011 to August 15, 2014 issued to BLG are attached

hereto as Appendix "R".

60. BLG periodically requests Heenan and Dentons to provide a reconciliation of the

Heenan/Dentons deposits. This information has been promptly provided to BLG following

such requests. In addition, during the fall of 2013, at BLG's request, the Receiver

provided permission to Tarion to communicate to GCNA directly regarding the Thornbury

Property. Therefore, the Receiver does not agree with the assertion in the Muxlow

Affidavit that it has not responded completely and promptly to all information requests

as required by paragraph 3(n) of the Receivership Order3•

61. In addition, in the Tarion Letter, Tarion advised the Receiver that the reports required to

be filed by Siljon pursuant to Builder Bulletin 19 issued by Tarion (the "Bulletin 19

Reports") were not up to date.

62. Avanti Engineering ("Avanti"), the Field Review Consultant for Siljon, is the entity

responsible for completing the Bulletin 19 Reports. Since its appointment, the Receiver

has ensured that all amounts Siljon owed were paid to the architect, engineers and

consultants necessary to provide information required. On a regular basis the Receiver

has instructed Avanti to file the Bulletin 19 Reports. Avanti has advised the Receiver

that all Bulletin 19 Reports for Siljon, other than the final Bulletin 19 Reports, have been

filed.

63. By January 2013, all common area work including the Site Plan Work was completed. In

addition, all requisite clearance certificates were issued by the Town. Phases 1 and

Phases 2 of the Condominium Corporations have been registered and the Town has issued

Occupancy Certificates for all Units.

64. Since that time, the Receiver and its counsel have made numerous requests to Avanti to

prepare and file the final Bulletin 19 Reports with Tarion. After numerous requests,

Avanti has recently advised the Receiver that although occupancy permits for all Units

have been issued, final inspections by the Town for certain Units remain outstanding and

must be obtained before Avanti can complete the final Bulletin 19 Reports. The

majority of the final inspections relate to sold Units, and the Receiver has been working

3 (referred to as subparagraph 7(n) in error in the GCNA Responding Cross Motion)

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with the property manager of the Thornbury Property to arrange for access with the Unit owners in order to schedule the final inspections with the Town. Following completion of

the inspections, the Receiver, subject to appropriate funding being provided, will

complete repairs, if required. This has been and continues to be a time consuming

process, however the Receiver will continue with its efforts to ensure that the final

Bulletin 19 Reports are issued to Tarion. It is currently estimated that the Bulletin 19 Reports will be issued by the summer of 2015.

THE RELEASE OF THE DEPOSITS HELD IN TRUST

65. Paragraph 30 of the Receivership Order states "This COURT ORDERS that Property (as

defined in paragraph 2 of this Order) shall not include any current or future funds (the "Funds") held by Kopperud Hamilton LLP ("Kopperud"), as referenced in paragraph 37 of the Affidavit of Jill Plasteras sworn November 26, 2010, which Funds shall be held by Kopperud until further Order of this Court".

66. The Receiver does not agree with the GCNA proposition that Heenan/Dentons Deposits and any future deposits held by Dentons are subject to paragraph 30 of the Receivership

Order. The Funds referred to in such paragraph are expressly those Kopperud holds.

67. As reported in the Third Report, the Receiver had a number of discussions with Tarion in order to obtain a release of the Released Bond. During these discussions, Tarion advised

the Receiver that Tarion would consider the release of a bond within two years following

the registration of a phase of the Condominium Corporation, as the common element coverage in respect of such phase will have expired.

68. The eight (8) Townhouse Units which remain unsold as at August 31, 2014, consist of two (2) Phase 1 Townhouses (Phase 1 was registered during March, 2009), and six (6) Phase 2 Townhouses (Phase 2 was registered during November 2011 ).

69. With the number of years that have passed and the Receiver's experience with the

Thornbury Property, the Receiver believes that it is unlikely that there will be any significant claims made pursuant to the Tarion Warranty for repairs. The Receiver expects that it will complete all repairs with funds in the receivership estate and, therefore, it is highly unlikely that Tarion will claim against the GCNA Bonds.

70. Two GCNA Bonds remain outstanding:

(a) Bond No. TM900162; and

(b) Bond No. TM900180.

70

71. The Receiver believes that Tarion may consider a release or a significant reduction of the

remaining two GCNA Bonds and has suggested to GCNA that the Receiver and GCNA

should make a coordinated effort to request such relief from Tarion. The resolution of

the Priority Issues Dispute has delayed these discussions with Tarion.

72. Should the GCNA Bonds be reduced, the exposure to GCNA will be similarly reduced, and

therefore the Deposits Held in Trust could be released proportionately to any such

reduction.

73. As result of the Released Bond, the Receiver believes that the Released Bond Deposits

should also be released. Paragraph 3(a) of the "Commitment Letter" (referred to in

Exhibit ''A" of the Muxlow Affidavit) provides that "upon the Bond and EDCI policies being

returned for cancellation, GCNA shall authorize the release of the Deposits remaining in

the Trust Account to the Principal, less any unpaid premiums, expenses or losses".

74. The Released Bond totals $480,000. A reconciliation of the details of the Deposits

Relating to the Released Bond consist of the following:

Details of Deposits Held in Trust regarding the Released Bond

Released Bond (TM900191), Condo Corp 83~ Phase 1 - 24 Units

Heenan/Dentons Deposits - 8 Units

Kopperud Deposits - 3 Units

Deposit not collected on pre receivership sale of Unit 103

Deposits not collected on sale of 12 leased Units

Suprlus Deposits on Released Bond

160,000

60,000

$ 480,000

220,000 20,000

240,000 $ 480,000

75. Therefore there are surplus Deposits held in Trust consisting of Heenan/Dentons Deposits

totaling $160,000, and Kopperud Deposits totaling $60,000, which should be released

now.

RECEIVER'S RECEIPTS AND DISBURSEMENTS

76. A summary of the Receiver's statement of receipts and disbursements, from November

30, 2010, to August 25, 2014, is attached hereto as Appendix "S". The summary shows

the costs of completion of construction and repairs spent in the receivership by August

25, 2014, total approximately $4.5 million, excluding HST. The details of these costs are

-as follows:

71

-22 -

Siljon Investments Inc. Summary of Costs for Completion of Construction and Repairs

November 30, 2010 to August 25, 2014

Completion of Construction Site Plan Work

Repairs for Completed Units and site

Total Costs • see note

Note • amounts exclude HST

$ 3,571,348 702,830 250,250 953,080

$ 4,524,428

77. The above summary shows that the Receiver has expended more than $953,000 to date

on completion of the Site Plan Work and repairs as required and has not left any

purchasers having to make a claim against the Tarion Warranty as its sole recourse for

eligible claims. The Receiver has been regularly provided with copies of notices directly

from Unit owners and/or copies of standard forms sent to Tarion regarding outstanding

items and repairs required for Units sold both before and after the receivership, and the

Receiver has made arrangements and paid for all repairs to date. From conversations

with Tarion, the Receiver understands that the act of sending such types of notices and

forms are normal course action items which are mandated by the Tarion Warranty

program. Subject to funding, the Receiver plans to continue to complete all repairs to the Thornbury Property, which means there will be no claims that will have to be paid

from the GCNA Bonds. In summary, to date, there is no evidence to support the GCNA

assertion that Purchasers will have to contact Tarion to complete the repairs, which

repairs would ultimately be funded by the GCNA Bonds.

SUMMARY AND RECOMMENDATIONS

78. Tarion confirmed to the Receiver that as at the Receivership Date, the Thornbury

Property was complete, Siljon was the registered builder and vendor, the Units are

covered by the Tarion Warranty, and the Receiver did not have to register or post

security with Tarion.

79. Phases 1 of each of the Condominium Corporations were completed and registered during

March 2009. A number of the Units have been completed and occupied since 2009, and as confirmed by the Tarion Letter, the construction of the Thornbury Property has been

essentially complete since 2011. Phases 2 of each of Condominium Corporation 82 and

Condominium Corporation 83 were completed and were registered during November 2011

and January 2013, respectively.

80. The Tarion Warranty on a Unit commences on the closing of a sale and Tarion's policy is

to consider releasing security posted in its following two years from the registration of

each phase of the Condominium Corporation. Sales of Units by the Receiver will also

72

-23-

benefit GCNA as the Tarion Warranty on individual Units (excluding structural warranty coverage) expires within two years from the date of sale of a Unit.

81. The majority of the Units are now sold and to date no claim has been made against the

GCNA Bonds. All repairs reported to the Receiver regarding the Thornbury Property have

been completed by the Receiver and funded by the receivership estate. The Receiver

will continue to do so, subject to funding. The GCNA Bonds have never been called upon

by Tarion.

82. The Receiver has not adopted or affirmed Siljon's Bonding Arrangements with GCNA. The

Receiver has repeatedly indicated that it was of the view that the Priority Issues Dispute

needed to be finally determined by GCNA and CareVest and that the Receiver did not

want its conduct to impact such dispute.

83. The Receiver entered into the Interim Arrangement and agreed to pay the

Heenan/Dentons Deposits solely to be held as security for any repairs not made by the

Receiver on those particular Units.

84. CareVest has a first priority charge on the Property of Siljon. GCNA has not provided the

Receiver with any subordination documentation from CareVest in favour of GCNA.

85. As described more fully in the Second Report, Care Vest will incur a significant shortfall

and there will be no funds available for other creditors.

86. The Kopperud Deposits were intended to be subject to Siljon's Bonding Arrangements with GCNA, and may be considered as trust property, and if so, would not be included in the Property of Siljon.

87. The Heenan/Deposits and any Future Deposits should be included in the Property of

Siljon and, as such, are not subject to paragraph 30 of the Receivership Order.

88. As the Thornbury Property has been complete for some time, it is unlikely that any

claims will be made against the GCNA Bonds. Furthermore, Tarion may agree to

significantly reduce or even release the GCNA Bonds it holds. As the GCNA Bonds are

reduced, the exposure to GCNA will be similarly reduced, and therefore it is reasonable

for the Deposits Held in Trust to be released proportionately.

89. As a result of Tarion's release of the Released Bond, $1601000 in the Heenan/Dentons

Deposits and $60,000 in the Kopperud Deposits should be immediately released.

90. The Receiver believes that the Receiver and GCNA should make a coordinated effort to

request Tarion to consider a release of the remaining GCNA Bonds (or at least a portion

73

-24-

thereof). A schedule of the release of the remaining Deposits Held in Trust based on the

timing of the release of the GCNA Bonds should be agreed to by CareVest, the Receiver

and GCNA.

91. The costs of the unpaid premiums of the GCNA Bonds on the sale of Units for any period

prior to the Receivership Date are a claim against Siljon and not a cost of the receivership estate.

92. The Receiver is not aware of any document or agreement involving Siljon and GCNA

seeking to treat the GCNA Bonds as part of a "bonding facility".

93. The Receiver was not asked to post security and therefore is not obligated to pay for the

costs of the premiums related to the GCNA Bonds. However, in the Receiver's view,

there is benefit to the estate should the GCNA Bonds need to be used to pay for repairs to Units sold by the Receiver and therefore paying the costs of the premiums since the

Receivership Date from the Deposits Held in Trust is reasonable.

9-4. The costs of the unpaid premiums for the GCNA Bonds from the Recefvershfp Date to

August 31, 2014, totals $61,650. Based on the allocation described above in this Report,

the Receiver recommends that these costs be allocated from the Deposits Held in Trust and paid to GCNA as follows:

(a) Kopperud Deposits· $14, 127

(b) Heenan/Dentons Deposits- $47,523

95. Any future costs of the unpaid premiums should be pafd according to the same allocation.

AU of which is respectfully submitted this 15th day of September, 2014.

BDO CANADA LIMITED, in its capacity as Court-Appointed Receiver and Receiver of Siljon Investments Inc. Siljon Far Hills Ltd. and not fn its corporate or personal capacity Per:r~£ Ken Pearl, CPA, CA, CIRP, MBA Senior Vice President

74

CAREVEST CAPITAL INC. Applicant

10474704_5jNATDOCS

and SIIJON INVESTMENTS INC. AND SIIJON FAR IIlLLS LTD. Respondents



(Commercial List)

FOURTH REPORT OF BDO CANADA LIMITED IN ITS CAPACITY AS RECEIVER

Dated September 15, 2014

DENTONS CANADA LLP 77 King Street West, Suite 400 Toronto-Dominion Centre Toronto, ON MSK OAl

JohnSalmas LSUC # 42336B Tel: (416) 367-4737 Fax: (416) 863-4592 J [email protected]

Kenneth David Kraft LSUC No: 31919P Telephone: 416.863.4374 Fax: 416.863.4592 Email: [email protected]

Lawyers for BDO Canada Limited, in their capacity as Court-Appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd.

--..J 0,

43455198_ 4INATDOCS

Appendix "D" Fifth Report of the Receiver

(without appendices)

76

20

BETWEEN:


ONTARIO


(COMMERCIAL LIST)


Applicant

-and-


FIFTH REPORT OF BOO CANADA LIMITED

IN ITS CAPACITY AS RECEIVER

Dated July 9, 2015

Respondents

77

78

Table of Contents

INTRODUCTION AND BACKGROUND .......................................................................................... 3

DISCLAIMER .......................................................................................•.................•......................... 6

RECEIVER'S ACTIVITIES SINCE THE FOURTH REPORT ............................................................ 6

SALES OF UNITS ........................................................................................................................... 7

RECEIVER'S RECEIPTS AND DISBURSEMENTS ........................................................................... 7

SUBSTITUTION OF THE RECEIVER ............................................................................................. 8

PRIORITY ISSUES DISPUTE AND THE SETTLEMENT AGREEMENT ........................................... 9

APPROVAL OF FEES ..................................................................................................................... 9

SUMMARY AND RECOMMENDATIONS ....................................................................................... 10

Appendices and Schedules

A Receivership Order dated November 30, 210

B Endorsement of Justice Morawetz dated November 30, 2010

C Davidson Affidavit, sworn July 6, 2015

D Kraft Affidavit, affirmed July 3, 2015

E Rosen Affidavit, sworn July 8, 2015

2

INTRODUCTION AND BACKGROUND

1. Siljon Investments Inc. ("Siljon Investments") is a privately owned Ontario

corporation that carries on business as a real estate investor and developer. Siljon

Far Hills Ltd. (together with Siljon Investments, "Siljon" or the "Debtors"), related

to Siljon Investments by common ownership, is a privately owned Ontario

corporation that carries on business as the builder and general contractor of a

residential condominium development known as "Far Hills", owned by Siljon

Investments and located in Thornbury, Ontario (the "Thornbury Property").

2. The development plans for the Thornbury Property provided for the construction of

87 condominium units (the "Units") to be registered as two "phased" condominium


(a) Grey Standard Condominium Plan No. 82 ("Condominium Corporation 82"),

located at Meadowbrook Lane and 26 Beaver Street, Thornbury, Ontario,

consisting of 39 townhouse Units (the "Townhouses") and a recreation

centre, including:

(i) Phase 1 - 22 Townhouses (ii) Phase 2 - 17 Townhouses

(b) Grey Standard Condominium Plan No. 83 ("Condominium Corporation 83"

and together with Condominium Corporation 82 the "Condominium

Corporations"), located at 25 &. 27 Beaver Street, Thornbury, Ontario,

consisting of 48 apartment Units in two three story buildings (the "Lodges"),

including:

(iii) Phase 1 - 24 Lodges (iv) Phase 2 - 24 Lodges

3. CareVest Capital Inc. ("CareVest") made available to Siljon a loan in the initial

principal amount of $24,000,000 pursuant to a Commitment Letter dated April 28,

2006, as amended by commitment letter amending agreements (collectively, the

"Credit Agreement"). Further advances were made by CareVest to Siljon and

evidenced by the issuance of promissory notes ..


Siljon granted to CareVest, inter alia, a General Security Agreement dated June 5,

2006 and a Charge/Mortgage of Land in the principal amount of $24,000,000

registered· as Instrument No. L T1084 on June 12, 2006 against the Thornbury

3

79

Property (the "CareVest Mortgage"). The CareVest Mortgage was subsequently

amended on December 5, 2007, and again on December 11, 2008 to increase the

principal amount of the mortgage to $34,178,349. In addition, further advances

were made by CareVest during October, 2009 totaling $3,658,903.27, which

advances were evidenced by a promissory note dated October 8, 2009.

5. Siljon, with financing provided by CareVest, commenced construction of the

Thornbury Property during 2006. Construction of Phase 1 of the Townhouses and

Phase 1 of the Lodges was completed by the spring of 2009. During 2009 and early

2010, sales of the Units were much less than anticipated and, as a result, Siljon

defaulted on its obligations under the Credit Agreement. Siljon and CareVest

entered into forbearance agreements dated February 26, 2010, and November 10,

2010 (together, the "Forbearance Agreements"), wherein CareVest agreed to

advance additional funds to Siljon for the purposes of constructing Phase 2 of each

of the Condominium Corporations. Construction of Phase 2 of each of the

Condominium Corporations commenced during 2010.

6. By late November 2010, in addition to being in default of the Credit Agreement,

Siljon was also in default of the Forbearance Agreements. On November 30, 2010,

CareVest applied to the Ontario Superior Court of Justice (the "Court") for the

appointment of a receiver in order to, among other things:

(a) complete construction of the Thornbury Property;

(b) register Phase 2 of each of the Condominium Corporations pursuant to the Condominium Act, 1998 (Ontario); and

(c) market and sell/lease the remaining unsold Units.



"Receiver") of all of the assets, undertakings and properties of Siljon. A copy of the

Receivership Order is attached hereto as Appendix "A". A copy of the endorsement

dated November 30, 2010 of the Honourable Justice Morawetz (as he then was) is

attached hereto as Appendix "B".

8. Additional details in respect of previous Court proceedings and summaries of the

First Report to the Court of the Receiver dated August 6, 2011 (the "First Report"),

the Second Report to the Court of the Receiver dated June 18, 2013 (the "Second

Report"), and the Third Report to the Court of the Receiver dated January 23, 2014

(the "Third Report"), were discussed in the Fourth Report of the Receiver dated

4

80

September 15, 2014 (the "Fourth Report"). A copy of the Fourth Report is being

filed contemporaneously with this Fifth Report of the Receiver (the "Fifth Report").

The First Report, the Second Report, the Third Report, and the Fourth Report are

collectively referred to as the "Earlier Reports".

9. The purpose of this Fifth Report is to:

(a) to provide the Court with information on the Receiver's activities since the date

of the Fourth Report including, without limitation, the following:

(i) the Receiver's activities since September 15, 2014 (being the date of the

Fourth Report);

(ii) the Receiver's Receipts and Disbursements up to and including June 30,

2015 (the "June 30, 2015 R&D"); and

(iii) the professional fees and disbursements of the Receiver and its legal

counsel since the Third Report;

(iv) the background supporting the request to substitute The Fuller Landau

Group Inc. ("Fuller Landau") as receiver in place of BOO; and

(v) the settlement agreement relating to the Priority Issues Dispute (as

defined in the Fourth Report) (the "Minutes of Settlement").

(b) to seek Orders of this Court approving:

(i) the Receiver's activities as described in 9(a) above;

(ii) the June 30, 2015 R&.D;

(iii) the professional fees and disbursements of the Receiver for the period

January 11, 2014, to June 15, 2015, and its legal counsel for the period

January 1, 2014, to June 30, 2015, as set out in the Fifth Report;

(iv) the substitution of Fuller Landau as receiver in place of BOO; and

(v) the Minutes of Settlement.

1 o. Any capitalized terms not defined in the Fifth Report have the meaning ascribed

thereto in the Earlier Reports.

5

81

DISCLAIMER

11. This report is prepared solely for the use of the Court, for the purpose of assisting

the Court in making a determination as to the relief being sought. It is based on the

Receiver's analysis of information provided to it by the management and directors of

the Debtors, which included unaudited financial statements and internal financial

reporting. The Receiver's procedures did not constitute an audit or review

engagement of the Debtors' financial reporting. The Receiver has relied upon the

financial statements and financial and other records of the Debtors in reaching the

conclusions set out in this report.

RECEIVER'S ACTIVITIES SINCE THE FOURTH REPORT

12. Since the Fourth Report, the Receiver's activities include:

(a) reviewing, approving and paying recurring costs for utilities, common fees, realty

taxes, repairs and maintenance of unsold Units, all other costs related to the

receivership administration;

(b) continued marketing, reviewing, negotiating and approving of purchase offers

and completing sales of Units;

(c) responding to claims received from Unit owners for claims made for repairs, and

arranging for completion of the repairs;

(d) dealing with the Tarion Warranty Corporation regarding the conciliation process

relating to items claimed as warranty repairs in the performance audit review of

Condominium Corporation 83, and negotiating and completing a financial

settlement with funding provided by Care Vest;

(e) working with engineering consultants, and retaining contractors to complete the warranty provisions of th~ Site Plan Work at the Thornbury Property, which will allow for the release of the balance of securities held by the Town of the Blue

Mountains, which is scheduled to be requested during the summer of 2015;

(f) filing of the Receiver's reports as required by section 246 of the BIA; and

(g) ongoing administrative, banking and accounting for the receivership

administration;

6

82

SALES OF UNITS

13. By the Receivership Date, eighteen (18) of the eighty -seven Units making up the

Thornbury Property had been sold by Siljon, including two units which were sold and occupied prior to the Receivership Date and which sales closed during the

receivership following the registration of Phase 2 of Condominium Corporation 82.

14. From the Receivership Date until June 30, 2015, the Receiver has completed the sale

of an additional sixty-five (65) Units, which means by June 30, 2015 a total of eighty

three (83) of the eighty-seven (87) Units have been sold, leaving four townhouse

Units available for sale. A summary of the status of sale of the Units to June 30, 2015 is as follows:

Townhouses Phase 1

Phase 2 Total Lodges Phase 1

Phase 2 Total Grand Total

Summary of Sold and Unsold Units as at June 30, 2015

Pre-Receivership Receivership Sales Totals

Prior to November 30, 2010 as at November 30, 2010 to June 30, 2015 June 30, 2015

Sold - see Note 1 Sold Sold Unsold

12 9 21 1 2 12 14 3

14 21 35 4

4 20 24 0 0 24 24 0 4 44 48 0

18 65 83 4

Total

22 17 39

24 24 48

87

Note Two of the sales of Phase 2 Townhouses were sold pre-receivership, but closed during the receivership following registration of Phase 2 of the Townhouses.

RECEIVER'S RECEIPTS AND DISBURSEMENTS

15. The June 30, 2015 RB:D shows that the Receiver had net .funds on hand of

approximately $166,000, which is summarized as follows:

7

83

Summary of Statement of Receipts and Disbursements

November 30, 2010 to June 30, 2015

Receipts

Sale of Condominium Units s 13,525,668 Less: Deposits Received on Completed Sales -

Held in Trust (49 Units @$20,000 plus 1 Unit @$5,000) (1,045,000)

s 12,480,668 Refund of securities from the Town 613,860 HST Refunds and Collections from Sale of Units 875,484 Rental Income and Occupancy Fees 275,235 Other Receipts 103,066 s Disbursements

Completion of Construction and Site Plan s 4,091,811 HST 954,131 Realty taxes 571,809 Repairs and maintenance 563,119 Carrying Costs of Units 911,893 Selling Expenses 679,200 Insurance 109,750 Settlements of Liens 48,800 Miscellaneous 38,719

s Professional Fees

s Distribution to Secured Creditor s 4,577,487 Less: Advances due from Secured Creditor

Net Funds on Hand s

Note In addition there are deposits on pre-receivership sales held in trust with

Kopperud Hamilton which total $220,000, excluding interest.

SUBSTITUTION OF THE RECEIVER

14,348,313

7,969,232

6,379,081

1,635,420

4,743,661

4,577,487

166,174

16. Effective June 16, 2015, Ken Pearl, previously with BDO joined the practice of Fuller

Landau.

17. Mr. Pearl has supervised the receivership administration on behalf of BDO since the

Receivership Date and has very significant and extensive experience concerning the

Thornbury Property and the receivership issues.

18. CareVest is the principal economic stakeholder in the receivership, and would like

Mr. Pearl to continue to supervise the receivership administration. BDO and Fuller

8

84

Landau agree that it makes sense for Fuller Landau to be substituted in place of BDO

and to assume the role of the Receiver.

PRIORITY ISSUES DISPUTE AND THE SETTLEMENT AGREEMENT

19. The background to the Priority Issues Dispute, and the positions of CareVest and

GCNA, and the Receiver's view of the issues was fully described in the Fourth Report.

20. Since the Fourth Report, at the request of the Receiver, CareVest and GCNA have

carried on protracted negotiations in an effort to settle the Priority Issues Dispute.

21. The negotiations have concluded in a settlement agreement (the "Minutes of

Settlement"). The Minutes of Settlement are included in a confidential exhibit to

the affidavit of Jill Plasteras of CareVest.

22. The Receiver believes that the Minutes of Settlement represent a fair and reasonable

resolution of the Priority Issues Dispute and recommends that the Court approve the

Minutes of Settlement.

APPROVAL OF FEES

23. The Receivership Order directs and empowers the Receiver to pass its accounts from

time to time, and to include any necessary fees and disbursements of its legal

counsel in the passing of its accounts.

24. An order of the Court dated February 3, 2014 (the "February 3, 2014 Order")

approved the total fees and disbursements of the Receiver for the period ending

January 10, 2014. The total fees and disbursements of the Receiver for the period

from January 10, 2014, to June 15, 2015, total $213,376.57 (excluding HST). Full

particulars of the Receiver's fees and disbursements are set out in the Affidavit of

Blair Davidson sworn on July 6, 2015 (the "Davidson Affidavit"). The Davidson


disbursements of the Receiver. The average hourly rate of the work that the

Receiver charged is $368.60. A copy of the Davidson Affidavit is attached hereto as

Appendix "C".

25. The February 3, 2014 Order approved the fees and disbursement Heenan,

independent counsel to the Receiver for the period ending December 31, 2013.

Heenan continued to act for the Receiver from January 1, 2014, until February 23,

2014, at which time Dentons Canada LLP ("Dentons") took over that role from

Heenan. The total fees and disbursements of charged by Heenan and then Dentons 9

85

for the period from January 1, 2014, to June 30, 2015, total $87,720.24 (excluding

HST). Full particulars of Heenan's and Dentons' fees and disbursements are set out

in the affidavit of Ken Kraft affirmed July 3, 2015 (the "Kraft Affidavit"). The Kraft


disbursements by Heenan. The average hourly rate of the work Heenan and Dentons

charged is $566.21. A copy of the Kraft Affidavit is attached hereto as Appendix "D".

26. Gowlings has acted both as counsel to CareVest and conveyancing counsel to the

Receiver. The February 3, 2014 Order approved fees and disbursements incurred for

services provided by Gowlings for the period ending December 31, 2013. The total

fees and disbursements of Gowlings for the period from January 1, 2014, to February

27, 2015, total $26,185.50 (excluding HST). Full particulars of Gowlings fees and

disbursements are set out in the affidavit of Susan Rosen sworn July 8, 2015 (the

"Rosen Affidavit"). The Rosen Affidavit also contains particulars of hours spent,

hourly rates, total fees and disbursements by Gowlings. The average hourly rate of

the work Gowlings charged is $640.23. A copy of the Rosen Affidavit is attached

hereto as Appendix "E".

SUMMARY AND RECOMMENDATIONS

27. The Receiver respectfully recommends that this Court grant an Order approving:

(a) the Fourth Report and the Fifth Report and the activities of the Receiver

described therein;

(b) the June 30, 2015 R&D;

(c) approving the professional fees and disbursements of the Receiver and its legal

counsel as set out in the Fifth Report;

(d) the substitution of Fuller Landau as receiver in place of BOO; and

(e) the Minutes of Settlement.

10

86

All of which is respectfully submitted this cf day of July, 2015.

BDO CANADA LIMITED, In its capacity as Court-Appointed Receiver and Receiver of Siljon Investments Inc. Siljon Far Hills Ltd. and not in its corporate or personal capacity

87

Per: ~---::=--..__-. ______ _

Blair Davidson, CPA, CA, CIRP, CMC President

..... ····- ·-··-··"'' ··-··----·-· .. ·· -·-----··-··-· ·--- .. ·-·- ------ - --------- ______________ ,. _____________ ., ____________ .. ______ ---- -----······················

11

CAREVEST CAPITAL INC. Applicant

and

Court File No: CV-10-9004-00CL

SIIJON INVESTMENTS INC. and SIIJON FAR HILLS LTD. Respondents


(COMMERCIAL LIS1)

FIFTH REPORT OF BDO CANADA LIMITED IN ITS CAPACITY AS RECEIVER

(JULY 9, 2015)

DENTONSCANADALLP Toronto-Dominion Centre 77 King Street West, Suite 400 Toronto, ON MSK OAl Fax: 416-863-4592

Kenneth Kraft Tel: (416) 863-4374 Email: [email protected]

John Salmas Tel: 416-367-4737 [email protected]

Sara-Ann Van Allen Tel: 416-863-4402 sara. [email protected]

Lawyers for the Receiver, BDO Canada Limited

00 00

43455198_ 4jNA TDOCS

Appendix "E" Tarion Letters

89

21

Ill TARION~ BUILDING CONFIDENCE

January 22, 2019

Ken Pearl Siljon Far Hills Ltd. c/ o The Fuller Landau Group Inc. 1.51 Bloor St, W., 12th Floor TORONTO, ON MSS 1S4

Dear Ken Pearl:

Re: Security: Release Reference: Current Value: Vendor: Registration No.: Enrolment No.: Project:

Surety Bond No. TM900162 18021-9 $835,106.92 Siljon Far Hills Ltd. B37101 H1507241,fl1506607 Grey Standard Condo Cotp. 82

Address: 30 Beaver St. Meadow Brook Ln., THORNBURY, ON, CAN

With regards to the release of security please be advised that Tari.on Warranty Corporation is not in a position to release any secutity at this time.

Security will be maintained:

• Secutity will be maintained on each project until all units and common element are past their 7 year warranty period.

All security monies retained will cover all obligations owed or which will be owed to Tarion however they arise.

Should you have any questions regarding the security matter, please contact Michael Skinner at (416) 229-3844 or toll free at 1-877-696-6497 ext. 3187.

Sincerely,

Girish Shanna, CPA, CA, CBV Director Underwriting

GS/ms

5160 Yonge Street I 12lh Floor I Toronto ON I M2N 6L9 1-877-982-7466 I tarion.com

90

IIITARIONN nuJLDING CONFIDENCE

January 18, 2019

Ken Pearl Siljon Far Hills Ltd. c/ o The Fuller Landau Group Inc. 151 Bloat St. W., 12th Floor TORONTO, ON M5S 1S4

Dear Ken Pearl:

Re: Security: Release Reference: Current Value: Vendor: Registration No.: Enrolment No.: Project:

Surety Bond No. TM900162 18021-8 $835,106.92 Siljon Far Hills Ltd. B37101 H1507241, H1506607 Grey Standard Condo Corp. 83

Address: 25 Beaver St. S., RR 1, THORNBURY, ON, NOH 2P0, CAN

With regards to the release of security please be advised that Tarion Warranty Corporation is not in a position to release any security at this time,

Security will be maintained:

• Security will be maintained on each project until all units and Common Elements have past their 7 year warranty period.

All secui-ity monies retained will cover all obligations owed or which will be owed to Tarion however they arise.

Should you have any questions regarding the security matter, please contact Michael Skinner at (416) 229-3844 or toll free at 1-877-696-6497 ext. 3187.

Sincerely,

Girish Sharma, CPA, CA, CBV Director Undetw1-iting

GS/ms

5160 Yonge Street I121h Floor I Toronto ON I M2N 6L9 1-877-982-7466 J tarion.com

91

Appendix "F" 92 Pearl Affidavit Sworn December 12, 2019

22 43455198_ 4INATDOCS

93

Court File No.: CV-10-9004~00CL

BETWEEN:


COMMERCIAL LIST

IN THE MATTER OF AN APPLICATION UNDER SECTION 243 OF THE BANKRUPTCY AND INSOLVENCY ACT,

R.S.C. 1985, C. B-3

AND IN THE MATTER OF SECTION 101 OF THE COURTS OF JUSTICE ACT, R.S.O. 1990, C. C.43


-and-


Applicant

Respondents

IN THE MATTER OFAN APPLICATION UNDER SECTION 243(1) OF THE BANKRUPTCYAND INSOLVENCY ACT, R.S.C. 1985, c. B-3, AS AMENDED AND SECTION 101 OF THE COURTS OF

JUSTICE ACT, R.S.O. 1990, c. C.43, AS AMENDED

AFFIDAVIT OF KEN PEARL (sworn December 12, 2019)

I, Ken Pearl, of the City of Vaughan, in the Province of Ontario, SOLEMNLY SWEAR AND SAY:

1. I am a Senior Vice President and a Licensed Insolvency Trustee with The Fuller Landau Group Inc.

("Fuller Landau"), the Court Appointed Receiver (the "Receiver") of Siljon Investments Inc. and

Siljon Far Hills Limited (together "Siljon " or the ''Company"), and as such have knowledge of the

matters deposed to herein, except where such knowledge is stated to be based on information and

-2 94

belief, in which case I state the source of the information and verily believe such infonnation to be

true.

2. The Receiver was appointed, without. security, of all of the assets, undertakings and properties of

Siljon pursuant to the Order of the Honourable Mr. Justice Patillo dated July 15, 2015.

3. Attached and marked Exhibit "A" to this my affidavit is a true copy of the detailed billing setting

out the fees and disbursements of Fuller Landau incurred in its role as Receiver of the Company for

the period from June 15, 2019 to November 30, 2019 (the "Accounf'), in the total .amount of

$98,059.95 (comprising fees of$97,918.25 and disbursements of $141.70), plus HST in the amount

of$12,747.80.

4. The Account includes a summary providing the names of the personnel providing the services

reflected in the Accounts, the number of hours spent by such personnel and their hourly rate. Total

hours are 260.11, resulting in an average hourly rate of $376.45

5. The hourly billing rates detailed in this Affidavit are comparable to the hourly rates charged by Fuller

Landau for services rendered in relation to similar proceedings.

6. This Affidavit is made in support of a motion to, inter alia, approve the attached accounts of the

Receiver and the fees and disbursements detailed therein, and for no improper purpose whatsoever.

SWORN before me at the City of )

Toronto, in the Province of Ontario ) ~

This /Jaay of December, 2019. )

A Commissioner, etc.

oavio Filice. a Commissioner, etc., •.:irov1r1ce of Ontario, for . . rhe Fuller Landau Group Inc., and Its <issoe1ates and affiliates. '::XOI~ February 13, 2022.

)

)

)

- 3

Attached is Exhibit "A"

Referred to in the

AFFIDAVIT OF KEN PEARL

Sworn before me

This IZ~ of December, 2019

µ~/vf-::_, Commissioner for taking Affidavits, etc

David Filice. a ~mlssk)neft etc., Province of omanda O:p Inc. and its The Fuller La U . . ' associates and affi\ialail22 Expires February 13, ·

95

The Fuller Landau Group Inc. In its Capacity as

Court Appointed Receiver of Siljon Investments Inc.

Siljon Far Hills Ltd. Summary of Fees and Disbursements Billed from June 15, 2015 to November 30, 2019

CDN$

Invoice Invoice Invoice Date Period No. Hours Fees Disbursements Total HST Total

July 31, 20.15 June 15 to July 31, 2015 110714 45.00 19,053.00 19,053.00 2,476.89 21,529.89 August 31, 2015 August 2015 110993 19.00 7,515.00 7,515.00 976.95 8,491.95

September 30, 2015 September 2015 111273 27.22 10,665.80 27.32 10,693.12 1,390.11 12,083.23 October 31, 2015 October 2015 111547 24.60 8,819.50 30.41 8,849:91 1,150.49 10,000.40

December 15, 2015 November 2015 111969 16.30 5,656.00 50.48 5,706.48 74L84 6,448.32 December 31, 2015 December 2015 112052 10.42 4,149.80 4,149.80 539.47 4,689.27

February 2, 2016 January 2016 112519 7.55 2,680.50 26.89 2,707.39 351.97 3,059.36 March 29, 2016 to March 11,216 113058 7.29 2,540.55 2,540.55 330.27 2,870.82 April 30, 2016 to April 30, 2016 114177 4.48 1,693.35 1,693.35 220.14 1,913.49 June 21, 2016 to June 9, 2016 114998 5.89 1,961.55 1,961.55 255.00 2,216.55

August 30, 2016 to August 19, 2016 116068 3.49 1,133.55 1,133.55 147.36 1,280.91 October 17, 2016 to October 14, 2016 116732 5.00 1,888.50 1,888.50 245.51 2,134.01

November 30, 2016 to November 30, 2016 117459 7.23 2,456.10 2,456.10 319.29 2,775.39 February 16, 2017 to January 30, 2017 118496 3.92 1,342.75 1,342.75 174.56 1,517.31

March 27, 2017 to March 17, 2017 119043 8.65 2,833.75 2,833.75 368.39 3,202.14 April 30, 2017 to April 30, 2017 120324 3.72 1,52Q.OO 1,520.00 197.60 1;717.60

August 31, 2017 to August 31, 2017 122569 12.77 4,404.75 3.30 4;408.05 573.05 4,981.10 January 31, 2018 to January 31, 2018 124747 10.91 3,504.60 3,504.60 455.60 3,.960.20

February 28, 2018 February 2018 125258 2.37 1,089.10 1,089.10 141.58 1,230.68 May 31, 2018 to May 31, 2018 127980 4.35 1,146.95 1,146.95 149.10 1,2%.05

June 30, 2018 June 2018 128823 5.40 1,967.00 3.30 1,970.30 256.14 2,226.44 July 1, 2018 July 2018 129192 1.52 489.35 489.35 63.62 552.97

November 30, ,2018 to November 30, 2018 131092 1.53 288.15 288.15 37.46 325.61

December 31, 2018 December 2018 131721 0.87 361.60 361.60 47.01 408.61 January 31, 2019 January 2019 132447 2.32 899.70 899:70 116.96 1,016.66

April 30, 2019 to April 30, 2019 134637 3.51 1,382.25 1,382.25 179.69 1,561.94

May 31, 2019 May 2019 135419 4.82 2,177.10 2,177.10 283.02 2,460.12

August 31, 2019 to August 31, 2019 137332 1.90 452.00 452.00 58.76 510.76

October 31, 2019 to October 2019 138287 7.51 3,718.80 3,718.80 483.44 4,202.24

November 30, 2019 November 2019 138622 0.57 127.20 127.20 16.54 143.74 260.11 97,918.25 141.70 98,059.95 12,747.80 110,807.75

Average Hourly Rate Is 376.45 i co O')

1--· ---~ .... ··-- -----------------·-·····-··--·---·-

I:!-... THE FULLER ~) LANDAU GROUP1NC

July 31, 2015

Siljon Investments Inc. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1 S4

Attention: Mr. Ken Pearl

INVOICE

TO PROFESSIONAL SERVICES RENDERED:

Invoice No. 110714

Client No. 1306468:01 KLP

With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period June 5, 2015 to July 31, 2015 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 37.20 hrs. @ $465/hr. M. Niva - 7.80 hrs. @$225/hr.

Our fee ....................................................................................................................... $ 19,053.00

HST ........................................................................... ;................................................ 2,476.89 -----'----BAL AN CE DUE ......................................................................................................... $ 21,529.89

=======

HST Registration No. R130795669

Payment is due on receipt of account. Amount outstanding in excess of thirty days will be charged Interest at 12% per annum until paid in full.

Cardholders Name: Credit Card Type:

Credit Card Number:

Signature:

Please remit to: Accts Receivable

151 Bloor Street West 12th Floor Toronto, Ontario Canada M5S 1S4

D Visa D MasterCard

Expiration Date:

Date:

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

97

04Aug, 2015

Filters Used: - Time Expense Date: 2000-01-01 to 2015-07-31 - Engagement Name: Siijon Investments Inc. to Siljon Investments Inc.

Primary Partner: Pear~ Ken (KLP) Master Client: 1306468- Siijon Investments Inc. 1306468:01 - Si°ljoh Investments Inc, -KLP

Fuller Landau LLP Billing Worksheet

Primary Partner - Client Code

Retainer Balance 0.00

WIP 19,053.00

Progress o:oo

WIP Memo "' 0 ate CRI REC RECB0 General KLP

CRI REC REC80 General KLP

CRI REC RECB0 General KLP





16/06/2015 d/w Jill Plasteras re: status of performance audit items re: GSCC83 Phase 2 and CareVest's estimate of costs for all items

1110612015 review draft minutes of settlement send by Gowlings to James Maclellan of BLG; review HST assessment for HST and d/w Tony Montesano of BOO;

1a1061201s review and approve closing documents for sale of 38 Meadowbrook for Blair Davidson to sign

19/06/2015 review of draft Notice of Motion and affidavit of Jill Plasteras supporting court approval of settlement bin CareVest and GCNA; provide comments to Cliff Prophet

22/06/2015 exchange of emails with Nancy Galluzzo and Chestnut Park to confirm closing of sale of 38 Meadowbrook;

23/06/2015 review revised minutes of settlement from James Maclellan and provide comments and revisions; prepare detailed accounting entries to deposit net closing proceeds from sale of 38 Meadowbrook, and payments of deposit to be held in trust to Dentons and distribution to CareVest;

24/06/2015 review email exchange b/n Sherri Lumley of Tarion and Jane Curtis of E&H re: performance audit issues in report for GSCC83 Phase 2 dated December 2013 and settlement and release dated August 2013; d/w Jill Plasteras as to whether GSCC83 has the right to request conciliation notwithstanding the Release they issued to Siljon, the Receiver and CareVest; approve invoices for payment; review email from Darren Hewgill of CC Tatham re: status of warranty repairs on site work plan;

$465.00

$465.00

$465.00

$465.00

$465.00

$465.00

$465.00

NetWIP 19,053.00

Hours

0.60

0.70

0.80

0.40

0.20

2.10

1.20

Page 1 of5

AR Balance ·o.oo

Amount

279.00

325.50

372.00 __ _

186.00 __ _

93.00. __ _

976.50. __ _

558.00. __ _

(0 00

04Aug, 2015

Filters Used: - Time Expense Date: 2000-01-01 to 2015-07-31



- Engagement Name: Siljon Investments Inc. to Siljon Investments Inc.

Primary Partner: Pearl, Ken (KLP)

CRI REC REC80 General





CRI REC RECB0 General

KLP

KLP

KLP

KLP

KLP

KLP

25/06/2015 review latest changes to draft minutes of settlement from James Maclellan and provide comments;

2910512015 review and process payment for July 2015 common fees; d/w Darren Hewgill of CC Tatham re: asphalt repair for Site Plan warranty items completed by McQueen Vue Paving, review and approve invoice for payment; d/w James Chong of CRA re: scheduling audit of Siljon records for financial statements and income tax returns filed during receivership period; d/w Cliff Prophet re: correction to deposit amounts reported

30/0612015 assemble professional fee invoices, prepare summary schedule and fee affidavit and send to Blair Davidson for review; confirm dates of approval of professional fees and advise Cliff Prophet and John Salmas; draft Fifth court report;

0210112015 update R&D to June 30; prepare summary schedule of status of sold units; draft Strata report

03/07/2015 complete draft of Fifth Report with exhibits and send to Ken Kraft for review

06/07/2015 prepare HST return for June and send to Tony Montesano for filing; review and approve invoice from J. Franze for concrete repairs for Site Plan warranty work; revise supporting schedule and draft of fee affidavit and send to Blair Davidson for signature and send signed version to Sara Van Allen at Dentons; request fee affidavit from Gowlings; review draft of Receiver's report rec'd from Dentons;

$465.00 0.40

$465.00 2.90

$465.00 2.70

$465.00 2.10

$465.00 3.20

$465.00 3.10

Page 2of5

186.0D __ _

1,348.50. __ _

1,255.50 ___ _

976.50 __ _

1,488.00 __ _

1,441.50 __ _

c.o c.o

04Aug, 2015 Fuller Landau LLP Page3of5 Billing Worksheet

Primary Partner - Client Code Filters Used:

- lime Expense Date: 2000-01-01 to 2015-07-31 - Engagement Name: Siljon Investments Inc. to Siijon Investments Inc.


CRI REC RECB0 General KLP 07/07/2015 d/w Darren Hewgill of CC Tatham re: how $465.00 2.80 1,302.00 to account for reimbursement from holdback of EC King for 50% of concrete charge of J. Franze for site plan warranty repairs; d/w James Chong of CRA re: cancellation of income tax audit as a result of bankruptcy filing by director; prepare budget for the receivership admininstration for the next two years as an estimate of holdback from deposits to be refunded under settlement with GCNA, and send to Jill Plasteras for review; d/w McQueen Vue Paving re: 10% holdback from payment on invoice;

CRI REC REC80 General KLP 08/07/2015 d/w Chad Foreshew ofTarion re: $465.00 2.10 976.50

conciliation scheduled for performance audit re: GSC83 Phase 2 and impact of settlement and release issued;send update to Jill Plasteras; review and approve bank rec for June 2015; d/w Jill, revise estimated budget to June 30/16 to determine holdback from deposits to be paid from GCNA to CareVest and resend; d/w Jill and Anita of Chestnut Park re: advertising committments;

CRI REC REC80 General KLP 09/07/2015 review of Receiver's Fifth and Fourth Court $465.00 0.40 186.00

Reports issued by Dentons; send comments to Sara Van Allen re: missing fee invoices;

CRI REC REC80 General KLP 10/07/2015 exchange emalls with Darren Hewgi!l of $465.00 1.10 511.50

CC Tatham re: inspection from Town of the Blue Mountains of warranty work re: Site Plan and approve amount of security to be requested for release; review and approval of invoice from Westside Nurseries re: Site Plan warranty work; send notice to terminate billboard advertising contract with Outfront Media

CRI REC REC80 General KLP 13/07/2015 sign revised contract with Outfront Media $465.00 0.30 139.50 -Ji.

to terminate on Oct 12/15 0 0

04Aug, 2015 Fuller Landau LLP Page 4of5 Billing Worksheet

Primary Partner- cnent Code Filters Used:

- lime Expense Date: 2000-01-01 to 2015-07-31 - Engagement Name: Siljon Investments Inc. to Siljon Investments Inc.


CRI REC REC80 General KLP 14/07/2015 review draft order and revised draft order $465.00 0.70 325.50

to substitute FL for BOO as receiver and approval of Settlement Minutes; review comments from BLG and Dentons on terms; review repair list from Travis Cuff for 38 Meadowbrook and d/w Jill;

CRI REC REC80 General KLP 15/07/2015 review revisions to draft order from $465.00 3.20 1,488.00

comments of James Maclellan; attend in court to obtain order substituting FL as receiver and approving Settlement Minutes; as requested prepare and sign statutory declaration and send to CC Tatham to confirm all subcontractors have been paid wrt completion of site warranty work;

CRI REC RECBO General MLN 15/07/2015 request for bank account $225.00 0.40 90.0~ CRI REC RECBO General KLP 16/07/2015 review and approval of contractor invoices $465.00 1.20 558.00

for completion of Site Work warranty work, and letter to Town of the Blue Mountains from CC Tatham confirming completion of warranty work and requesting release of securities

CRI REC RECBO General MLN 16/07/2015 confirmation bank acct open; set up Siljon in ascend $225.00 0.50 112.5~ CR! REC RECBO General KLP 17/07/2015 sign Settlement Minutes and send to $465.00 0.90 418.50

Dentons; dtw Dentons re: drafting a direction to pay funds pursuant to Settlement Agreement

CRI REC RECBO General KLP 20/07/2015 review response to Talion letter to Siljon $465.00 0.60 279.00

and Direction re: Settlement Funds -drafted by Dentons and provide comments

CR! REC REC80 General MLN 20/07/2015 confirm wire; update ascend; web compliance: fax to $225.00 1.40 315.00 CRA re: RT0002 address change

CRI REC REC80 General KLP 21/07/2015 d/w Jill and sign back proxy form to vote $465.00 0.40 186.00

on bylaws for GSCC82 CR! REC REC80 General MLN 21/07/2015 wire instructions to Dentons; payment of various $225.00 2.50 562.50

disbursements; email to OSB of substitution order; fax to Renance to change address; email to Town of Blue Mountain to change address

....Ji.

0 ....Ji.

04Aug,2015



Primary Partner - Cllent Code

- Engagement Name: SIOon Investments Inc. to SiOon Investments Inc.

Primary Partner: Pearl, Ken {KLP) CRI REC REC80 General KLP 22/07/2015 sign amendment to extend MLS listing on $465.00

16 Meadowbrook and send back to Chestnut Park; try to locate emails of Tarion reps for Dentons to send response letter by email; d/w Jill Plasteras and provide G/L summaries of cash receipts and disbursements since Jan 1/15;

CRI REC RECBO General MLN 22/07/2015 call/emails re tax and utility bill name and address $225.00 changes

CR! REC RECBO General KLP 23/0712015 d/w Chestnut Park and CareVest re: $465.00

whether to cancel billboard advertising contract; review email from Travis Cuff and approve electrical repair;

CRI REC REC80 General KLP 27/07/2015 receive holdback funds from Dentons and $465.00

approve invoices to pay; make arrangements with James Maclellan of BLG to pay bond premiums to GCNA as per Settlement Minutes;

CRI REC REC80 General MLN 27/07/2015 deposit HST refund; confirm Dentons wire $225.00 CRI REC REC80 General MLN 28/07/2015 update ascend re Dentons wire; issue payment to $225.00

GCNA

CRI REC RECBO General KLP 30/07/2015 respond to inquiries of Jill Plasteras of $465.00

CareVest re:· HST liability on sales of Units to HST registrants and purchasers who don't qualify for HST rebates;

CR! REC RECBO General MLN 30/07/2015 payment of various disbursements $225.00 REC Totals:

Siljon Investments Inc.

Employee Summary Niva, Minna (MlN)

---~-

Pearl, Ken (KLP) Total Net Wip

WlP

Primary Partner Pearl, Ken Totals: $19,053.00

WlP

Grand Totals: $19,053.00

Page5of5

1.10 511.50

0.75 168.75

0.60 279.00

0.80 372.00

0.50 112.50_ 0.75 168.75

0.60 279.00

1.00 225.00 45.00 19,053.00

45.00 19,053.00

7.80 1,755.00 37.20 17,298.00 45.00 19,053.00

Progress NetWIP

$0.00 $19,053.00

Progr~ss NetWIP

$0.00 $19,(153.00

...Ji.

0 I\.)

·--·---·-.. -- .. - .. ·----- ... --......... -........ _ .. ______ ,. _______ , ................ -----··----....... ___ .. __________________ _

I!!-... THE FULLER ~) LANDAU GROUP1NC

August 31, 2015



INVOICE


Invoice No. 110993


With respect to our appointment as Court appointed Receiver of Slljon Investments Inc. and Siljon Far Hills Ltd. for the period August 1, 2015 to August 31, 2015 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 13.50 hrs. @ $465/hr. M. Niva - 5.50 hrs. @ $225/hr.

Our fee ....................................................................................................................... $ 7,515.00

HST............................................................................................................................. 976.95 -------BALANCE DUE .......................................................................................................... $ 8,491.95

=======


Payment is due on receipt of account. Amount outstanding in excess of thirty days will be charged interest at 12% per annum until paid in full.

Cardholders Name:

Credit Card Type:

Credit Card Number:

Signature:


151 Bloor Street West 12th Floor Toronto, Ontario Canada M5S 1 S4

D Visa D MasterCard Expiration Date:

Date:

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp .. com

103

02 Sep, 2015



Primary Partner - Cliel)t Code


·Reta1neliisa1arice . . :Ci[61t

.. '·wipr 77,$15.Cipi

Primary Partner: Pearl, Ken (KLP) ,r.,a'sferici1ent:1~~06ll6a:.:,sM·an11iive'stmeni.st1iic. 1391ilils:91L~7sii)sil:ini~tiit¾inttiiri'& ~;Kl!:p·· · WIP -"'M=e=m=o ______________ _

CRI REC RECBO General



CR! REC RECB0 General


CRI REC REC80 General CRI REC REC80 General


CRI REC RECS0 General


KLP

KLP

KLP

KLP

KLP

MLN KLP

KLP

MLN

KLP

04/08/2015

05/08/2015

06/0812015

11/08/2015

12/0812015

13/08/2015 14/0812015

review and approval of utility and advertising invoices; diw Jjll Plasteras re: notice from property manager; d/w Chestnut Park re: no need to amend disclosure statement for change of receiver d/w Jill Plasteras and Barb Thompson re: terms of offer to sell 16 Meadowbrook; make revisions, sign and return to Chestnut Park Realty. email exchange with Jill Plasteras and Barb Thompson re: whether a purchaser can opt out ofTarion warranty; email exchange with Town of the Blue Mountains re: refund of balance of security held for Site Plan; review GIL and prepare HST return for July; sign and send back release for cancellation of off from Sims for 16 Meadowbrook; review of offer on 33 Meadowbroo_k, dfw Jill and sign back counter offer; pay o/s disbursements

review, sign and send back offer on 16 Meadowbrook

17/08/2015 review and sign back amendment on 33 Meadowbrook offer; receive refund of security posted with Town of the Blue Mountains

17/08/2015 deposit security deposit refund; pay o/s disbursements

18/08/2015 review, approve and sign back offer on 39 Meadowbrook

erogress · ··1,too

Rate $465~00

$465.00

$465.00

$465.00

$465.00

$22S:OO $465.00

$465.00

$225.00

$465.00

Page1 of3

.. . NefWiP ARJaalii'nce' · 1:-stsreo. , -· - - ·rot'i:fo\

Hours '- · -Amount · ·· ·· ·

0.60 279.00. __ --'-_

0.30 139.50'----

1.30 604.50 ____ _

0.40 186.00 ---

2.40 1,116.00:....._ __

0.50 112.50 ---1.20 558.00. __ _

0.40

2.00

0.70

186.00 ____ _

450.00 ___ _

325.50. ___ _

~

0 ~

02Sep, 2015





Primary Partner: Pearl, Ken (KLP) CRI REC REC80 General




CRI REC REC80 General CRI REC REC80 General


CRI REC REC80 General CRI REC REC80 General CRI REC REC80 General

Employee Summary

KLP

MLN

KLP

KLP

MLN KLP

KLP

MLN MLN KLP

19/08/2015 d/w Jill and realtors; revise terms of offer on 39 M~adowbrook- initial and send back to Chestnut Park; review counter offer and d/w Jill and send back counter offer on 39 Meadowbrook

19/08/2015 HSBC emails; obtain bank draft to CareVest re: security deposit refund

2110BJ201s confirm commission payable on sale of 33 meadowbrook and send to Anita Lauer as requested; review and sign back fulfillments of conditions on purchase offer for 33 Meadowbrook;

24/08/2015 approve commission payable to Chestnut Park on sale of 33 Meadowbrook with Nancy at Gowlings;

24/08/2015 file RT0001 and RT0002; pkg to CRA

25/08/2015 d/w Barb re: parking spaces and oil spill on driveway of 33 Meadowbrook and contact property manager to request repair; review and approve legal invoices:

26108/2015 review and sign back amendment on offer on 16 Meadowbrook and confirm realty commission with Chestnut Park; dlw Travis re: letter from Tanon re; 30 day items on 11 Meadowbrook and request status of o/s items;

26/08/2015 various disbursements 27/08/2015 email TIC Carpentry

28/0012015 approve utility invoices for payment; prepare responses to repair list from purchaser of 33 Meadowbrook and send to Barb; calculate commission on sale of 39 Meadowbrook and send to Lisa Millett at Chestnut Park as requested; REC Totals:


$465.00 1.80

$225.00 1.20

$465.00 0.60

$465.QO 0.30

$225.00 0.70 $465.00 1.20

$465.00 0.90

$225.00 0.90 $225.00 0.20 $465.00 1.40

19.00

19.00

5.50 13.50 19.00

Page 2 of3

837.00. ___ _

270.00 __ _

279.00 ---

139.50'----

157.50 __ _ 558.00 __ _

41B.50 __ _

202.50 ___ _ 45.00 ___ _

651.00 __ _

7,515.00

7,515.00

Niva, Minna (MLN) Peat!, Ken (KLP) Total NetWip

1~"37.oO 6,277.50 7,515.00

==============~===========~.~~ 0,

.... ----

1

02 Sep, 2015

Filters Used: - Time Expense Date; 2000-01-01 to 2015-08-31 - Engagement Name: Siljon Investments Inc. to Siljon Investments Inc.

Primary Partner Pearl, Ken Totals:

· Grafiifto1:a1s:

Fuller landau LLP Billing Worksheet


WIP

$7,515.00

WIP $i;s1·s:06· · ·

Progress

$0.00

.. 'ii.r:og!'I!;~ . :s)11oti.

Page3of3

NetWIP

$7,515.00

.. N!!t:.WiP I ,st;'s1stoo, 1 . . . !

~

0 0)

1--·-· ··-· ·------------------------------------

C....... THE FULLER ~) LANDAU GROUP1NC

September 30, 2015

Siljon Investments Inc. c/o The Fulfer Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1 S4


INVOICE


Invoice No. 111273


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the perlod September 1, 2015 to September 30, 2015 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 19.00 hrs. @ $465/hr. M. Nlva - 8.05 hrs. @ $225/hr. M. Baxter- 0.17@$115/hr.

Our fee ....................................................................................................................... $ 10,665.80

Disbursements.......................................................................................................... 27.32 -------Subtotal..................................................................................................................... 10,693.12

HST............................................................................................................................ 1,390.10 ---------BAL AN CE DUE ......................................................................................................... $ 12,083.22

========= Note:

Disbursements = courier charges





Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

107

,------------------------------------------- -·--·----··-···-

Sfljon Investments Inc. September 30, 2015

Cardholders Name:

Credit Card Type:

Credit Card Number:

Signature:



D Visa D MasterCard

Page2

Expiration Date:

Date:

Tel.: (416) 645·6500 Fax: (416) 645-6501

www.fullerHp.com

108

05 Oct, 2015

Filters Used: - lime Expense Date: - Engagement ID:

2000-01-01 to 2015-09-30

1306468:01 lo 1306468:01

Primary Partner: Pearl, Ken (KLP}

Fuller Landau LLP

Billing Worksheet Primary Partner - Client Code

r:;;.ister. Client: 1306468 - Si)fon lnvestmel)tif.lnq. - -·-···-ri;,'iifn-;;i"eaYan.;;,------ :. WiP:: .- - Progriss : 1306468:01_-•Siljon Investments Inc.-. KI.P-- · __________________ Q.00 __________ 10;69312 - ,>·' Q,(!Q_

WIP Memo Rate

Client

Client

couriers

Couriers

CRI CBA CBA53 Banking







BUZZARD COURIEF 31/08/2015 Ship Date: July 29, 2015

FEDEX COURIER 14/09/2015 Ship Date: Aug 19, 2015 Client Totals:

MNB

KLP

KLP

KLP

KLP

MLN

KLP

09/09/2015 July bank recs CBATotals:

0110912015 pay holdbacks to contractors for their invoices on completion of site plan work; pay common fees for September and approve utility invoices; dlw Tom MacDonald re: estimate of remaining appliances for sales still to close; review PD! repair list on 33 Meadowbrook and confirm approval with Travis Cuff;

03/09/2015 d/w Travis Cuff re: POI report on 33 Meadowbrook; d/w Bob MIiier re; o/s repair items and send email to Travis;

08/09/2015 review and approve invoices; update R&D to Sept 8/15 and prepare revised cash budget from Sept 9/15 to June 30/16 and estimated net proceeds from sales of units 16, 33 and 39 Meadowbrook and send to Jill Plasteras for review; prepare HST return and cover letter for August 2015 results;

09/09/2015 d/w Joanne at FCA re: reducing liability insurance premium

09/09/2015 deposit HST refund; payment of various disbursements

11/09/2015 review PDF form for 39 Meadowbrook and send to Travis with queries; d/w Tom Macdonald re: confirming appliances for sold units at 16, 33 and 39 Meadowbrook

$0.00

$0.00

$115.00

$465.00

$465.00

$465.00

$465.00

$225.00

$465.00

Page 1 of4

-NetWIP · · · AR Balance · l ___ 1~0~],12 -------·----···-· 0.00 -•- ,!

Hours Amount

0.17 0.17

1.40

0.70

2.60

0.30

2.50

0.70

3.30 ___ _

24.02 ___ _

27,32

19.55 ___ _

19.55

651.00 ___ _

325.50 ___ _

1,209.00 __ _

139.50 ___ _

562.50 ___ _

325.50 ___ _

....J,,.

0 (0

05Oct,2015

Filters Used: - lime Expense Date: 2000-01-01 to 2015-09-30

- Engagement ID: 1306468:01 to 1306468:01



CRl REC REC80 General MLN

CRl REC RECB0 General MLN

CR! REC REC80 General KLP



Fuller Landau LLP

Billing Worksheet Primary Partner- Client Code

15109/2015 review correspondence from Tarion re: conciliation requested by GSCC 83 for Phase 2 and scheduled inspection dates and send to Jill Plasteras; send current realty tax and common fee information on 16, 33 and 39 Meadowbrook to Nancy Galluzzo at Gowlings to prepare statement of adjustments for closing of sales;

15109/2015 Rling August HST RT0001 and RT0002; June RT0001

1610912015 calllemails EC King

17109/2015 review correspondence and prepare and send out email to Tarion re: reminder to change name and contact info for Receiver and to request details of cash award to owner of 11 Meadowbrook for warranted items on report and provide background details to Jill Plasteras; review and approve payment of utility invoices;

16109/2015 review and approve list of repairs on PD! list for 16 Meadowbrook; d/w realtors and Nancy Galluzzo re: timing of completion and d/w Tom Macdonald re: obtaining quote for central vacuum installation at 16 Meadowbrook; d/w Nancy re: payment of common fees and realty taxes for closing of 16, 33 and 39 Meadowbrook;

21/0912015 review and sign and return closing documents for sale of 33 Meadowbrook; d/w with Bill Dimitroff re: proposal to install central vac at 16 Meadowbrook; review and approve PDI and statement of adjustments for 16 Meadowbrook; d/w Jill re: proposal to install operating window at 33, 39 and 45 Meadowbrook;

$465,00 1.20

$225.00 0.70

$225.00 0.30

$465.00 0.90

$465.00 0.70

$465.00 2.60

558.00

157.50

67.50_

418.50

325.50

1,209.00

Page 2of4

....Ji.

....Ji.

0

05 Oct,2015 Fuller Landau LLP Page 3 of4 Billing Worksheet

Primary Partner- Client Code Filters Used:

- Tune Expense Date: 2000-01-01 to 2015-09-30 - Engagement JD: 1306468:01 lo 1306468:01


CRI REC REC80 General KLP 22/09/2015 update R&D and cash forecast and $465.00 2.70 1,255.50

determine add'! cash that can be distributed to Care Vest; review Tarion Warranty Assessment report on 11 Meadowbrook and d/w Ginette Bowen of Tarion re: details of proposed award and advise CareVest and instruct counsel to advise BlG as required pursuant to Settlement Minutes; repsond to query from James Maclellan at BlG;

CRI REC REC80 General MLN 22/0912015 deposit Gowlings cheque re 33 Meadowbrook; bank $225.00 0.50 112.50 draft letter

CRI REC REC80 General KLP 23/0912015 sign back MlS listing for 45 $465.00 0.80 372.00

Meadowbrook; review draft email from CareVest to GSCC 83 and provide comments;

CRI REC REC80 General KLP 24/0912015 respond to query from James Maclellan of $465.00 0.70 325.50

BlG re: Tarion Warranty report re: 11 Meadowbrook; request corporate information for Fintrac Report from accounting as requested by Chestnut Park;

CRI REC RECBO General MLN 24/09/2015 update ascend re: 33 Meadowbrook sale proceeds; $225.00 2.75 618.75 request bank draft for CareVest; emails/calls HSBC re: draft; obtain draft from branch; send to CareVesl; issue payment lo BLG in trust for new sale reserve and other ols disbursements

CRI REC REC80 General KLP 25/09/2015 d/w with Mr. Smith re: plumbing repair $465,00 0.90 418.50

needed at 41 Meadowbrook; assemble Fintrac info as requested and send to Chestnut Park; approve payment of new sale reseive re: 33 Meadowbrook to BlG as required by Settlement Minutes;

CRI REC REC80 General MLN 25/0912015 draft ltrto BLG re new sale reserve payment; emans $225.00 0.90 202.50 with OSB re transfer of Siljon estates lo FL

CRI REC REC80 General KLP 28/09/2015 approve and pay utility bills; d/w Marcus $465.00 0.70 325.50

Philipp re: quote to repair steps at 16 Meadowbrook

CRI REC REC80 General MLN 28/09/2015 OSB emails re substitution $225.00 0.40 90.00 __

...Jo.

...Jo.

...Jo.

050ct,2015

Filters Used:

- Tlllle Expense Date: - Engagement ID:

2000-01-01 to 2015-09-30

1306468:01 to 1306468:01

Primary Partner. Pearl, Ken (KLP)


CRI REC RECSO General


•¥···.-- .... -- _ .. ,. •..

KLP

KLP


Primary Partner - crient Code

29/09/2015 d/w Jill re: proposal of Blue Mountain Four Seasons to fix steps at 16 Meadowbrook and confirm approval to proceed with Marcus Philipp

30/09/2015 review and approve utility, common fee and repair invoices; review, sign and send back closing docs for sale of 16 Meadowbrook to Nancy at Gowlings REC Totals:


Baxter, Monique (MNB) Niva, Minna (MLN) Pean, Ken (KLP) Total Net Wip

WIP

$10,693.12

$465.00

$465.00

0.30

1.80

27.05

27.22

0.17 8.05

19.00 27.22

Progress

$0.00

; Grand Totals:_ .. _, .. , .... ·-·---·-·------ .. .,_· ____ _ , -... , :'.' ;;,.~:~~tif: .· : ~~o:;;: .

Page4of4

139.50 ___ _

837.00 ----

10,646.25

10,693.12

19.55 1,811.25 8,835.00

10,665.80

NetWIP

$10,693.12

:.$~:.::~~~:,>:;t:::···· :; ;(:~:::!

....Ji.

....Ji.

I'\.)

!-~-·-- ---·--··········---··-·--·-·-·----·---··-···----··--·-·"··--···

I:-... THE FULLER ~J LANDAU GROUP1Nc

October 31, 2015



INVOICE


Invoice No. 111547


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period October 1, 2015 to October 31, 2015 as set out in the attached detalled time dockets.

OUR STANDARD FEE

K. Pearl - 13.80 hrs. @ $465/hr. M. Niva - 10.55 hrs. @ $225/hr. M. Baxter- 0.25@ $115/hr.

Our fee ....................................................................................................................... $ 8,819.50

Disbursements.......................................................................................................... 30.41 -------

Subtotal..................................................................................................................... 8,849.91

HST............................................................................................................................ 1,150.49 -------''----BA LANCE DUE ......................................................................................................... $ 10,000.40

======== Note:



Payment is due on receipt of account. Amount outstanding In excess of thirty days will be charged interest at 12% per annum until paid in full.


151 Bloor Street West 12th Floor Toronto, Ontario Canada MSS 1 S4

Tel.: {416) 645-6500 Fax: {416) 645-6501

www.fullerllp.com

113

---····-····-·····----· ·-·----·-···-···~---·-·············--·· ···--.. ·---------·-·····-·····------------···-··------··-·-···--·-··------

Siljon Investments Inc. October 31, 2015

Cardholders Name: Credit Card Type: Credit Card Number:

Si nature:



D Visa D MasterCard

Page 2

Expiration Date: Date:

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

114

02 Nov, 2015

Filters Used:

- 1ime Expense Date: 2000-01--01 to 2015-10-31

- Engagement Name: Siijon lnvestmen1s Inc. to Siljon Investments Inc.

Primary Partner: Pearl, Ken {KLP)

Fuller landau LLP Billing Worksheet


Page 1 of3

,--;;.~;te-;:·c11;~t: 1306468-SiJjon Investments Inc... ·- •. ·---·- --· ···Reti:inii°r"Balance. WIP. ---·. Progres.s. Net WIP·.·,: AR .Balam;e . i-1~06468:01 • Siljon lnvestll)en~_lnc. • KLP -----~- ________ ..... ··------ 0.00 8,~.\l,~.1 · o,o_Q __________ .J!,849J31 ...:~---·· O.OQ

WIP Memo Rate Hours Amount

Client

Client

Client

Couriers

Couriers

Couriers










BLIZZARD COURIEF 16/10/2015 Ship Date: Sept 21, 2015

BLIZZARD COURIEF 16/10/2015 Ship Date: Sept 30, 2015

FEDEX COURIER 19/10/2015 Ship Date: Sept 24 2015 Client Totals:

MNB

KLP

MLN KLP

KLP

MLN MLN

KLP

KLP

08/10/2015 August bank recs CBATotals:

0111012015 d/w Nancy re: occupancy certificate for 16 Meadowbrook requested by purchaser's counsel;

01/10/2015

05/10/2015

deposit August HST refund

review, d/w Jill Plasteras and Barb Thompson, approve and sign back offer on 45 Meadowbrook; receive proceeds from sale of 16 Meadowbrook and prepare detailed accounting entries and distribution of surplus funds to CareVest

06/10/2015 39 Meadowbrook - review, revise and approve statement of adjustments, statement of funds and commission statement and send to Nancy Galluzzo at Gowlings;

06/10/2015 deposit sale proceeds; request bank draft

07/10/2015 HSBC emails: obtain bank draft and fed ex to CareVest

os,1012015 review. d/w Nancy and revise statement of adjustments and statement of funds and commission statement for sale of 39 Meadowbrook; prepare HST return for September 2015, and request HST rebate application for 33 Meadowbrook from Nancy Galluzzo; review

0011012015 approve quote to replace windows at 33, 39 and 45 Meadowbrook; respond to James at BLG re: payment arrangements for of warranteed repairs b/n Tarion and owner of 11 Meadowbrook;

$0.00

$0.00

$0.00

$115.00

$465.00

$225.00

$465.00

$465.00

$225.00

$225.00

$465.00

$465.00

0.25 0.25

0.30

0.40

2.20

0.60

0.50

1.00

2.20

0.60

3.30,

3.30

23.81

30.41

28.75_ 28.75

139.50

90.00,

1,023.00

279.00 ___ _

112.50 ___ _ 225.00. ___ _

1,023.00 ___ _

279.00 ___ _

-Ji. -Ji.

01

02 Nov,2015 Fuller Landau LLP Page2of3


Filters Used:

- 1ime Expense Dale: 2000-01--01 to 2015-10-31

- Engagement Name: Siljon Investments Inc. to Sil)on Investments Inc.


CRI REC REC80 General MLN 09/10/2015 update ascend re 16 Meadowbrook sale and $225.00 1.75 393.75 payment to CareVest: payment various disbursements

CRI REC REC80 General KLP 13/10/2015 review, sign and send back closing $465.00 1.60 744.00

documents for sale of 39 Meadowbrook to Nancy Galluzzo at Gowlings;

CRI REC REC80 General MLN 14110/2015 pay various disbursements $225.00 1.70 382.50_

CRI REC REC80 General MLN 15(10/2015 disbursements; email contractor $225.00 0.60 135.00_

CRI REC REC80 General KLP 16/10/2015 d/w Tarion re: letters demanding payment $465.00 0.30 139.50

of conciliation fee sent to BOO

CRI REC REC80 General KLP 19/10/2015 review and approve utility bills and $465.00 3.10 1,441.50

reconcile final bllls for sold units; review and signback of firm offer from Hageman on 45 Meadowbrook; sign notice to remove condition to be sent to Steele re: 45 Meadowbrook; prepare revised R&D and cash flow forecast to Nov 30 and send to Jill with estimate of funds available for distribution from sale of remaining Units to close; sign and return Tarion certificate for 39 Meadowbrook to Nancy at Gowlings;

CRI REC REC80 General KLP 20/10/2015 sign and return release on sale of 45 $465.00 0.40 186.00

Meadowbrook to Steele and fulfillment of condition on sale to Hageman

CRI REC REC80 General KLP 21/10/2015 calculate realty commission on sale of 45 $465.00 0.30 139.50

Meadowbrook and send to Lisa at Chestnut Park as requested;

CRI REC REC80 General MLN 22110/2015 payment ofs utifities $225.00 0.60 135.00_

CRI REC REC80 General MLN 23/10/2015 Filing September2015 HST return and remit $225.00 1.50 337.50 payment

CRI REC REC80 General KLP 26/10/2015 review and approve repair and utility $465.00 0.80 372.00

invoices for payment; d/w Bob Miller re: repair issues at 38 meadowbrook; call Jason at VanDolders to discuss window issues;

CR! REC RECBO General MLN 26/10/2015 deposit sale of condo proceeds; all seasons $225.00 0.50 112.50_

CRI REC REC80 General KLP 27/10/2015 respond to query from Tom at Macdonalds $465.00 0.30 139.50

re: appliances for 45 Meadowbrook;

.....J,,,

.....J,,,

CJ)

02 Nov,2015

Filters Used:

- lime Expense Date: 2000-01-01 to 2015-10-31


Primary Partner: Pearl, Ken (KLP}



CR! REC RECBO General



E~---;7::· .... ,-i ··Grao.dTQta!i;:- · I .

KLP

MLN

KLP

MLN

·:.:.: . .,•

·.-:-

Fuller Landau LLP


28/1012015 d/wTravis re: furnace repair needed at 39 Meadowbrook; approve All Seasons proposal to inspect; d/w Tom Macdonald re: approval of price to purchase and install microwave at 45 Meadowbrook; review invoices for washers/dryers at 39 and 45 Meadowbrook and send queries to Tom Mcdonald;

28/10/2015 bank draft request re: Care Vest; emails/calls HSBC; obtain draft from branch; fedex to CareVest; update ascend re: deposit/draft

29/10/2015 d/w John Burgess of Macdonalds Furniture & Appliances re: invoices for appliances for remaining units and confirm with Barb and Anita of Chestnut Park

30/10/2015 payment ofs disbursements REC Totals:


Baxter, Monique (MNB) Niva, Minna (MLN) Pearl, Ken (KLP)

Total Net Wlp

WIP

$8,849.91

$465.00

$225.00

$465.00

$225.00

0.70

1.25

0.40

0.75 24.35

24.60

0.25 10.55 13.80 24.60

Progress

$0.00

..• -~8.Q;~:t!~:t)ff \itfJ:~::.

Page3of3

325.50 ___ _

281.25 ___ _

186.00 ____ _

168.75. ___ _

8,790.75

8,849.91

28.75 2,373.75 6,417.00 8,819.50

NetWIP

$8,849.91

NetWIP,.

. $8,;819,9~ (;.J

--li.

--li.

""'

r I---··---····--··-·-·--~-·····-·-·----------- -------------·-···-····-····· ..... -·····--···----···· ..

I:--... THE FULLER ~) LANDAU GROUP1NC

December 15, 2015

Siljon Investments Inc. / Siljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1 S4


INVOICE


Invoice No. 111969


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period November 1, 2015 to November 30, 2015 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 8.40 hrs. @ $465/hr. M. Niva - 7.65 hrs.@ $225/hr. M. Baxter~ 0.25@ $115/hr.

Our fee ....................................................................................................................... $ 5,656.00

Disbursements.......................................................................................................... 50.48 -------Subtotal ....................................................................................... ;............................. 5,706.48

HST............................................................................................................................ 741.84 -------BALANCE DUE ......................................................................................................... $ 6,448.32

====== Note:






Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

118

--------- ·······- ····· --··-···-·-···· ···-· ----····-------------

Siljon Investments Inc. / Siljon Far Hills Ltd. December 15, 2015

Cardholders Name: Credit Card Type: Credit Card Number: Signature:



D Visa D MasterCard

..... _ ···-····· .. ···· ----------~--------- .. -~ ---------------

Page2

Exp_iration Date: Date:

Tel.: {416) 645-6500 Fax: {416) 645-6501

www.fullerllp.com

119

08 Dec, 2015

Filters Used: - lime Expense Date: 2000-10-01 to 2015-11-30



Page 1 of3


Primary Partner: Pearl, Ken {KLP) Master Cli~rit.:' 1306468.~Siljon Investments lnc. ·.·. _Retaintir Balance ···-_-:WIP .::- :: : ·.Progress Netwu,---. -ARJfalance 1306468:01 -Silj2n.J1Jvestinents li:t5,.::..~_L_£___________________ ____ ... ___ . 0_00 · 5·7'0fi.4R c~"- 0.00 ____ ].;IQ6.48 . _:0.00 WIP Memo Rate Hours Amount

Clien - Couriers BLIZZARD COURII 10/11/2015 Ship Date: Oct 14, 2015 $0.00 3.30,

Clien - Couriers FEDEX COURIER 10/11/2015 Ship Date: Oct 28, 2015 $0.00 23.59,

Clien - Couriers FEDEX COURIER 10/11/2015 Ship Date: Oct 07, 2015 $0.00 23.59 Client Totals: 50.48

CRI AGT AGT80 General KLP 12/11/2015 d/w Minna to coordinate repair of water $465.00 0.30 139.50

meter at45 Meadowbrook with Town of the Blue Mountains;

CR! AGT AGT80 General KLP 16/11/2015 send realty tax and common fee status $465.00 0.30 139.50

information on 45 Meadowbrook to Nancy at Gowlings;

CRI AGT AGT80 General KLP 23/11/2015 review email from James Maclellan of $465.00 0.70 325.50

BLG re: payment to Tarion re: 11 Meadowbrook from reserve funds and send to CareVest with recommendation; d/w Anita and approve plumber to attend to repair leak at 16 Meadowbrook; prepare HST rebate applications for October sales for November HST return;

CRI AGT AGT80 General KLP 24/11/2015 prepare updated R&D and estimated cash $465.00 0.60 279.00

requirements to Dec 31 and send to Jill Plasteras for review; d/w Jill and agree on distribution to CareVest;

CRI AGT AGT80 General KLP 30/11/2015 d/w Jill Plasteras re: remaining issues and $465.00 0.70 325.50

options to terminate receivership; d/w Joanne of FCA re: unpaid insurance invoice from June 2015; AGTTotals: 2.60 1,209.00

CRI CBA CBA53 Banking MNB 10/11/2015 September bank recs $115.00 0.25 28.75 CBATotals: 0.25 28.75

-Ji.

N 0

08 Dec, 2015 Fuller Landau LLP Page2of3 Billing Worksheet


- lime Expense Date: 2000-10-01 to 2015-11-30 - Engagement Name: Siljon Investments Inc. to Siljon Investments Inc.

Primary Partner: Peart, Ken (KLP) CRI REC REC80 General KLP 02/11/2015 review and approve final utility bill for 16 $465.00 0.80 372.00

Meadowbrook; review letter from Tarion re: o/s fee and charges for settlement to BOO Canada re: 11 Meadowbrook and respond by email to Ginette Bowen of Tari on; d/w John Burgess of Macdonalds Furniture and Appliances re: increase in prices for washer and dryer on invoices for 39 and 45 Meadowbrook;

CRI REC REC80 General KLP 04/11/2015 update Sales Report and send to James $465.00 0.40 186.00

Maclellan of BLG as requested; CRI REC REC80 General KLP 05/11/2015 d/w Philip of All Seasons re: furnace repair $465.00 0.60 279.00

at 39 Meadowbrook; d/w John Burgess re: appliance invoices sent in error for 39 and 45 Meadowbrook;

CRI REC REC80 General MLN 09/11/2015 issue payment of o/s disbursements; journal entry $225.00 1.10 247.50,

CRI REC REC80 General MLN 11/11/2015 September banking $225.00 0.20 45.00, CRI REC REC80 General MLN 12111/2015 calls/emails re: 45 Meadowbrook water meter remote $225.00 0.75 168.75,

CRI REC REC80 General KLP 13/11/2015 approve proposal to hook up d/w and $465.00 0.30 139.50

install over the counter microwave at 45 Meadowbrook;

CRI REC REC80 General KLP 17/11/2015 review and approve statement of $465.00 0.50 232.50

adjustments and statement of funds for sale of 45 Meadowbrook

CRI REC REC80 General KLP 18/11/2015 review, sign and send back closing $465.00 1.10 511.50

documents for sale of 45 Meadowbrook CRI REC REC80 General KLP 19/11/2015 d/w contractor re: additional costs re: $465.00 0.20 93,00

hookup of microwave at 45 Meadowbrook CRI REC REC80 General KLP 20/11/2015 review and approve repair invoice from $465.00 1.10 511.50

Travis and utility invoices for recently sold Units; confirm closing of sale of 45 Meadowbrook w/Nancy of Gowlings; d/w Bob Miller re: ongoing plumbing leak at 36 Meadowbrook previously repaired by Travis;

CRI REC REC80 General KLP 23/11/2015 sign form and send to FCA to cancel $465.00 0.80 372.00

insurance; receive proceeds from sale of 45 Meadowbrook and prepare accounting entries to holdback;

CRI REC REC80 General MLN 23/11/2015 payment o/s disbursements $225.00 0.70 157.50 -lo.

N -lo.

0SDec,2015







CRl REC RECB0 General CRI REC REC80 General

Employee Summary


MLN

MLN MLN

25111/2015

26111/2015 30/11/2015

File RT0002 and RT0001; CareVest bank draft request; reissue October HST and Reliance bank draft to CareVest

discussion Joanne re: FCAmissing payment; payment ols disbursements REC Totals:


Baxter, Monique -{MNB) Niva, Minna {MLN) Pearl, Ken (KLP) Total Net Wip

$225.00 2.75

$225.00 0.75 $225.00 1.40

13.45

16.30

0.25 7.65 8.40

16.30

WIP Progress

$5,706.48 $0.00

Page3 of3

618.75

168.75_ 315.00

4,418.25

5,706.48

28.75 1,721.25 3,906.00 5,656.00

NetWIP

$5,706.48

. Grand Totals:

. . WIP ... · · !'to~ress •

$sjos.4s · · $.o:oo : . ··· NefWtP·

---------·-------------···--·-·----·--- ... • $5_;7Q~:~~ :.· ... -~: ....

...Ji.

N N

-~----·-·-·· ----·--··--···---··--·--····· ... - ......... ~----·-----.·~ -- ----- ···········---------- --·---·-·----··-·--·· ---·-·····---·····----

C....... THE FULLER ~J LANDAU GROUP1NC

December 31, 2015

Siljon Investments Inc. I Siljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1 S4


INVOICE


Invoice No. 112052


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hil Is Ltd. for the period December 1, 2015 to December 31, 2015 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 7.60 hrs. @ $465/hr. M. Niva - 2.65 hrs. @ $225/hr. M. Baxter - 0.17 @ $115/hr.

Our fee ....................................................................................................................... $ 4,149.80

HST............................................................................................................................ 539.47 -------BALANCE DUE ......................................................................................................... $ 4,689.27

=======


Payment Is due on receipt of account. Amount outstanding in excess of thirty days will be charged interest at 12% per annum until paid in full.

Cardholders Name: Credit Card Type: Credit Card Number: Si nature:



D Visa D MasterCard

Ex iratian Date: Date:

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

123

' I ·-··-·-··---·-···-········ ----·------- ----·-··-----·. ····----·--·--·-··· ···-· -- ·-----·------------'

C...... THE FULLER ~) LANDAU GROUP1Nc

February 2, 2016

Siljon Investments Inc./ Siljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1S4


INVOICE


Invoice No. 112519


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period January 1, 2015 to January 31, 2015 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 4.20 hrs. @ $465/hr. M. Niva - 3.10 hrs. @ $225/hr. M. Baxter - 0.25 @ $120/hr.

Our fee ....................................................................................................................... $ 2,680.50


HST............................................................................................................................ 351.97 -------BALANCE DUE ......................................................................................................... $ 3,059.36

=======






D Visa D MasterCard Expiration Date:

Date:

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

124

02Feb,2016

Filters Used: - Engagement ID: 1306468:01 to 1306468:01


1 Master Clier(t: 1306468:.. Sjijcii,jiivestiiients Inc •. ~---·---·--



.Retli.ner Biilance · . WJP . , Progress 0.00 MO ~06468:0~S:Ujon Investments Inc. - KLP .

~ .. ·M···- _M.._, ____ 00 H ... ...... HO ~- - ... ~-!..97,39 WIP Memo Rate

Clien - Couriers BUZZARD COURII 21/12/2015 Ship Date: Nov 20 $0.00

Clien -- Couriers FEDEX COURIER 21/12/2015 Ship Date: Nov 26 $0.00 Client Totals:

CR! AGT AGT80 General KLP 04/01/2016 review invoices from T.Nash Plumbing and $465.00

send email to Travis Cuff, Anita and Barb of Chestnut Park to request work completed and who authorized charges on behalf of the Receiver;

CR! AGT AGTB0 General KLP 05/01/2016 email exchange with Cindy Gretton of E&H $465.00

re: responsibility to repair sewer backup at 16 Meadowbrook;

CR! AGT AGTB0 General KLP 12/01/2016 d/w Travis re: recount of work done by T. $465.00

Nash Plumbing at 16 Meadowbrook and who authorized charges on their invoice;

CRI AGT AGTB0 General KLP 14/01/2016 prepare HST return for Dec 2015 for filing $465.00

by Minna; CRI AGT AGTB0 General KLP 18/01/2016 confirm with Travis who authorized work $465.00

done for vent hood duct repair by McDonald's Plumbing at 16 Meadowbrook;

CRI AGT AGT80 General KLP 20/01/2016 review and approve invoices from $465.00

Gowlings for sale of 32, 45, 33 and 16 Meadowbrook

CRI AGT AGT80 General KLP 22/01/2016 d/w Bob Miller to review and approve $465.00

payment of invoice for approved plumbing repair;

CRI AGT AGT80 General KLP 26/01/2016 d/w Nancy Galluzzo of Gowlings to confirm $465.00

all legal invoices have been received re: sale of Units; AGTTotais:

CRI CBA CBA53 Banking MNB 13/01/2016 November bank recs $120.00 CBATotals:

CRI REC RECB0 General MLN 04/01/2016 payment union gas $225.00

CRI REC RECB0 General MLN 08/01/2016 disbursements $225.00

CR! REC REC80 General MLN 18/01/2016 payment TIC Carpentry, TNash, receiver invoices $225.00

CR! REC RECB0 General MLN 21/01/2016 payment various disbursements $225.00

CR! REC RECB0 General MLN 25/01/2016 FUe December HST RT0001 and RT0002; payment $225.00 plumbing invoice re: 16 Thornbury

Page 1 of2

Ne_tWIP .AR.Balarii:e7 2.?9..!i?9 -· 0.00 · 1

Hours Amount

3.30,

23.59. 26.89

0.70 325.50

0.60 279.00

0.40 186.00

0.70 325.50

0.40 186.00

0.80 372.00

0.30 139.50

0.30 139.50

4.20 1,953.00

0.25 30.00 0.25 30.00

0.30 67.5~ 0.60 135.00. 0.70 157.50. 0.75 168.75. 0.75 168.75.

~

t\) 0,

02 Feb,2016

Filters Used: - Engagement ID: 1306468:01 to 1306468:01


Employee Summary


,,,f.,:,, ··:· .. ...... ··: ... · ... ,:. ,: ·orartd Totals:.· . :.: ::r·/:::·:



REC Totals:


Baxter,-li,fonique (MNB) Niva, Minna (MLN) Pearl, Ken (KLP) Total NetWip

> oM.00# •,•• ,•-•

WIP

$2,707.39

3.10

7.55

025 3.10 420 7.55

Progress

$0.00

Page2of2

697.50

2,707.39

30.00 697.50

1,953.00 2,680.50

NetWJP

$2,707.39

:.'\\'1P ·,;:: Prog:r~~~L Net Wl:P-- .

....... ·-·---------~---- '1!~~7';39 · _. : :i~j:}~\$0.<ib · ~;7P7~~s,. ' _,: . i

_j

...Ji.

"' 0)

,.---1--··-- --- ···--······- ··-·--·------

C....... THE FULLER ~) LANDAU GROUP1NC

March 29, 2016

Siljon Investments Inc./ Siljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1 S4


INVOICE


Invoice No. 113058


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period February 1, 2016 to March 11, 2016 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 3.90 hrs. @ $465/hr. M. Nlva - 3.05 hrs. @ $225/hr. M. Baxter - 0.34 hrs. @ $120/hr.

Our fee ....................................................................................................................... $ 2,540.55

HST............................................................................................................................ 330.27 -------BALANCE DUE ......................................................................................................... $ 2,870.82

=========


Payment is due on receipt of account. Amount outstanding in excess of thirty days will be charged Interest at 12% per annum until paid in full.


Please remlt to: Accts Receivable


D Visa D MasterCard


Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

127

-'!..

Fuller Landau LLP 18Mar,2016 Page1 of2

Billing Worksheet

Primary Partner - Client Code FUters Used:

- Time Expense Date: 01to1/1970 to 11/0a/2016 - Engagement ID: 1306468:01 to 1306468:01


-_ -;r~t!;~:iij~~~t:~~1~- .--

. ·----· -··. 'Retatri~r-f!ala~ . -~-- ·el'.09~,' - 't~~-•- ··--r~·~~~;:: ·Q:09 g/s.1g.ss . 'o_.(!!l

wij:, Memo Rate Hours Amount CR! AGT AGT80 General KLP 01/02/2016 request copy of signed Receiver's Certificate $465.00 0.30 139,50

for sale of Unit 204 at 27 Meadowbrook to send to Powerstream to show Receiver sold the Unit and is not responsible for the post sale invoices;

CRI AGT AGT80 General KLP 03/02/2016 receive copy of signed Receiver's Certificate $465.00 0.30 139.50 and call Powerstream to advise them of sale of Unit 204 -27 Beaver Street to CareVest company and provide Carevest's contact infonnation;

CR! AGT AGTBO General KLP 05/02/2016 review and approval of invoice from Dentons $465.00 0.30 139.50 for legal fees since October 2014;

CRI AGT AGT80 General KLP 11/02/2016 prepare HST return information for January $465.00 0.40 186.00 2016 filing;

CR! AGT AGT80 General KLP 12/02/2016 send email response to letter and invoices $465.00 D.40 188.00 rec'd from Cindy Gretton of E&H re: sewer repair at 16 Meadowbrook;

CRI AGT AGT80 General KLP 26/02/2016 receive copy of July 7th motion record from $465.00 0.30 139.50 Dentons as requested and arrange to post to website;

CRI AGT AGT80 General KLP 08/03/2018 review Tanon Conclllation Report re: GSCC $465.00 1.30 604.50

83 Phase 2 and send email response with copy of release rec'd from GSCC 83 in consideration for payment to cover all present and future repairs

CRI AGT AGTBO General KLP 10/03/2016 d/w John Salmas re: issues and next steps $465.00 0.30 139.50 in requesting discharge of the Receiver;

CR! AGT AGTBO General KLP 11/03/2016 prepare HST information for Februaf)' 2016 $455.00 0.30 139.50 return and send to Minna to complete and file; AGTTotals: 3.90 1,813.50

CRI CBA CBA53 Banking MNB 11/02/2016 December bank recs $120.00 0.17 20.40 CRI CBA CBA53 Banking MNB 09/03/2016 January bank recs $120.00 0.17 20.40

CBATotals: 0.34 40.80

CRI REC RECBO Genera[ MLN 02/02/2016 RT0002 NOA; business consent fonn $225.00 D.45 101.26 CRI REC RECSO Genera[ MLN 04/02/2016 resend CRA fax re: Business Consent Form; $225.00 0.65 146.25 ...Ji,.

payment receiver invoice I\.) CX>

... 18Mar,2016

Fillers U5ed: - Time Expense Date: 01/0111970 to 11/03/2016 - Engagement ID: 1306468:01 lo 130646B:01






CR! REC RECB0 General

Employee Summary


-.~i'a~ ;fo~~:

MLN

MLN

MLN MLN

MLN

Fuller landau LLP

BIiiing Worksheet


11/02/2016 flup CRA re: business consent form/Ri0002 18/02/2016 payment Dentons 01/0312016 f/up CRA re RT0002

$225.00

$225.00

$225,00

0S/0312016 discussion with CRA to confinn Sept 2015 HST payment incorrectly applied to RT0001 account

$225.00

09/0312D16 CRA call re: HSTtransfer REC Totals:

Slljon Investments Inc.

Baxter, Monique (MNB) Niva, Minna (MLN) Pearl, Ken (KLP) Total Net Wlp

$225,00

WIP

$2,540.55

·w1P

$2,540.55

0.45

0.-40

0.25

0.55

0.30 3.05

7.29

0.34 3.05 3.90 7.29

Progress

$0.00

,P.i~t··

Page2of2

101.25

90.00 56.25

123.75

67.50' 686.25

2,540.55

40.B0 686.25

1,813.50 2,540.55

NetWIP

$2,540.55

f:let}i.Vi# · · nis4o{~s·

...Ji.

I'\.) c.o

----·--··--·· ··--·-··. ··- --· ... -------....... ____ _

.I!!-... THE FULLER ~) LANDAU GROUP1Nc

April 30, 2016

Siljon Investments Inc./ Siljon Far Hills Ltd, c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1 S4


INVOICE


Invoice No. 114117

Client No.1306468:01 KLP

With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period March 12, 2016 to April 30 1 2016 as set out In the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 3.0 hrs. @ $465/hr. M. Niva - 1.15 hrs.@$225/hr. M. Baxter- 0.33 hrs. @ $120/hr.

Our fee ................................................................................................. ; .. , ....... , ...... ;_. ... ;$ 1,693.35

HST............................................................................................................................. 220.14 -------BALANCE DUE ......................................................................................................... $ 1,913.49

======== ,.


Payment is due on receipt of account, Amount outstanding In excess of thirty days will be charged Interest at 12% per annum until paid In full.

Cardholders Name: Credit Card T}r, e: Credit Card Number: St nature:

Please remit to: Accts Receivable 151 Bloor Street West 12th Floor Toronto,:Ontarro Canada M5S 1 S4

0 Visa D MasterCard Ex iration Date:

Date:

Tel.:(416) 645-6500 Fax: (416) 645-6501

www Jullerllp.com

130

04May,2016

Rlters Used: - Time Expense Date: 01/01/1970 to 30/04/2016 - Engagement ID: 1306468:01 to 1306468:01

Primary Partner: Pearl, Ken (KLP) Master Client: 1306468 ::siljon1lri~estnierits Inc. 1306468:01 - SilJon Investments inC.: -·Ki.:.P



WiP ···· · '- Memo

. ; Retainer Baiance ........ 9.00 WIP 1,693.:g5

CRI AGT AGT80 General



CRI AGT AGTB0 General



CR! CBA CBA53 Banking




KLP

KLP

KLP

KLP

KLP

MNB MNB

MLN MLN

MLN

23/03/2016 review email from Tarion re: Release issued for warranted repairs to GSC82 and send response;

06/04/2016 review and prepare schedule summarizing March HST for return to be filed;

15/04/2016 d/w Jason Acres of Van Dolders re: proposal to replace patio door at 16 Meadowbrook;

21/04/2016 d/w Mary Grenier and Travis Cuff re: patio door repairs required at 16 Meadowbrook;

29104/2016 review notice to dissolve Siijon Far Hills Ltd from Ontario MOF; prepare and send response letter with supporting documents; AGTTotals:

08/04/2016 February bank rec.

11/04/2016 Finish February bank recs CBATotals:

2310312016 CRA flup

25/04/2016 calls to Business Window, LNones and new collection officer re: transfer of amount from RT0001 to RT0002 re: Sept2015 retum payment

26/04/2016 CRA call; confirmation from PDavey that RT0001 transfer is in progress REC Totals:


Progress ··o.oo Rate

$465.00

$465.00

$465.00

$465.00

$465.00

$120.00

$120.00

$225.00

$225.00

$225.00

Page 1 of 1

Net,WlF(' . .. AR Balance

1,693;3!i . ··. . . . 0.00 Hours Amount

0.40 186.00 __ _

Q~ 1•~---Q~ 1•00~--

0.60 279.00 __ _

1.30 604.50'----

3.00 1,395.00

0.25 30.00_ 0.08 9.60 0.33 39.60

0.20 45.0Q 0.70 157.50

0.25 56.25

1.15 258.7S

4.48 1,693.35

Emp!Qyee summary Baxter, Monique (MNB) n .,., u.,>,> 39.60

Prima,y Partner Peart, Ken Totals:

Grand Totals:

NiVa, Minna (MLN) Peari, Ken (KLP) Total NetWlp

WIP

$1,693.35

WIP

$1,693.35 . - ·~

1.15 3.00 4.48

Progre1:,s

$0.00

Prog~ss,

$0,00

258.75 1,395.00 1,693.35

NetWIP

$1,693.35

N_~tWIP lt.!:i93_.3_5

....Ji..

(.,.) ....Ji..

--- -·--··-···-·------·-------·-·· ... - ------.-...... ------···---------

I:-... THE FULLER (!!:-1 LANDAU GROUP1NC

June21;2016

Siljon Investments Inc,/ Slljon Far HIiis Ltd .• c/o The Fuller Landau Group Inc. 151 Bloor Street West; 12th Floor Toronto, ON M5S 1S4


INVOICE


Invoice No. 114998


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period May 1 to June 9, 2016 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 2;80 hrs.@ $465/hr. M. Niva - 2.75 hrs. @ $225/hr. M. Baxter -0,34 hrs, @ $120/hr.

Our fee ....................................................................................................................... -$ 1.,961.55

HST ........................................................................................................................ ,... 255.00 -------BALANCE DUE ......................................................................................................... $ 2,216.55

=======


Payment is due on receipt of account. Amount outstanding In excess of thirty days w/11 be charged Interest at12'¾ per annum until paid In full.

Cardholders Name:

Credit Card Type: Credit Card Number:

Si nature:


151 Bloor Street West 12th Floor Toronto, Ontario Canada 'M5S 1 S4

D Visa D MasterCard Ex /ration Date:

Date:

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerflp.com

132

20.lun, 2016

F,lers U5ed; 2016-04-01 to 2018-06-20 - Time Expanse Dale:

• Eng~l Name: Slljon IIIY8Slm<fflls Inc;. to Slljon lnveslrnenl$ Inc.

Primary Partner: Pearl. Kan {KLP)

Matar cir.nt: 1300468 - s.ui<Xl llM!Slrnants Inc. 131J1i.ci;1:ii1 ~saJon iR~Snc.° -kt.Ji WIP

CRI AGT AGTIIO Glll18r.ll


CRI AGT AGTl!O General

CRI AGT AGTBll Ganetal

CRI CBA CBA53 Banlcklg

CRI CBA CB/\53 Banking


CRI REC REC8D Ganer.ii




Primary Parlnff Paarl, Ken Tolahi:

Gtand To1al11:

KLP

KIP

KLP

KLP

MNB

MNB

LILN

MLN

MLN

MLN

MLN

Fuller Landau u.P BUllng Worksheet

Primaly Parlner- Client Code

Retainer Balance WIP 0.00 1,961.55

Memo

041D5.12016 d/w Richard Smith, Unit Owner re: responsibility fer cost of repair to insulate rreezlng water line In porch roof;

1 Olll5/2016 update R&D; prepare payment to GCNA for bond premiums due in May 2016 and send to James Macl.ellan of BLG;

30/05/2016 draft S.246{2) report and R&D to send to OSB;

15/0612016 review GIL for preparation of May 2016 HST return and send to Minna to file; AGTTotab:

0610512016 Man;h bank recs 19/05/2016 April bank recs

CBATa!als:

10/0512016 payment to Guarantee Co. of NA: receiver; Vup CRA

1!!/0S/2016 file HST returns to April 30; call lo CRA to confinn lransfer RT0001 lo RT0002

24/05/2016 payment repair reimbursement: confirmation with PDavey at CRA that payment transferred to correct acct and HST refunds lo be released June 2nd

27JOS/2016 COIC form 2016 09~016 deposit HST refund Oec15to Mar16

RECTatalS:

SIQon ln,,...tman1s lac.

Baxler. Moolque (MNB) Nlva, Minna (MLN} PeM, Ken (KLP) TotaIN1tWlp

Ptoem• o:oo Rate Ho11r1

$465.00 0.'40

S4&5.00 1.10

$465.00 1,00

$465.00 0.30

:z.10

$120.00 0.17

$120.IXJ 0.17

0.34

$22500 0.90

$225,00 0.55

$225.00 075

$225.00 D.15

1225.00 D.40

Z.75

6.89

0.3'1 2.75 2.80 l.a9

WIP Prog,a9

$1,961.lili $0.00

WIP Pragren

$1,911-lil $0,GD

Nat.WIP 1,801.55

Amount

186,00

511.50

465.00

139.50

1,302.00

20.40,

20.-10, 40.ID

202.50

123.75

188.75

33.75,

90.00. 611.76

1,981.65

40.80 618.75

1.302.00 1,9G1.&5

Net\'\IIP

$1,961.5&

NltWIP

· $1;981.56

P6ga1of1

AR Ballinca o.oo

....Ji.

w w

-- ------· .. ··------------ ·----·· ···-·------

~ THE FULLER ~) LANDAU GROUP1Nc

August 30, 2016



INVOICE

TO PROFESSIONAL SERVICES. RENDERED:

Invoice No. 116068


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period June 23, 2016 to August 19, 2016 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 1.60 hrs. @ $465/hr. M. Niva-1.55 hrs.@ $225/hr. M. Baxter - 0.34 hrs. @ $120/hr.

Ourfee ...................................................................................................................... ,$ 1,133.55

HST ........................................................................ ,, ..................... , ........... ,................ 147.36 -------BALANCE DUE ......................................................................................................... $ 1,280.91

=======




Please remit to: THE FULLER LANDAU GROUP INC. Accts Receivable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada M5S 1 S4

D Visa O MasterCard

Toronto, Hamilton

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

134

26Aug, 2016

Filters Used: - Time Expense Date: - Engagement ID: - Engagement ID:

01/01/1970 to 19/08/2016 1306468:01 to 1306468:01 1306468:01 to 1306468:01


Funer Landau LLP Billing Worksheet


Page 1 of 1

r~aste.r.Cliel)t 1'3'(j54fis=siifori'1--n-ve_s_tnJ-.e-n.-ts~:.ln_c_, -. -. -_~:-.-.. --. -- ---------- ~etainerBaiance. ·. •. . Wi~-::--:-----ProQ~~. ·---·NetWiP; .. · - ARB.alan.c~ I ___ :rn.9_~!;,_l!_:.Q!.7 .. ~lljon lnvestmenJ~ Inc. -:.IS!-~-~~.:.__ ___ .:_ __________________________ . _ ··--- 0.00 · 1,1??,§§ _.. · . _ - ·. 0.00 ~...:.. _______ 1,1~3:55 ---~::Q.00 · [

W!P Memo Rate Hours _ _____Amount

CRI AGT AGTBO General KLP 11/07/2016 review background re: Jetter from Tarion $465.00 0.80

CR! AGT AGT80 General KLP


CR! CBA CBA53 Banking MNB


CR! REC REC80 General MLN

CRI REC REC80 General MLN


Eml!loy:ee Summary:

re: inspection on 41 Meadowbrook and send email to James Maclellan of BLG:

1110112016 review background to Tarion inspection scheduled on 41 Meadowbrook and send email to James Maclellan of BlG:

15/08/2016 review Warranty Assessment Report on

04/07/2016

27/07/2016

23/06/2016

21/07/2016

15/08/2016

41 Meadowbrook and send summary and recommendations to James Maclellan at BlG; AGTTotals:

May bank recs June bank recs CBATotals:

payment receiver invoice file May and June HST payment Dentons; deposit HST refund REC Totals:


Baxter, Monique (MNB) Niva, Minna (MLN) Pearl, Ken (KLP) Total Net Wip

WIP

Primal)' Partner Pearl, Ken Totals: $1,133.55

$465.00

$465.00

$120.00

$120.00

$225.00

$225.00

$225.00

0.40

0.40

1.60

0.17

0.17 0.34

0.40

0.45

0.70 1.55

3.49

0.34 1.55 1.60 3.49

Progress

$0.00

372.00 ---

186.00 ___ _

186.00 ___ _

744.00

20.40_

20.40_ 40.80

90.00_

101.25,

157.50. 348.75

1,133.55

40.80 348.75 744.00

1,133.55

NetWIP

$1,133.55

~"=- -- --=:--~-==--==--:- -~~~ -~--~ :· ~~~---,--_ ·-:~:~'.~·::~:--~:-:--~=.-.---- ' - _,_,, ~--: ~--. -- -:·_~ ... _i~i~;_~~~~r:{t~~S$~ .. -Net\iyiP·.,-·:~7 r.-·G.r:andiTotals: .. - ,,. ,-· .... , $1,133.55 · -:1,,,;·-'r-•1·•· ·.-_,$0.00. $1,133.55 .. · , . --------···--------------------~-----"--~-~---'--'---'-------:..---- .... -:i .. :: ,, ·---\

....Ji.

w 0,

·-··- ---------·-··----------

~ THE FULLER ~J LANDAU GROUP1Nc

October 17, 2016

Siljon Investments Inc. / Slljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1 S4


INVOICE


Invoice No. 116732


With respect to our appointment as Court appointed Receiver of Slljon Investments Inc. and Siljon Far Hills Ltd. for the period ending October 14, 2016 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl M 3.40 hrs. @ $465/hr. M. NivaM 1.10 hrs. @$225/hr. M. Baxter M 0.50 hrs.@ $120/hr.

Our fee ....................................................................................................................... $ 1,888.50

HST............................................................................................................................ 245.51 -------BALANCE DUE ......................................................................................................... $ 2,134.01

=========


Payment Is due on receipt of account. Amount outstanding In excess of thirty days wlll be charged Interest at 12¾ per annum until paid fn full.

Cardholders Name: Credit Card Type: o Visa o MasterCard Credit Card Number: Si nature:

Please remit to: THE FULLER LANDAU GROUP INC. Accts Recelvable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada M5.S 1 S4 Toronto, Hamilton

Date:

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

136

17Oct, 2016 Fuller Landau LLP Page 1 of2 Billing Worksheet

Primary Partner- Client Code Filters Used:

- Engagement Name: Siljon Investments Inc. to Sffjon Investments Inc.


Master Client 1306468- Siljon Investments Inc. Retainer Balance WIP Progress NetWIP AR Balance 1306468:01 - Siljon Investments Inc. - KLP 0.00 1,886.50 0.00 1,688.50 0.00 WIP Memo Rate Hours Amount CRI AGT AGTB0 General KLP 07/09/2016 review G/L for preparation of HST return $465.00 0.40 186.00

for August and send to Minna to file; CRI AGT AGTB0 General KLP 22/09/2016 review notice from Tarion re: o/s warranty $465.00 1.00 465.00

claims; call and d/w Odette Faria of Tarion and send email to respond to each of the claims;

CRI AGT AGT80 General KLP 30/09/2016 review email response from Odette Faria $465.00 1.10 511.50 of Tarion re: o/s warranty claims and issue email response including request for detailed information of warranted costs; exchange emails with James Maclellan of BLG;

CRI AGT AGT80 General KLP 03/10/2016 review response from Odette Faria of $465.00 0.60 279.00

Tarion re: o/s warranty claims and request details; send summary of claims to James Maclellan, John Salmas and Cliff Prophet; d/w James Maclellan re: potential claims on bonds and whether eligible for payment from Reserve Funds;

CRI AGT AGTS0 General KLP 05/10/2016 review notice from Tarion re: warranty $465.00 0.30 139.50

settlement with owner of 41 Meadowbrook; send confirmation of approval to James Maclellan to repay Tarion from Reserve Funds; AGTTotals: 3.40 1,581.00

CRI CBA CBA53 Banking MNB 09/09/2016 July bank recs $120.0Q 0.25 30.00_

CRI CBA CBA53 Banking MNB 07/10/2016 August bank reconciliation. $120.00 0.25 30.00_ CBATotals: 0.50 60.00

CR! REC REC80 General MLN 06/09/2016 payment receiver invoice $225.00 0.40 90.00_

CR! REC RECB0 General MLN 13,09/2016 file July and August R10002 and RT0001 $225.00 0.40 90.00_

CRI REC REC80 General MLN 28,09/2016 deposit HST refund $225.00 0.30 67.50_ REC Totals: 1.10 247.50

Siljon Investments Inc. 5.00 1,888.50

Employee Summary Baxter, Monique (MNB) 0.50- 60.00 Niva. Minna (MLN) 1.10 247.50 Pearl, Ken (KLP) 3.40 1,581.00 Total Net Wip 5.00 1,888.50 ~

(.,.) .......

17 Oct, 2016

Filters Used: - Engagement Name: Slljon Investments Inc. to S!ljon Investments Inc.



Grand Totals:


Primary Partner- Client Code

WIP

$1,888.50

WIP

$1;.888.50

Progress

$0.00

Progress $0,00

Page 2 of2

NetWIP

$1,888.50

NetWIP

$1,888.50

~

w 00

i-----· --· -------1 ~ -· • ' ...

.,:,:___ THE F·u LLER ~) LANDAU GROU.P1NC

NovemberM,_ 20.16

SIU.on investments.lnt:~J:~l:ljoq far.Hii)s'Ltdi· c/.o The Fuller Landau G:roup Inc; 1&,1 Bl.oof .Sir¢~t We.st, -12th Floor' T9t9nto, ON lli15~' 164

Atte,ntion;·.Mr;_Ken Pearl.

IN\t:OlCE

TO PROFESSIONAL .SERVICES RENDERED:

/nvoiceNo. 11745.~

Cllent No. 1306468:01 KLP

With respe.ct:to our .appointment as :Court appolilted Recel\7er of Slljon Investments. Inc. ~nd Siljon Far Mills L,td. for the perlod.e.ot;llhg Novemper 30, 20.1 e as s~t out in the attached ci'efai!ed time dockets.

,our.fee .... , ...................... _ ... , ....... _._ ........ , ... , .... ,. •.m .•.•••••• ,, ................. , ............ ,: ................ ,., ........ , ... f 2.;4.56. 1"0 HST ....................................... , ..................... , ........ , ......................................... , .................. , •. _____ 3_19..;..· ,_29.;;..·

sAtANcE ou·e ............ ; .................... , .... ; .............. _..·.-., ... :········· .... _., .. , ....... .-... , .. ,-.... :., .... _..,., ... ,. $ 2,rr.~.39.

.OUR ~TAN[)AijD Fl::.E

K ~earl,. 3.60hr.s.·@$465/hr. M. Niva - 0.70 hrs. @.$225/hr. D. Sk!.!rka - 2J:l.O hrs .. @ $225/hr; .M, Baxtai' ,..o:33 hrs .. @$120/hr;

Htff Re~Jstratlon No . .R130795669

. Paylfumfis, pue on. r.~cefpt of acc.o.unf.

=======

Amountooutstandingln excess of thirty day,5 w/11 be ct,afge~ l.TJf°e_r~t at, 12.~ perai'l,:,um until paid In fq_fl;

' .. Cardholders Name: credit Card e: .o Visa Cl ·MasterCard Cre.dit Card Number: .s; nature:-

Plea.SI! fl!mft {9: THE.FU.Ll.:J:,R.1,.AN_DAU ~ROUP INC,·Accts Receivable 1o"fB!oorStreetWes't, 12th Floor Toronto, Ontario· Cr,111ada {WS$ l$4 Toronto; f-iamllton

Date:

Tel.: (416) 6.45-6500 Fax: (416) 645-6501

www.fullerllp.com

139

I: I! 'I · 1

05 Dec,.2016"

Filters 'used:-

Ful!erlandau LLP Billing Worksheet

Primary Partner~ Client C.ode

- 'Engag~mentN_arn~; S1ijo_n liw~sb:nent~ li:iq. t~ SiUon h:ivestri'u;mts fnc.

Prima~·-~artner:::~earli; _K~n,_{K~~>.-

c~r p;qT AGT8p· ·G"¢'neral KLP

CRI AGT AGT80 General 'KLP

CRI AGT AGTBO Gen~rai i<LP

CRI AGT AGTB0 General KLP

CRI' f'.GT i4:GT80 General" )<LP

CRI AGT -AGTSO. :G:enerai 'KLP

CR! CBA CBA53 Bankin:g MNS-

CRi" REC REC80 General. MLN CRf 'REC REC80 General ocs

CRI REC RECBO General MLN

CRI REC REC80 'General DCS

Elri_l'.!IQY~ Sommarx·

~111012_0'16 d/wMike Helfer of'CateVe.stcapital re:. s.tatus o.f rertlainibg Jssu.es to qotnplet~ iii rece.iver,:;hiP,-T~rioii c)i;iin:i_s i:nc;iJ.le to date· and any potential deductions from Res_erve Funds- li_eld by" Borden _Ladner; ·seng copy of yei;'l.t en~ warranty fc;:,rm for 1st y~at i:~: _ 16 M~ado_wpro_qktq.J_~m~M9-CJ...§llan pf BLG~

17/1012016 review email from Tarion re: payment of concflia:tlon fees and send to . .lanies MacJ..eUan. and Cl.iff·.Prophet fpr consideration of payment

31/1012016 review draft schedule ofcontractor payments from 2014 to 2016 tor . preparation ofT5018 slips; drafted by

04/11/2016

07/1112016"

2-9/11/2016

10/11/2016"

18/1.012016 28f.101:l016

03/11/2016

07/11/2016

Dean; · review 'payments tm;1de tq ,con.tractors from 2014t9 2ti1!5 w/b$tl for prep~ratioo of T5018~1ips draft cover letter to C RA re: T5018 slips upda;te R,&D and draft,s.2.46(2) r:ep9rt to subinitto .Qffi~i~I .. ReG~iver AGT Totals; -

Seµ.tember ban& recs CBATotal$:

payment receive'!' invoice summarize pay:ments mai:fe to .construction companies in fiscal 20~4. 2015, an~.20~ 6 re~ T5018's File RT0002to Oct31-16" Finalize-and mail outT5018'sto CRA. REC Totals: . . .. . . . .

~iljoi:i 11"'vesti:,nenls_ IJ')c.

Baxter, Monique (MNB) Niva, Minna (MLN) Pearl; Ken (KLP), S~µrka, Dean (OCS) Total NetWil>"

~6'5.,00 0'40

$4s~.oo ·o.so

$465.00 uo

~5.00 0.30

$M,5.00 .0.70

.3.GQ

~120.00 0.33 Q.3.~

$225.00 ,0.30

J:225.00 1.80

$225.00 0.40

~225.00 .0.80 ),3J)

7,2_:J

0.33 ·0.10 .-3;60 '2.60 7.23

Page 1 ~f-2

1a11.o:o'-· __ _

219_.oo

511.50

139,50,

325Jf0

1,1174-00-39.60_ :3Mo· '(i7.5~

405.00

.so.oo_ tao.oo 742..50

2,4.!i!i;10·

"39,60 157.50

1,674.00 585;00.

,2,456.10

f i I t 1; t:

i' i

!

:....

1: ,.

~-

~ 0

os Dec,·2015

i=iiiers Used: - !,:ng11gement~am.¢. Sjijon liwes_b:rie_nts hie. to Siljp)1 l!'lve}ltiJ1en~ Inc;,

Primary Parlne.r:::Pearl, Ken ·(KLP)

Primary· Partner Pearl; Ken Toti.ls:

Fuller Landau LLP l:!i!llng:W(>r~s.beet_:

P~mary Partnl;l~- Client Coc!e

WIP .$2,4.56'1.ll-

Pro~ress.

·$0.00·

Paf]e2.of2

NetWiP $2,45MO.

I' l

...Ji.

.,l:::i,.

...Ji.

' . ---------· -· ..... ··-·----- ----·· --- ····-··-------·-···-·····-··-----

~ THE FULLER ~J LANDAU GROUP1Nc

February 16, 2017

Siljon Investments Inc. J Slljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1S4


INVOICE


Invoice No. 118496


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period ending January 31, 2017 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 2.10 hrs. @ $465/hr. M. Nlva - 1 .40 hrs. @ $225/hr. M. Baxter - 0.42 hrs. @ $122.50/hr.

Our fee ..................................................................................................................... ..

HST ........................................................................................................................... .

BALANCE DUE ......................................................................................................... .


Payment is due on receipt of account.

$1,342.75

174.56

$1,517.31

Amount outstanding in excess of thlrly days will be charged interest at 12% per annum until paid In full.

Cardholders Name:

Credit Card Type:

Credit Card Number:

Signature:

Please remit to:

THE FULLER LANDAU GROUP INC, Acc!s Receivable

151 Bloor Street West,12th Floor Toronto, Ontario Canada M5S 1 S4

D Visa D MasterCard

Toronto, Hamilton

CVD:

Expiration Date:

Date:

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

142

16 Feb, 2017

Filters Used: - lime Expense Date: 12/12/2016 to 31/01/2017 - Engagement ID: 1306468:01 to 1306468:01


r-~Mastercifont: 1306468--Siljon [nvestments.iiic. ! 130646.8:01 - Siljon Investments Irie. - KLP I --- . -. .,--.. --·---~-- -··· -~

WIP


CRI AGT AGTS0 General







Employee Summary


KLP

KLP

KLP

MNB

MNB

MLN MLN

MLN

Fuller Landau LLP

Page 1 of 1 Billing Worksheet (Post Billing)


Retainer Balance . WIP (previou:ST Pro.gr.ess Net.WiP (pi'ev.) -~·1 0.00 · 1,342;75 . . . o.o,o. . 1,342,75 i

··--··--···--·-··-··-·······-·· .. -··-··-···-···-· -·········-------··-·····-·· ..... . ·--·-·---·· .. ·- ·····-------- .. ··------·-·-·-··. "--·-·--·---··-····· ····------J Memo Rate Hours Amount

2111212016 consent to payment of repair paid to Tarion w/James Maclellan

24/01/2017 make arrangements to complete income tax return for y/e Feb 28/15 pursuant to CRA demand

31/01/2017 review Ascend from 8D0 and Fuller to prepare summary R&Ds and draft f/s in order to file final income tax return for y/e Feb 28/16

12/12/2016

12/01/2017

12/12/2016

11/01/2017

31/01/2017

AGTTotals:

October bank recs

November bank recs CBATotals:

payment bill

call to Business Window to reverse transfer to RT0001 and release Oct 2016 HST refund to receiver

payment Dentons REC Totals;


Progress Baxter, Monique (MNB) Niva, Minna (MLN) Pearl, Ken (KLP) Total Net Wip

$465.00

$465.00

$465.00

$120.00

$125.00

$225.00

$225.00

$225.00

0.20

0.40

1.50

2.10

0.25

0.17 0.42

0.40

0.60

0.40 1.40

3.92

0.42 1.40 2.10 3.92

Progress

$0.00

93.00

186.00

697.50

976.50

30.00

21.25 51.25

90.00 135.00

90.00 315.00

1,342.75

0.00 51.25

315.00 976.50

1,342.75

NetWIP

$1,342.75 r .Grandtotals: ··········· ... ·--········--· -··------····· .. ·- -··· ··········-- ···---·-···.... .. --··-···-· ...

--------······"·-····-.. •·· ····••· ·······---· ......................... -------···-· ... .

WIP

$1,342.75

\YIP

$1,3-4.2.75

Progress

$0.00

NetWIPI

$1,342.751 ~----~-·----....i ~

~ w

---- _ .... _·······--·----·------- . -·-···· - ····-· ------- -------------·------· .. ··-.. ·---·-·-

I:!--.. THE FULLER (!!.J LANDAU GROUP1Nc

March 27, 2017

Siljon Investments Inc. / Siljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1S4

Attention: Mr, Ken Pearl

INVOICE


Invoice No. 119043


With Respect to our appointment as Court appointed Receiver of Siljon Investments Inc. for the period ending March 17, 2017 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 4.50 hrs. @ $4 75/hr. M. Niva - 1.15 hrs. @$225/hr. C. Ng - 2.50 hrs. @ $150/hr. M. Baxter - 0.50 hrs. @ $125/hr.

Our fee ...................................................................................................................... .

HST .......................................................................................................................... ..

BALANCE DUE ......................................................................................................... .



$2,833.75

368.39

$3,202.14

Amount outstanding in excess of thirty days will be charged interest at 12¾ per annum until paid in full.

Cardholders Name:

Credit Card Type:

Credit Card Number:

Signature:

Please remit to: THE FULLER LANDAU GROUP INC.

Accls Recelvable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada MSS 1S4

D Visa D MasterCard CVD:

Expiration Date:

Date:

Toronto, Hamilton

Tel.: (416) 645-6500 Fax; (416) 645-6501

www.fullerllp.com

144

24 Mar, 2017

Filters Used: - Time Expense Date: 01/01/1970 to 24/03/2017 - Engagement ID: 1306468:01 to 1306468:01

Fuller Landau LLP

Billing Worksheet



r-Mastei-Client: 13.06468 ~ Siljon Investments foe .. · i 1306468:01 -Siljon Investments lric~~KLP ·

.. ., ..... --- -- ·---- -··--·-----. . NetWIP

2,833.75 t, I ! -·-·· > ·-·····-·····-········· •.••• ····--··-···· . _. -·-··---- -···- • WIP

CRI AGT AGT74 Taxation and discharge CRI AGT AGT74 Taxation and discharge CRI AGT AGT74 Taxation and discharge CRI AGT AGT74 Taxation and discharge




CRI AGT AGTBO General



CRI CBA CBA53 Banking CRI CBA CBA53 Banking

CBN CBN CBN CBN

KLP

KLP

KLP

KLP

KLP

KLP

MNB MNB

· .Re~iner Balance WIP 0.00 2,833.75

Pr()gress . 0.00

············--···-··----·-·--· ····--··· ·- ·············-··--·---·· ·--.····-------- ...... ,-,,••·--·-·-·-·· -- . --~------.... -·----¥1 Memo

0110212017 2016 tax return 07/02/2017 Siljon Investments 2016 T2 15/02/2017 Finalize tax returns 28/02/2017 Update tax returns for changes and print bar

code copy to send to CRA. oa,0212011 prepare financial statements for y/e Feb

28/16 from R&D and prev f/s for each of Siljon Investments and Siijon Far Hills as requested by CRA; d/w Cheryl Ng re: preparing T2s;

2210212011 review draft T2s for Siljon Investments and Siljon Far Hills for y/e Feb 28/16 and send queries to Cheryl Ng;

2010212011 d/w Cheryl Ng re: queries on T2 returns for

y/e Feb 28/16 for Siljon Investments and Siljon Far Hills;

0210312011 finalize and signoff on T2s for Siijon Investments and Siijon Far Hills for y/e Feb 29/16 and send with cover letter to CRA;

08/03/2017 respond to inquiry from Mike Helfer of CareVest re: cash balance and cash forecast to complete receivership including details of bond premium payments;

1010312011 send invoice received from Tarion re: conciliation fee for 16 Meadowbrook to James Maclellan of BLG; AGTTotals:

08/02/2017 December bank recs 06/03/2017 January bank recs

CBATotals:

Rate Hours Amount $150.00 0.50 75.00 $150.00 1.00 150.00 $150.00 $150.00

$475.00

$475.00

$475.00

$475.00

$475.00

$475.00

$125.00 $125.00

0.50 0.50

2.70

0.40

0.40

0.50

0.30

0.20

7.00

0.25 0.25 0.50

75.00 75.00

1,282.50

190.00

190.00

237.50

142.50

95.00

2,512.50

31.25 31.25 62.50 ...Ji.

~ 01

CR! REC REC80 General



CRI REC RECSO General

24 Mar, 2017

Filters Used:

MLN

MLN

MLN

MLN

- Time Expense Date: 01/0111970 to 24/03/2017 - Engagement ID: 1306468:01 to 1306468:01


Employee Summary


[ · -~~~~~ ro1:a1~: · · · -

01/02/2017 CRA f/up re: RT0002 transfer and release

06/02/2017 deposit BOO refund re: grading deposits on 14 lots

23/02/2017 pay invoice 07/03/2017 follow up CRA re: held RT0002 refund

REC Totals:

Fuller Landau LLP

Billing Worksheet



Baxter, Monique (MNB) Ng, Cheryl (CBN) Niva, Minna (MLN) Pearl, Ken (KLP) Total Net Wip

WIP

$2,833.75

$225.00 0.25 56.25 $225.00 0.30 67.50

$225.00 0.30 67.50 $225.00 0.30 67.50

1.16 258.75

8.65 2,833.75

0.50 62.50 2.50 375.00 1.15 258.75 4.50 2,137.50 8.65 2,833.75

Progress NetWIP

$0.00 $2,833.75

. -·• .i /:::;!,~*~~~;~;t}:.: . Pro::~t)t·::;·: . ,~:,::t!~

....J,,.

~ 0)

-- -------- ····---------- ---------- ·-------.-··---·--······-··---··-···- - ····-----------·· -- -

I'!!-.-.. THE FULLER ~) LANDAU GROUP1NC

April 30, 2017



INVOICE


Invoice No. 120324


With respect to our appointment as Court Appointed Receiver of Siljon Investments lnc./Siljon Far Hills Ltd. for the period ending April 30, 2017 as set out in the attached detailed time dockets,

Our fee ...................................................................................................................... .

HST ........................................................................................................................... .

BALANCE DUE ........................................................................................................ ..

OUR STANDARD FEE

K. Pearl - 2.80 hrs. @ $475/hr. M. Nlva - 0.75 hrs. @ $225/hr. M. Baxter - 0.17 hrs.@ $125/hr.



$1,520.00

197.60

$1,717.60

Amount outstanding In excess of thirty days will be charged interest at 12¾ per annum until paid in full.

Cardholders Name:

Credit Card Type:

Credit Card Number:

Signature:


Accts Receivable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada M5S 1 S4

Cl Visa Cl MasterCard CVD:

Expiration Date:

Date:

Toronto, Hamilton

Tel.: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

147

05 May, 2017

Filters Used: - Time Expense Date: 21/03/2017 to 30/04/2017 - Engagement ID: 1306468:01 to 1306468:01


Fuller Landau LLP

Billing Worksheet (Post Billing)


r-Master·cmmt:.1306468 -Siljon lnvestmen_l_$_In-c-.. -------

i 1306468:01 -Siljon Investments Inc. -C:KLP -. _.Retai.ner Balance WIP (previous) .

. 0.00 · 1,520.00 Progress

. . 0.00

Page1of2

NetWI!' (prev.) . AR Balance11 1,520.00 · 1,717.60

. . . ·-·-·-·--·····--·· .. ·-- ... -----·--·-·--·------

WIP ··- --· ··•·· ··-········--- ·· ·- Amount

Memo Rate Hours

CRI AGT AGT80 General KLP





CRI CBA CBA53 Banking MNB

CRI REC REC80 General MLN CR! REC REC80 General MLN

2110312011 review Tarion warranty assessment on 16 Meadowbrook and send copy to James Maclellan of BlG

29/03/2017 review email from Tarion re: explanation for invoice on warranty claim on Condo Corp 83 Phase 2 and send email to Cliff Prophet and John Salmas requesting further discussion;

19/04/2017 review invoices sent by Tarion to GCNA and provide background of charges to James Maclellan of BlG;

20/04/2017 review demand on bonds rec'd by GCNA from Tarion and d/w James Maclellan and reconcile to invoices rec'd from Tarion; review Minutes of Settlement with CareVest, and send summary and offer to host call with Cliff Prophet and John Salmas to discuss further;

24/04/2017 conf call with James Maclellan, Cliff Prophet and John Salmas to discuss Tarion demand on GCNA security for invoices related to costs to prepare proposal on warranty items for Condo Corp 83 Phase 2 subject to Release; AGTTotals:

07/04/2017 February bank recs CSA Totals:

29/03/2017 payment invoice

19/04/2017 banking REC Totals:


$475.00

$475.00

$475.00

$475.00

$475.00

$125.00

$225.00 $225.00

0.30

0.40

0.80

0.80

0.50

2.80

0.17 0.17

0.30 0.45 0.75

3.72

142.50

190.00

380.00

380.00

237.50

1,330.00

21.25 21.25

67.50 101.25 168.75

1,520.00 ....Ji.

~ CX)

Employee Summary

05 May, 2017

Filters Used: - Time Expense Date: - Engagement ID:

21/0312017 to 30/04/2017 1306468:01 to 1306468:01


1· .Gr:ancfTotals: . .. :· '-------~--------- ···-·--- ........... ~---

Progress Baxter, Monique (MNB) Niva, Minna (MLN) Pearl, Ken (KLP) Total Net Wip

Fuller Landau LLP

Billing Worksheet (Post Billing)


WIP

$1,520.00

WIP

$1,520:00

0.17 0.75 2.80 3.72

Progress

$0.00

.. ·Progress.· . .

.$0.00 :·

0.00 21.25

168.75 1,330.00 1,520.00

NetWIP

$1,520.00

Netwi'.i:i

Page2 of2

' $1,520.00 i

---------------·-·- ·--·-« ....... ----------- -------------·-····-.!

...Ji,.

-i:=.. CD

,- -----·- ------ ------------- ----- ---------·-··-----···~ ··-----·· ---- -·· ·-·---------

~ THE FULLER ~) LANDAU GROUP1NC

August 31, 2017

S1/jon Investments Inc. / Siljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1S4

Attention: Mr. Ken ?earl

INVOICE

TO ?ROFESSIONAL SERVICES RENDERED:

Invoice No. 122569


With respect to our appointment as Court appointed Receiver of Slljon Investments Inc. and Slljon Far Hills Ltd. for the period ending August 31, 2017 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 6.60 hrs. @ $475/hr. M. Niva - 4.70 hrs.@ $225/hr. M. Glowlnsky - 0.70 hrs.@ $180/hr." M. Baxter" 0.77 hrs.@ $125/hr.

" average rate (rounded)

Our fee ....................................................................................................................... $ 4,404.75

Disbursements.......................................................................................................... 3.30 -------Subtotal ....................... ............................................................... ............................... 4,408.05

HST............................................................................................................................ 573.05 -------BALANCE DUE ......................................................................................................... $ 4,981.10

=========


Payment is due on receipt of account. Amount outstanding in excess of thirty days will be charged interest at 12% per annum until paid in fu/J.

Please remit to: THE FULLER LANDAU GROUP INC. Accts Receivable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada M5S 1 S4 Toronto, Hamilton

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

150

1-----··

Siljon Investments Inc. / Slljon Far Hills Ltd. August 31, 2017


Si nature:

Please remit to: THE FULLER LANDAU GROUP INC. Accts Receivable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada MSS 1 S4

0 Visa D MasterCard

Toronto, Hamilton

Page2

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

151

05 Sep, 2017

FIiters Used: - Time Expense Date: 1/1/2000 to 8/31/2017 - Engagement Name: Siljon Investments Inc. to Siljon Investments Inc.

Primary Partner: Pearl, Ken (KLP) r Master Clfentt-1306468-Siijo·n-i"rivestm-.-~-rit-s.-ln-.c-. -- -- . ---·------

! . 1~01,468:0'.I • Siljon lrwestm.ents Inc.· KLP

WIP

Fuller Landau LLP

Billing Worksheet


Memo

Retainer Balance:-_ O.OO -·

WIP' 4,40.8,.05

- Client Couriers BLIZZARD COURIEI 09/06/2017 Ship Date: May 15

Client Totals:



CR! AGT AGT80 General






MGG

KLP

KLP

KLP

KLP

KLP

KLP

KLP

08/05/2017 Reconciling Tarion March 2016 report vs. May 2017 invoice of warranted items

08/05/2017 Review demand letter from Tarion re: and com pare to warranted items on Warranty Assessment Report for Condo Corp 83 Phase 2 w/Michael Glowinsky

11/05/2017 Review Settlement Minutes and prepare payment request to pay bond premiums to GCNA due on May 25, sign and arrange to send to James Maclellan of BLG; d/w Tarion re: details supporting invoice for warranted l!ems on condo corp 83 phase 2; summarize background and supporting details and send to Cliff Prophet of Gowlings representing CareVest, James Maclellan of BLG representing GCNA, and John Salmas;

12/05/2017 Review f/u email from Tarion re: supporting details to invoice billed for warranted repairs lo Condo Corp no. 83 phase 2 building and send to Cliff Prophet, James Maclellan and John Salmas;

15/05/2017 d/w Cliff Prophet re: impact of settlement paid and release issued by condo corp 83 and demand rec'd from Tarlon;

30/05/2017 Update R&D and prepare S.246(2) prescribed report to sendtoOSB:

19/06/2017 Review CoHus invoices rec'd from BDO on townhouses sold In 2015 and d/w Minna:

26/07/2017 d/w Cliff Prophet re: estimated remaining expenses covered by warranty pursuant to claim of condo corp and send latest email from Tarion;

'Progres~. _ 'o,oo·-Rate Hours

$0.00

$160.00 0.60

$475.00 0.30

$475.00 1.40

$475.00 1.00

$475,00 0.30

$475.00 1.10

$475.00 0.30

$475.00 0.30

Page 1 of3

Net Wf i:,~----- AR-Balance; 4,408.05 o.ooj

I -----1

Amount

3.30

3.30

96.00

142.50

665.00

475.00

142.50

522.50

142.50

142.50

...Ji.

01 ~

Fuller Landau llP 05Sep,2017 Page 2 of3

Billing Worksheet


- Time Expense Date: 1/1/2000 to 8/31/2017 - Engagement Name: Siljon Investments Inc. to Siijon Investments Inc.


CRl AGT AGT80 General KLP 11/08/2017 Review invoice from Tarion and forward to and d/w $475.00 0.70 332.50 James Mclellan; send email request to Tarion to explain charges and request details of remaining charges:

CRI AGT AGT80 General KlP 18/08/2017 Email exchange with James Maclellan re: demand for $475.00 0.80 380.00 paymentofTarion Invoice sentto GCNA; send email to Tarion to f/u request for details requested; d/w Odette at Tarion and email exchange with Ryan Haley;

CR! AGT AGT80 General KLP 28/08/2017 Eman exchanges with James Maclellan and Cliff $475.00 0.40 190.00 Prophet re: paymentofTarion invoice re: deficiencies on GSCC 83 phase 2;

AGTTotals: 7.20 3,231.00

CRl CBA CBA53 Banking MNB 08/05/2017 March bank recs $125.00 0.25 31.25

CRI CBA CBA53 Banking MNB 24/05/2017 April bank recs $125.00 0.17 21.25

CRl CBA CBA53 Banking MNB 21/06/2017 May bank recs $125.00 0.18 22.50

CRI CBA CBA53 Banking MNB 10/08/2017 June bank recs $125.00 0.17 21.25 CBA Totals: 0.77 96.25

CRI REC REC14 Telephone callsN-mail MGG 28/06/2017 Called Callus Powerstream and left voicemail to $200.00 0.10 20.00 discuss invoices received from 2015 - majority of which FL paid for, need to discuss if one of these invoices from June 9, 2015 was actually paid for and to close account

CRI REC REC80 General MlN 11/05/2017 Payment April disbursement and bond premium to May $225.00 0.75 168.75 31,2017

CRI REC REC80 General MlN 17/05/2017 Call to CRA Business Window to confirm October $225.00 0.90 202.50 refund transferred back to RT0002; file RT0001 and RT0002 to April 2017

CRI REC REC80 General MlN 23/05/2017 Follow up call to Business Window re: RT0002 status; $225.00 0.55 123.75 complete HSBC CDfC form

CRI REC REC80 General MLN 08/06/2017 Payment Dentons: CRA follow up call $225.00 0.60 135.00

CRI REC REC80 General MLN 19/06/2017 Review BDO correspondence re: Collus PowerStream $225.00 0.30 67.50

CRI REC REC80 Genera[ MlN 20/06/2017 Review 2015 banking re: Collus payments; determine $225.00 0.90 202.50 4/5 already paid; issue payment on 38 Meadowbrook

CRI REC REC80 General MLN 22/06/2017 Call to Callus $225.00 0.20 45.00 CRI REC REC80 General MlN 18/07/2017 CRA f/up re: RT0002 $225.00 0.20 45.00 CRI REC REC80 General MlN 21/08/2017 CRAf/Up $225.00 0.30 67.50 -Ji.

0, w

05Sep, 2017

Filters used: - Time Expense Date: 1/1/2000 to 8/31/2017 - Engagement Name: Siljon Investments Inc. to Siljon Investments Inc.


Employee Summary


Fuller Landau LLP

Billing Worksheet


REC Totals:


Baxter, Monique (MNB) Glowinsky, Michael (MGG) Niva, Minna (MLN) Pearl, Ken (KLP) Total NetWip

WIP

$4,408.05

4.80

12.77

0.77 0.70 4.70 6.60

12.77

Progress

$0.00

1,077.50

4,408.05

96.25 116.00

1,057.50 3,135.00 4,404.75

NetWIP

$4,408.05

Page3of3

-·- , .... ··~ ··--·-·-· --------------···· -~---·------------Grand Totals; . -

-------'-------·····-----------------------_____ ----- -- - ~~:40~:; ·-- -----rt:o~t$.'. · ---:~~:;~;~---- ·--j

-.Ji.

C.11 ~

---- -----·-. -·------ ---•• ·-···--NO-NONO•-- 00 ·----•

C..... THE FULLER ~) LANDAU GROUP1Nc

January 31, 2018

Siljon Investments Inc. / Siljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1S4


INVOICE


Invoice No. 124747


With respect to our appointment as Court appointed Receiver of Slljon Investments Inc. and Sil]on Far Hills Ltd. for the period ending January 31, 2018 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 4.80 hrs. @ $4 79.17/hr. * M. Niva - 2.60 hrs. @ $225.00/hr. M. Glowlnsky - 2.40 hrs. @ $200.00/hr. M. Baxter - 0.68 hrs. @ $126.25/hr. * S. Kaur - 0.43 hrs. @ $125.00/hr.

* average rate (rounded)

Our fee ...................................................................................................................... , $ 3,504.60

HST............................................................................................................................ 455.60 -------BALANCE DUE ......................................................................................................... $ 3,960.20


Payment is due on receipt of account. Amount outstanding in excess of thirty days will be charged interest at 12¾ per annum until paid in full.



D Visa D MasterCard

Date:

Toronto, Hamilton

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

155

01 Feb, 2018

Alters Used: - lime Expense Date: 2000-01-01 to 2018-01-31

Fuller Landau LLP

Billing Worksheet


- Engagement Name: Slljon Investments Inc. to Siljon Investments Inc.


Mastel' Client:-1300468 •.Sjljo.n Jnvestmenis'1ri·c:· ---1306468:01 - Siljon lnvestme.nts Inc. - KLP ·

•---•-••ff•M-••u----••-·••• •••• -••• • .. • • ,_. . .,. •••~•-••-•-•-••---.,•--"-•••'-"

WIP CRI AGT AGT80 General




CRl AGT AGT80 General





KLP

KLP

KLP

KLP

KLP

KLP

KLP

KLP

KLP

Retainer· Balance Q.00.

WJP 3,504.60

.l'.r.o:gress . 0.00

Net-:-WII' 3,504.60

-----·· ~-··----------Memo

11/10/2017 D/w Richard Azeres ofWeirFoulds re: status of 8 Sykes in Meaford, ON

06/11/2017 Send queries to Tarion re: the costs of remaining items to be invoiced as determined to be warrantable items in the performance audit report as well as the ability of GSCC No. 83 to file future warranty claims with Tarion.

08/11/2017 Send flu email request to Tarion re: queries on invoice rec'd on claim of GSCC83 and whether it is eHgible to file additional warranty claims

09/11/2017 D/w James Maclellan re: whether Tarion charge for conciliation is eligible to be charged against bonds; send approved response to Tarion re: o/s invoice for conciliation charge

21/11/2017 Email exchange with James Maclellan re: demand sent to CGNA by Tarion for invoice relating to additional charge included in settlement of GSC 83 performance audit warranted items;send request to Ryan Healy of Tarion re: estimate offinal repairs and to confirm whether additional warranty claims can be made notwithstanding settlement;

05/12/2017 Update R&D and prepare and sign S. 246(2) report to creditors;

08/01/2018 Review information requested by CRA re: T5018 slips for contractors filed by the Receiver from 2014 to 2016

08/01/2018 Prepare updated R&D to December 31/17 and send to Mike Helfer of Carevest as requested;

09/01/2018 D/w Michael Glowinsky re: information requested by CRA re: T5018 slips issued for contractor payments from 2014 to 2016

- - Hours Rate

$475_00

$475.00

$475.00

$475.00

$475.00

$475.00

$485.00

$485.00

$485.00

0.30

0.80

0.30

0.60

0.40

0.40

1.10

o_ao

0.30

Page 1 of2

AR Balance! o.oo;

-------- .... , ... ___ i Amount

142.50

380.00

142.50

285.00

190.00

190.00

533.50

291.00

145.50

~

0, 0)

01 Feb, 2018

Filters Used: - Time Expense Date: 2000-01-01 to 2018-01-31 - Engagement Name: Siljon Investments Inc. to Siljon Investments Inc.


CR! CBA CBA53 Banking MNB 14/09/2017

CR! CBA CBA53 Banking MNB 12110/2017

CR! CBA CBA53 Banking MNB 10/11/2017

CR! CBA CBA53 Banking SDK 13/12/2017

CR[ CBA CBA53 Banking MNB 10/01/2018

CR[ REC REC80 General MLN 05/09/2017

CR! REC REC80 General MLN 08/09/2017





CR! REC REC80 General MGG 09/01/2018

Employee Summary


-G_rand Totals:

Fuller Landau LLP

Billing Worksheet


AGTTotals:

July bank recs

August bank recs.

September bank recs

FL bank rec.

November bank recs CBATotals:

$125.00

$125.00

$125.00

$125.00

$130.00

Call to Business Window to f/up held HST refund $225.00

Payment outstanding Invoice

Banking correction; payment outstanding disbursement

Pay A-1 for old utility amount owing

Tarion correspondence

File o/s HST to Nov30-17 RT0002 and RT0001

T5018 supplementary info - looking for owner name/contact info in records (BDO and FL)

REC Totals:


Baxter, Monique (MNB) Glowinsky, Michael (MGG) Kaur, Satinder (SOK) Niva, Minna (MLN) Pearl, Ken (KLP) Total NetWip

WIP

$3,504.60

$225.00

$225.00

$225.00

$225.00

$225.00

$200.00

--_,,-WfP·-....

$3,504.60 ·:-

Page2of2

4.80 2,300.00

0.17 21.25

0.17 21.25

0.17 21.25

0.43 53.75

0.17 22.10 1.11 139.60

0.45 101.25

0.40 90.00

0.55 123.75

0.45 101.25

0.20 45.00

0.55 123.75

2.40 480.00

5.00 1,065.00

10.91 3,504.60

0.68 85.85 2.40 480.00 0.43 53.75 2.60 585.00 4.80 2,300.00

10.91 3,504.60

Progress NetWIP

$0.00 $3,504.60

Prog~s$-/· . _ -N~t WIP -

·, so .• oo - :·· · · ".$3,G04;;so . -

~

01 --...J

I 1-·------· ·-·----··-···---------.... -... ---·-·····---------· ·-····-· ... ·····-···------ ·---···---· ,_. ______ .... --······-··· ··----· .... ,.

1:..-.. THE FULLER ~) LANDAU GROUP1Nc

February 28, 2018



INVOICE


Invoice No. 125258


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Sfljon Far Hills Ltd. for the period ending February 28, 2018 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 2.20 hrs. @ $485.00/hr. M. Baxter - 0.17 hrs. @ $130.00/hr.

Ourfee ....................................................................................................................... $ 1,089.10

HST .......................................................................................................... ,,................ 141.58 -------BALANCE DUE ......................................................................................................... $ 1,230.68

=======




Credit Card Number: Si nature:

Please remit to: THE FULLER LANDAU GROUP INC. Accts Receivable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada MSS 1 S4

D Visa D MasterCard

Toronto, Hamilton

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

158

Fuller Landau LLP 02Mar, 2018

Billing Worksheet


- Time Expense Date: 2000-01--01 to 2018-02-28 - Engagement Name: Siljon Investments Inc. to Slljon Investments Inc.


i-. Masi:"er-Client:-13064!:i'if- s1ijon_ lrwei;tments Inc:-· .... 1 1306468:01 - Siljon Investments Inc •. - KLP ! ------·- --·· ·····-----·--·-···-·--------~-

WIP




Employee Summary


·Retainer Salaiice ___ _ 0.00

.WIP 1.089.10

.Progress - 0;00 -

-~-·····-··"···~---·-·-.. ·-------- . -- ·····-··----·---··------02/02/2018

07/02/2018

Memo

Review letter rec;d by fax from CRA re: deemed trust claim and send copy to Cliff Prophet and John Salmas with recommended response re: prescribed security interest exemption

Assemble supporting documents to prescribed security interest; send with response to CRA's letter re: HST deemed trust arrears; AGTTotaJs:

09/02/2018 December bank recs. CBA Totals:


Baxter, Monique (MNB) Pearl, Ken (KLP) Total Net Wip

WIP

$1,089.10

Rate

$485.00

$485.00

$130.00

Net.WJP 1,089.10

Page 1 of 1

----- --- - --- . ---J ARBalam;e1 - 3,sQo.20 I

·······------------- ··-----------Hours Amount

1.10 533.50

1.10 533.50

2.20 1,067.00

0.17 22.10 0.17 22.10

2.37 1,089.10

0.17 22.10 2.20 1,067.00 2.37 1,089.10

Progress NetWIP

$0.00 $1,089.10

r--~(and:Totals~--~: - c,:::... ----- _- ···---~-- --~::'LL:~~--~------,-· --~- .-.~:-~-~:'.'.;~{j'.-~~)::: _ -----:~-~ '._'._~;~-c·~::i~:;/:~1~~~:~~~8~~:~~~Z~;;};[;:~:;:~ ~-----·---'-~;.~:~~-;-·::~~.:~~j

-lo.

0, co

·1 I

----- ·------·- ·-···-·--····--··--.. ·-------------

I!:-.... THE FULLER ~J LANDAU GROUP1NC

May 31, 2018

Siljon Investments Inc. I Siljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1 S4


INVOICE


Invoice No. 127980


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period ending May 31, 2018 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl- 0.80 hrs. @ $485.00/hr. M. Niva - 2.85 hrs. @ $235.00/hr. M. Baxter - 0.34 hrs. @ $130.00/hr. S. Bata - 0.36 hrs.@ $125.00/hr.

Our fee ....................................................................................................................... $ 1,146.95

HST............................................................................................................................ 149.10 -------BALANCE DUE ......................................................................................................... $ 1,296.05

=========


Payment is due on receipt of account. Amount outstanding in excess of thirly days will be charged interest at 12¾ per annum until paid in full.


Credit Card Number:

Si nature:

Please remit to: THE FULLER LANDAU GROUP INC. Accts Receivable 151 BloorStreetWest,12th Floor Toronto, Ontario Canada M5S 1 S4

D Visa D MasterCard

Date:

Toronto, Hamilton

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

160

04 Jun, 2018

Filters Used: - Time Expense Date: 1/1/2018 to 5/31/2018 - Engagement Name: Siljon Investments Inc. to Siljon Investments Inc.


[:Master:c·iien"i:"1~06468 - sm.on Investments" Inc. 1 · 1306468:01 -S.ilJ.on Investments Inc. - KLP . ·.

t .. ·-··· - ~- -···-··· . ---- ...... -~ .... , ------···--·-··· WJP


CRI CBA CBA53 Banking SBB

CRI CBA CBA53 Banking SBB

CRl CBA CBA53 Banking MNB






CRI REC RECB0 General MLN

Employee Summaiy


11/05/2018

09/03/2018

03/04/2018

14/05/2018

17/05/2018

10/05/2018

11/05/2018

22/05/2018

23/05/2018

29/05/2018

Fuller Landau LLP

Billing Worksheet

Prlmaiy Partner - Client Code

Retainer Balance o.oo

WI.P. 1.,146.95

Progr~ss. · . ::o:oo

Memo ·

Determine final bond premium payable to GCNA to Nov 7/18 pursuant to Settlement Agreement and issue payment and send to James Maclellan of BLG

AGTTotals:

Bank Reconciliation - January 2018

Bank Reconciliation - February 2018

March bank recs.

April bank recs. CBATotals:

File o/s RT0002 to Apr30-18; call to ?Confalone re: held refunds update

Discussion with Pat C. re: status of tax returns, review with KP; issue bond premium payment

Fax/Voicemall to PConfalone re: RC0001 status

CallsCRA

CRA calls to determine status of income tax returns and next steps with PConfalone; submit 2018 CDIC form

REC Totals:


Bala, Sobia (SBB) Baxter, Monique (MNB) Niva, Minna (MLN) Pearl, Ken {KLP) Total Net Wip

WIP

$1,146.95

Rate

$485.00

$125.00

$125.00

$130.00

$130.00

$235.00

$235.00

$235.00

$235.00

$235.00

NetWIP .... 1";146.95

~--· Hours

0.80

0.80

0.18

0.18

0.17

0.17 0.70

0.75

0.90

0.45

0.20

0.55

2.85

4.35

0.36 0.34 2.85 0.80 4.35

Progress

$0.00

Page 1 of 1

... : . AA:.~~~~:~ . ···---·-·-··-----~ .. ·

Amount

388.00

388.00

22.50

22.50

22.10

22.10 89.20

176.25

211.50

105.75

47.00

12925

669.75

1,146.95

45.00 44.20

669.75 388.00

1,146.95

NetWIP

$1,146.95

i--~--:~ . ~----- -----------,---------·····-··· ·------------ WI~ Prog"res~.:.. NetWIP

$1,146.9~ : . $0,0.0 . $1,1.'~fi;9.5 r Grand .Totiih,: . ---······-······-··············----------·--··---·--···------···--··· ... ----···---'------ ---------··-----·--·--··· ·····------- ...Ji.

0) ...Ji.

··-··-··------ ··-····----·-. --· -----· ------- -----···--·· ·- ·-·· ----


June 30, 2018



INVOICE


Invoice No. 128823


With respect to our appointment as Court appointed Receiver of Slljon Investments Inc. and Siljon Far Hills Ltd. for the period ending June 30, 2018 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 3.00 hrs. @ $485.00/hr. M. Niva - 1.10 hrs. @ $235.00/hr. C. Ng- 1.30 hrs.@ $195.00/hr.

Our fee ....................................................................................................................... $ 1,967.00


HST .................................. ,......................................................................................... 256.14 -------BALANCE DUE ......................................................................................................... $ 2,226.44

=======

Note:

Disbursements = Courier charge




Si nature:

Please remit to: THE FULLER LANDAU GROUP INC, Accts Receivable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada M5S 1 S4

D Visa D MasterCard

Date:

Toronto, Hamilton

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

162

04Jul, 2018

Filters Used: - Time Expense Date: 2000-01-01 to 2018-06-30 - Engagement Name: Slljon Investments Inc. to Siljon Investments Inc.


I .. Ma.Ster. Clieni:{306468- Slijon _Investments Inc:··

L __ 1306468:01 - Siljon h:westments_lnc. - KLP···-----·

WIP

- Client Couriers BUZZARD COURIER 12/06/2018




CRI BAC BAC74 Taxation and discharge CBN


CR[ REC REC80 General MLN

CR! REC RECB0 General MLN

Employee Summary


12/06/2018

14/06/2018

15/06/2018

08/06/2018

04/06/2018

05/06/2018

14/06/2018

Fuller Landau LLP

Billing Worksheet


·Retairi~1:.Balance . 0.00

Page 1 of2

_WIP -·· ·- Pr.9gr.ess . 1;970.30 . 0.00 .

-Net WiP AR Balancej 1,970.30 ·. 1,296:051

·-----·-·--- ... ··--···----···-······ .. ----------·--·----·· ·-----. ·-···---,J Memo

Ship Date: May 14 Client Totals:

Request details of invoices rec'd from Tarion re: warranty claims

Review and sign 2017 and 2018 T2 returns for Siljon Far Hills and Siljon Investments and arrange to efile

Review response from Andrew Wilson ofTarion re: queries to invoices on warranty claims and share with counsel to CareVest and GCNA

AGTTotals:

Prepare F2017 and F2018 tax returns for Investments and Far Hills.

BACTotals:

Update R&D to May 31/18 and prepare and sign 246(2) report dated June 4/18 for filing; d/w Gowlings and Collus re: unpaid invoices sent to BDO re: 27 Beaver St. unit 206; prepare P&L fory/e Feb 28/17 and 18 and send to Cheryl Ng to prepare income tax returns requested by CRA for Siljon companies to obtain release of HST refunds

Pay outstanding disbursements

Confirm T2s filed; discussion with CRA (Pat C.) re: T2s, next steps

REC Totals:

Siljon Investments Jnc.

Ng, Cheryl (CBN) Niva, Minna (MLN) Pearl, Ken (KLP}

Total Net Wip

WIP

$1,970.30

Rate Hours

$0.00

$485.00 0.30

$485.00 1.60

$485.00 0.30

2.20

$195.00 1.30

1.30

$485.00 0.80

$235.00 0.40

$235.00 0.70

1.90

5.40

1.30 1.10 3.00

5.40

Progress

$0.00

Amount

3.30

3.30

145.50

ne.oo

145.50

1,067.00

253.50

253.50

388.00

94.00

164.50

646.50

1,970.30

253.50 258.50

1,455.00 1,967.00

NetWIP

$1,970.30

-·. - - -----·-~

....Ji.

0) w

04Ju!, 2018

Filters Used: - Time Expense Date: 2000-01-01 to 2018-06-30 - Engagement Name: Siljon Investments Inc. to Slljon Investments Inc.

[:;:.~d.~~-'~_~1_:~_i:_, __ :_.·,·_· -~-----------~----

Fuller Landau LLP

BiUing Worksheet


Page 2of2

· -_~:i;:\:':::)it'.. :: : ~tr:i:- .i_t~:r:is. . _·:: ~;;~]It!o:~ .- :.:.:::;;:~:J

....Ji.

0) ~

·--·· ··-·---········----- ··--·-·-- ·----· --.. ····-----··--··------

C..... THE FULLER ~) LANDAU GROUP1Nc

July 31, 2018



INVOICE


Invoice No. 129192


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period ending July 31, 2018 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl- 0.60 hrs.@ $485.00/hr. M. Niva - 0.75 hrs. @ $235.00/hr. M. Baxter._ 0.17 hrs.@ $130.00/hr.

Our fee ....................................................................................................................... $ 489.35

HST............................................................................................................................ 63.62 -------BALANCE DUE ......................................................................................................... $ 552.97

=======


Payment is due on receipt of account. · Amount outstanding in excess of thirty days will be charged interest at 12% per annum until paid in full,


SI nature:


D Visa D MasterCard

Date:

Toronto, Hamilton

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

165

02Aug, 2018

Filters Used: - EngagernentlD: 1306468:01 to 1306468:01


1 Master-C_lienJ; 1306468 - Siljon lnveslm~ri"5 Inc.

; 1.306461:i:"01 - Siljon lnves~ents l_nc. ~ KLP

L----~---~---- - .......... ..: .. --·-----w1P






Employee Summary


KLP

MNB

MLN

MLN

Fuller Landau LLP

Billing Worksheet


Retafne:r Bal;n:ice WIP 0.00 48.9.35

--------------·-----05/07/2018

Memo

Arrange fore-fifing of previously mailed T2 for 2016 for Siljon Investments and Siljon Far Hills as requested by CRA

16/07/2018 Review email from James Maclellan of BLG and demand from Talion on security of CGNA to pay o/s invoices totalling $9,297.53;

AGTTotals:

10/07/2018 May bank recs. CBA Totals:

13/07/2018 Pay outstanding disbursement

18/07/2018 File RTOOD2 to June 30-18 REC Totals:


Baxter, Monique (MNB) Niva, Minna (MLN) Pearl, Ken (KLP) Total NetWIP

Progress· 0,00

WIP

Rate

$485.00

$485.00

$130.00

$235.00

$235.00

$489.35

Hours

0.40

0.20

0.60

0.17 0.17

0.30

0.45 0.75

1.52

Ne,VVIP :489;35

0.17 0.75 0.60 1.52

Progress

$0.00

Page 1 of1

AR "saiaiti:el 2:226.441

Amount--

194.00

97.00

291.00

22.10 22.10

70.50

105.75 176.25

489.35

2210 176.25 291.00 489.35

NetWIP

$489.35 l;:;~~~:~~L~~~~...::~ .• , .,;;.:;:~.~~~:;;;;:: "'-==~· .,·,-~~--*'"·..:~.-~;;;~;-~;;~:;;;""'("""-.:::-.:;.2::c:;;_;= .. ~:';':=·<:::~~~'.:.: _ ......... :,r::,::;~_r::· -· ~-~:r~!J.r~; :!=::..~1::'~tV!i'_!~:~H· -~ ·· ·· ,,$489.;a5 . ·. $o.!>0 .$4!1~,3li

...Ji.

0) 0)

--------

I!!--.. THE FULLER ~) LANDAU GROUP1Nc

November 30, 2018



INVOICE


Invoice No. 131092


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period ending November 30, 2018 as set out in the attached detailed time dockets.

OUR STANDARD FEE

M. Niva - 0.85 hr. @ $235.00/hr. M. Baxter - 0.68 hr. @ $130.00/hr.

Our fee ....................................................................................................................... $ 288.15

HST............................................................................................................................ 37.46 -------BALANCE DUE ......................................................................................................... $ 325.61

======


Payment is due on receipt of account. Amount outstanding in excess of thirly days will be charged interest at 12% per annum until paid in full.


Credit Card Number:

Si nature:

Please remit to; THE FULLER LANDAU GROUP INC. Accts Recelvable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada M5S 1 S4

D Visa D MasterCard

Toronto, Hamilton

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

167

03 Dec, 2018

Filters Used: - Time Expense Date: 1/1/1970 to 11/30/2018

Fuller Landau LLP

Billing Worksheet




Master Client} 13064.68 - Siljon Investments Inc, 1306468:01 • Sl!Jon Investments .Inc •. - KL;P -· ····-···- -···--··-·----····---··---~---~---· ................ ·-··-··----WIP







Employee Summary

Retainer Balance o.oo

.. ---------·-··---------·--···· ............ -----------Memo

13/08/2018 June bank recs.

10/09/2018 July bank recs.

11/10/2018 August bank recs.

12/11/2018 September bank recs. CBATotals:


09/08/2018 Deposit HSTrefunds REC Totals:


Baxter, Monique (MNB) Niva, Minna (MLN) Total Net Wip

-- WIP 288.15 ·

-: . ,Pr.ogress 0,00 ·

-NetWIP- · 288i15 · ·

Page 1 of1

ARBiiancej 552.97!

----·---~-..,. ... -~---- . _______ _J Rate Hours

$130.00 0.17

$130.00 0.17

$130.00 0.17

$130.00 0.17 0.68

$235.00 0.40

$235.00 0.45 0.85

1.53

0.68 0.85 1.53

WIP Progress

Amount 22.10

22.10

22.10

22.10 88.40

94.00

105.75 199.75

288.15

88.40 199.75 288.15

NetWIP

Primary Partner Pearl, Ken Totals: ,,.,.........,..,,......--,--- $288.15 $0,00

...Ji.

0) CX)

---·· .... -·--·······-·-----------··-··---------


December 31, 2018



INVOICE


Invoice No. 131721


With respect to our appointment as Court appointed Receiver of Slljon Investments Inc. and Siljon Far Hills Ltd. for the period ending December 31, 2018 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl- 0.70 hr.@ $485.00/hr. M. Baxter - 0. 17 hr. @ $130.00/hr.

Our fee ....................................................................................................................... $ 361.60

HST............................................................................................................................ 47.01 -------BALANCE DUE ......................................................................................................... $ 408.61



Cardholders Name:

Credit Card Type: Credit Card Number:

Si nature:



131721

D Vlsa D MasterCard

Toronto, Hamilton

CVD:

Expiration Date:

Date:

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

169

03 Jan, 2019 FuUer Landau LLP

Billing Worksheet Page 1 of 1


- Time Expense Date: 1/1/2000 to 12/31/2018 - Engagement Name: Slljon Investments Inc. to Slljon Investments Inc.


~Master Client:130046.(f~-Siljon lovesl(ilents .in-c: ... ' 1306468.:01 ~ Siljoi1 Investments 1.nc. - KLP

Retainer Balance WIP . . . . Progress ·· N·efWIP AR Bal.an~ 0.00 361.60 . . . 0.00 . 361,60 878.58;

·-·····-·-····-···-····-····- .••.••• ··-·· .. ·····-·-······-··--- ••...••..•...•.• ·······-········---···· -····-·----··············-··'"····-···-······ .• ··-----·· ·············-······ •.•••.••.• I WJP Memo Rate Hours Amount CRI AGT AGT80 General KLP 12/12/2018 Update R&D and prepare 246(2) report of the Receiver $485.00 0.70 339.50

AGTTotals:

CRI CBA CBA53 Banking MNB 06/12/2018 October bank recs. CBATotals:


Employee Summary Baxter, Monique (MNB) Pearl, Ken (KLP) Total Net Wip


-·--·-····-·- ··--·-----·-·-·-·-------------· . :. ~~;.-

.. l!-.. ·· ::?ra1_1~otal$: .:' :· ·;_,,'"-'--~---..... ··-··-·· . _.:,__. -~·, ~---... : •... ·····-·-···---=~ -~-·· ~· ._. . .. · .... · ···---

WIP

$361.60

$130.00

0.70

0.17 0.17

0.87

0.17 0.70 0.87

Progress

$0.00

339.50

22.10 22.10

361.60

22.10 339.50 361.60

NetWIP

$361.60

· ·· '.";;;;~~;>"' p~~:,;;~:/~)r- -!.~1::.; -~..C.....-'-

i I

-···--.,.J

...Ji.

-....J 0

··-··--···--·-·---··------ -----

I!!--.. THE FULLER ~) LANDAU GROUPtNC

January 31, 2019



INVOICE


Invoice No. 132447


With respect to our appointment as Court appointed Receiver of Slljon Investments Inc. and Siljon Far Hills Ltd. for the period ending January 31, 2019 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 1.40 hrs. @ $495.00/hr. M. Niva - 0.75 hr. @ $245.00/hr. M. Baxter- 0.17 hr. @$135.00/hr.

Our fee ....................................................................................................................... $ 899.70

HST............................................................................................................................ 116.96 -------BALANCE DUE ......................................................................................................... $ 1,016.66

=======

HST Registration No. R 130795669

Payment Is due on receipt of account. Amount outstanding In excess of thirty days will be charged interest at 12% per annum until paid in full.


Si nature:



CJ Visa D MasterCard

Date:

Toronto, Hamilton

Tel: {416) 645-6500 Fax: {416) 645-6501

www.fullerllp.com

171

04 Feb,2019


Fuller Landau LLP

Billing Worksheet


- Engagement Name: Siljon Investments Inc. to Siijon Investments Inc_


I ~faster Client: 1306468- Siljon Investments Inc. ! 130646a:o1 . .,Si(jon Investments Inc. - KLP

1,,.--···-··-·"•• . WIP CRI AGT AGTSO General KLP

CRl AGT AGTSO General

CRl CBA CBA53 Banking



Employee Summary


KLP

MNB

MLN

MLN

Memo

Retain.er SJlance . · ·o.oo

WIP 899_70

09/01/2019 Provide details of sale of specific units to Talion as requested

25/01/2019 Review correspondence from Tarion re: status of returning bOnds held as security and send to James Maclellan, counsel to GCNA

AGTTotals:

14/01/2019 November bank recs. CBATotals:


28/01/2019 Pay outstanding disbursements REC Totals:


Baxter, Monique (MNB) Niva, Minna (MLN) Pearl, Ken (KLP) Total Net Wip

Progress (MO

Rate Hours

WIP

$899.70

$495.00 0.80

$495.00

$135.00

$245.00

$245.00

0.60

1.40

0.17 0.17

0.30

0.45 0.75

2.32

0_17 0.75 1.40 2.32

Progress

$D-OO

NetWIP, 8~9:70

Page 1 of1

.AR·B:~:.~

-· .·,. __ _J Amount

396.00

297.00

693.00

22.95 22.95

73.50

110.25 183.75

899.70

22.95 183.75 693.00 899.70

NetWIP

$899.70

I-·--·--------··---:._ j Grand Totals:· ·· '

·-·--·-·-·-·M------------------------------·--:=-~~~~-=- · ... ,~ -~,~~~;,~ .. _____ · P·ro:;::s·;hi~:: .. ::[:LJ;8~9~~---- :. -~~~:1

...Ji.

-...J N

-···----·~·-·--- .... --·-····---·-· ········-·----· ····-- -- ··--·---·-- ·---------···- -· --- ····-

C...... THE FULLER ~) LANDAU GROUP1Nc

April 30, 2019



INVOICE


---------·· ···----- --

Invoice No. 134637


With respect to our appointment as Court appointed Receiver of Slljon Investments Inc. and Siljon Far Hills Ltd. for the period ending April 30, 2019 as set out In the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 2.30 hrs. @ $495.00/hr. M. Niva - 0.70 hr.@ $245.00/hr. K. Regan - 0.17 hr.@ $155.00/hr. M. Baxter" 0.34 hr.@ $135.00/hr.

Our fee ....................................................................................................................... $ 1,382.25

HST............................................................................................................................ 179.69 -------BALANCE DUE .......................................................................................................... $ 1,561.94

=======



Cardholders Name:

Credit Card Type: D Visa D MasterCard

Credit Card Number:

Si nature:

Please remit to: THE FULLER LANDAU GROUP INC. Accts Receivable 151 Bloor Street West,12th Floor Toronto, Ontario Canada M5S 1 S4 Toronto, Hamilton

CVD:

Expiration Date:

Date:

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

173

30Apr, 2019

Alters Used: - Time Expense Date: 1970-01-01 to 2019-04-30

Fuller Landau LLP

Billing Worksheet


Page 1 of 1


Primary Partner; Pearl, Ken (KLP)

i Master Client:"ffo~a:: Si!)Qn investments)oc.'~ - ··-- -- • .-- ... - - .. - Retainer Balance 0.00.

WIP· 1;382,25.

Progre$.S ,:o:oo

Net WIP .. . ARBalanc~

1,382.25 . · o.ci°.J I 130G468:01 -Sjljon Investments Inc, - KLP • .,.,..,, __ ,. ____ ,, __ ,. ____ ••••••••-••·••r•~••• • • ~.,. .. ,_,~-,·-·---••---·- •~·----·••,•

WIP




CRI CBA CBA53 Banking KER


CRI REC RECBO General MLN

Employee Summary


>. Grai)d Totals~ ·':".-c' ·:·· · ···-·· ·- ·- ..

----··· ·· -· ·-· ······-··· ·- - ·· -·--- ·-·-·----·· ..... -···-·-·-····-······-· ·······-· .... ··f-io"ii-~ ... ·-· ·······-·-··-·····------··-···· Memo Rate

$495.00

Amount

1,138.50 25/04/2019 Draft 6th and final report of the Receiver; update R&D to April 25th;

AGTTotals:

07/02/2019 December bank recs.

07/03/2019 January bank recs.

08/04/2019 Feb 2019 bank Recs CBATotals:


26/04/2019 Review RT0002 REC Totals:


Baxter, Monique (MNB) Niva, Minna (MLN) Pearl, Ken (KlP) Regan, Karen (KER) Total Net Wip

WIP

$1,382.25

$135.00

$135.00

$155.00

$245.00

$245.00

2.30

2.30

0.17

0.17

0.17 0.51

0.30

0.40 0.70

3.51

0.34 0.70 · 2.30 0.17 3.51

Progress

$0.00

.; .. ,, . : .. ... :~~:;;;: . · .. '·\}~t~:r ;i:::-::::'::;:)tfr:Q11~.

1,138.50

22.95

22.95

26.35 72.25

73.50

98.00 171.50

1,382.25

45.90 171.50

1,138.50 26.35

1,382.25

NetWIP

$1,382.25

·.- .. ·NetWIP .. .-

$1,38;:~~'.i .... ----~l

j

....Ji.

-....J ~

------· -···- ,. _______ -------·-··----------- . ·-·----- ····------ ---··-------····

C...... THE FULLER ~J LANDAU GROUP1Nc

May 31, 2019



INVOICE


Invoice No. 135419


With respect to our appointment as Court appointed Receiver of Slljon Investments Inc. and Siljon Far Hills Ltd. for the period ending May 31, 2019 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl - 4.10 hrs. @ $495.00/hr. M. Niva - 0.40 hr. @ $245.00/hr. K. Regan - 0.32 hr. @ $155.00/hr.

Our fee ....................................................................................................................... $ 2,177.10

HST............................................................................................................................ 283.02 -------BALANCE DUE .......................................................................................................... $ 2,460.12

========


Payment is due on receipt of account. Amount outstanding in excess of thirty days w//1 be charged interest at 12% per annum until paid in full.

Cardholders Name:

Credit Card Type:

Credit Card Number:

Si nature:

Please remit to: THE FULLER LANDAU GROUP INC. Accts Receivable 151 Bloor Street West,12th Floor Toronto, Ontario Canada M5S 1 S4

D Visa D MasterCard

Toronto, Hamilton

CVD:


Tel: {416) 645-6500 Fax: {416) 645-6501

www.fullerllp.com

175

04Jun, 2019


Fuller Landau LLP

Billing Worksheet


Page 1 of 1



\ ... Masterc1fent: 1306468 - s~Jon 1nvestmerits1nc:--·--·· ............ -- --·--··

! 1306468:01 ~ Siljon .lnvestn:ten~ lni;. - KLP 1_ ... _, ______ .,,.,, ...... -·. ·----·--·--··----- ...

WIP







Employee Summary


KLP

KLP

KER

KER

MLN

MLN

Retainer Balance o.oo·

wiP--2,1T1.10 -..

Progress ' 0.00

. ............... _ .. ,,_ ... ., ... _.. . .... ------------

17/05/2019

31/05/2019

Memo

Draft Sixth Report of the Receiver, update R&D and schedule of professional fees since June 2015 for approval by the Court

Update R&D to May 30th and draft S. 246(2) report AGTTotals:

08/05/2019 Bank rec

22/05/2019 Bank rec CBATotals:


24/05/2019 CDIC form REC Totals:


Niva, Minna (MLN) Peart, Ken (KLP) Regan, Karen (KER) Total Net Wip

WIP

Rate

$495.00

$495.00

$155.00

$155.00

$245.00

$245.00

. ~etWIP 2,177.10,

ARBafancel 0.00

-------·-------.. -·----------' Hours

3.50

0.60 4.10

0.17

0.15 0.32

0.30

0.10 0.40

4.82

0.40 4.10 0.32 4.82

Progress

Amount

1,732.50

297.00 2,029.50

2s_35

23.25 49.60

73.50

24.50 98.00

2,177.10

98.00 2,029.50

49.60 2,177-10

NetWIP

$2,177.10 $0.00 $2,177.10

f·· ·•::·.: ···:-: ,:.:c,·.: _ .. ~::0:·::·::-c'·:.:. · -.--- W.IP: ... :, .. ·. ~.rc;,gr.es~"- ·.,··:.--·:·~et.WIP _ -··--·-- ---··---~ l·GrandTofals:·----- -- .. - .- · .. - . -. $2,177:Hi'--·:::-~.-.:-·:- $0.oo·i,-·--.~- ·".:$2,177.10 - - _. __ L ...-.- ..,... ._.,,..,,.__,,,,_.,..,....._ .,, . .,_, . , . .-• ,..,,..,,,.,-.,.,_,,~., . .,., .,-, ~ •• ·-. • •, --~,. .,...--, ,,..••n-........ ,,..,, .. ,.....,..,..., ,.....,,,.1 .... , _,,....,,-.1,o.t.,.. •• ..,."4.,_ .. ow.. .......... --'-'---~•••Offlo, .. ._ .. ,.. .••. ,...;.. ....... ,u.,...,_.._...., · ,......._,__,._ -~u, __ , ,...~.., -••., • ~ .-..N.,_,...;,..l,--••• ... ...., •• 4=-~ .. .,.,,..,...,.._,..., • ...._..._ ••• - • .,.,,---,,, ,.,,..,,..,,. •••

....Ji,,

-...J 0)

..... -·--··--·----

I!!-..., THE F.ULLER ~) LANDAU GROUP1Nc

August 31, 2019



INVOICE


Invoice No. 137332


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period ending August 31, 2019 as set out fn the attached detailed time dockets.

OUR STANDARD FEE

M. Niva - 1.75 hrs. @ $245.00/hr. K. Regan - 0.15 hr. @ $155.00/hr.

Our fee ....................................................................................................................... $ 452.00

HST............................................................................................................................ 58.76 -------BALANCE DUE ......................................................................................................... $ 510.76

=======


Payment Is due on receipt of account. Amount outstanding in excess of thirty days will be charged interest at 12¾ per annum until paid in full.


Si nature:


D Visa D MasterCard

Toronto, Hamilton

CVD:

Expiration Date:

Date:

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

177

04Sep, 2019

Filters Used: - Time Expense Date: 2000-01-01 to 2019-08-31 - Engagement Name: Siljon Investments Inc. to Siijon Investments Inc.


Fuller Landau LLP

Billing Worksheet

Primaiy Partner - Client Code

f-Master .. Client~ 1306468 -Siijon fnvestments'inc;··--- --··-·· ...... ·-···--·---- . .. Retainer Balai:ice·-- WIP· . 452.00 •

• Progress 0.00

Net.WIP 452.00.

Page 1 of1

AR sa1arice'I o;oo

. i 1 ... 1306468:01 .-.Silj'on lnvestm~nts Inc. -.KLP __ ---·· ·--------···-·-·. -------- ---·-·--. ·----------·-· · . --------· 0.00 WIP Memo

-------·--- ---·--·Ratii ______ Ho_u_rs __________________ -·-----··-Amount

2325 23.25






Employee Summary


f\:; .: ;':' .. ~'c": '=C:z':' .: ':. ·.;:. .. I GrandTotals: · ·· · · l_ ...... --------

KER

MLN

MLN

MLN

MLN

.. <-;._:·:-::·::·· .. _-:·- ----·

24/06/2019 May 2019 bank rec CBATotals:

14/06/2019 File RT0002 to May 31/19

23/07/2019 Call to CRA to request post-receivership refund to be issued to receiver


27/08/2019 Deposit HST refund REC Totals:


Niva, Minna (MLN) Regan, Karen (KER) Total Net Wip

WIP

$452.00

$1ss.oo 0.15

0.15

$245.00 0.60

$245.00 0.45

$245.00 0.40

$245.00 0.30 1.75

1.90

1.75 0.15 1.90

Progress

$0.00

147.00

110.25

98.00

73.50 428.75

452.00

428.75 23.25

452.00

NetWIP

$452.00

--:~,~c:::e~~.~--~· .. ¼~; : · .• ·.·,:. · :~·:.ft~~::•:·.;::::~:(;~t;~:::::::~::i;#=.~14~~~:~J~?~SJi:E~: ._. __ J

-lo.

---..I 00

... ·--···- .... --·-·-·---· ·------- --------. -··- ·----··-·---------


October 31, 2019



INVOICE

FOR PROFESSIONAL SERVICES RENDERED:

---------· ···-·-·----·

Invoice No. 138287


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Slljon Far Hills Ltd. for the period ending October 31, 2019 as set out in the attached detailed time dockets.

OUR STANDARD FEE

K. Pearl- 6.80 hrs.@ $525.00/hr. M. Niva - 0.40 hr. @ $250.00/hr. K. Regan- 0.31 hr.@ $151.42/hr. *

* average rate (rounded)

Our fee ....................................................................................................................... $ 3,718.80

HST............................................................................................................................ 483.44 -------BALANCE: DUE ......................................................................................................... $ 4,202.24

======




Credit Card Number:

SI nature:


D Visa D MasterCard

Date:

Toronto, Hamilton

Tel: (416) 645-6500 Fax: (416) 645-6501

www.fullerllp.com

179

05 Nov, 2019

Filters Used: - Tlme Expense Date: 2000-01-01 to 2019-10-31

Fuller Landau LLP

Billing Worksheet

Primary Partner- Client Code

Page 1 of1

- Engagement Name: Siljon Investments Inc. to Sition Investments Inc.


r--~-as-te"rciieiit:" 1306468 :sujonTn_ve_st_m_en_ts_. -hi-c-.. ------ --- -- -- - Retainer Balance' -------- WIP . ------ ~-:P_r_o-gr-ess· I . 130646.8:01 -Siljon Investments [nc. -KLP . 0.00 3,718.80. .. ,o.oo ..

Ne.tWJP · 3,718.80···

AR Balance! . 0:001

! ----- ······· ··-· . -······ ··-···-------·---·----------------·- ··------·-· WIP






CRI REC REC80 Genera! MLN

Employee Summary


.. · ....... ~.:::.: .. ·-·---··-· Grand1Tota(s: ·

Memo ··· ------.......... ---·--····--·· · ....... -··R~t;--·--·-Hours ...... ···--····--- ""'·"·· · · Amount

23/10/2019 Continue draft of final court report to request discharge

24/10/2019 Continue draft of court report

25/10/2019 Finalize draft report and send to John Salmas for review AGTTotals:

05/09/2019 July bank recs

08/10/2019 Aug 2019 bank rec CBATotals:

24/10/2019 Pay outstanding disbursement REC Totals:


Niva, Minna (MLN) Pearl, Ken {KLP) Regan, Karen (KER) Total Net Wip

WIP

$3,718.80

$525.00 2.20

$525.00 2.70

$525.00 1.90 6.80

$155.00 0.16

$160.00 0.15 0.31

$250.00 0.40 0.40

7.51

0.40 6.80 0.31 7.51

Progress

$0.00

···--· ·. · .... :~::'··:t}~!f ;;;_:.fr)} ,:: .. _Progress· ..

$3,7.1MO $0.00

1,155.00

1,417.50

997.50 3,570.00

24.80

24.00 48.80

100.00 100.00

3,718.80

100.00 3,570.00

48.80 3,718.80

NetWIP

$3,718.80

"f,l,~W.IP ..

~$3~718.-~0 .

l .I

i

-Ji.

00 0

---- .,. ____ , __ ..... ____ _

I:-... THE FULLER ~) LANDAU GROUP1NC

November 30, 2019

Si/jon Investments Inc./ Siljon Far Hills Ltd. c/o The Fuller Landau Group Inc. 151 Bloor Street West, 12th Floor Toronto, ON M5S 1 S4


INVOICE

FOR PROFESSIONAL SERVICES RENDERED:

Invoice No. 138622


With respect to our appointment as Court appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd. for the period ending November 30, 2019 as set out in the attached detailed time dockets.

OUR STANDARD FEE

M. Niva - 0.40 hr. @ $250.00/hr. K. Regan - 0.17 hr. @ $160.00/hr.

Our fee ....................................................................................................................... $ 127.20

HST............................................................................................................................ 16.54 -------BALANCE DUE ......................................................................................................... $ 143.74

======


Payment is due on receipt of account. Amount outstanding in excess of thirty days wifl be charged Interest at 12¾ per annum until paid In full.


Si nature:

Please remit to: THE FULLER LANDAU GROUP INC. Accts Receivable 151 Bloor Street West, 12th Floor Toronto, Ontario Canada M5S 1S4

D Visa D MasterCard

Date:

Toronto, Hamilton

Tel: (416) 646-6500 Fax: (416) 645-6501

www.fullerllp.com

181

02 Dec, 2019

Filters Used: - lime Expense Date: 2000-01-01 to 2019-11-30 - Engagement Name: Siljon Investments Inc. to Siljon Investments Inc.


i Masterc""if~-nt: 1306468-,Siijon ·1nvestmenls. lriC. j 1306468:01 - Siljon hwestments Inc •. - KLP

WIP

CR! CBA CBA53 Banking


Employee Summary


r--------------·--6L~rand Totals: _

KER

MLN

Fuller Landau LLP

Billing Worksheet


Retainer .Baiance·-· . 0.00

Page 1 of 1

WiP : Progress ...... .NeHVIP AR Balance: 1.27.20 0.00 1_27 .. 20 0.00!

·I • •••--~------·- O •-,-·----· •- ~ ......... _ouo••-•••••' ~- •"-----••H-, .. ~ ·----~-·-• ·------ -·

11/11/2019

Memo Sep bank rec CBATotals:


REC Totals:


Niva, Minna (MLN) Regan, Karen (KER) Total Net Wlp

Rate Hours

$160.00 0.17 0.17

$250.00 0.40 0.40

0.57

0.40 0.17 0.57

WIP Progress

$127.20 $0.00

Amount

27.20 27.20

100.00 100.00

127.20

100.00 27.20

127.20

NetWIP

$127.20

___ ,..:.,,)""':~it~[i'.~~;~;;illtL:. Pro:;:::;rx::::'.:I ·. ~ ;1;~j:~L~-- .j

~

CX) I\.)

Appendix "G" 183 Kraft Affidavit affirmed December 12, 2019

23

43455198_ 4JNATDOCS

BETWEEN:



(COMMERCIAL LIST)


Applicant

-and-


AFFIDAVIT OF KENNETH KRAFT (affirmed December 12, 2019)

Respondents

I, KENNETH KRAFT, of the City of Toronto, in the Province of Ontario, AFFIRM

AND SAY AS FOLLOWS:

1. I am a Partner with Dentons Canada LLP ("Den tons"), as such, I have knowledge of the

matters to which I hereinafter depose.

2. Pursuant to an Order dated November 30, 2010 (the "Appointment Order"), The Fuller

Landau Group was appointed Receiver and Manager of Siljon Investments Inc. and

Siljon Far Hills Ltd. in the within proceedings (the "Receiver").

3. The Receiver retained Dentons as counsel to advise it with regard to the matters related to

its appointment and the exercise of its powers and performance of its duties.

43561216_ 1 INA TDOCS

184

-2-

4. The Receivership Order provides at paragraph. 18 that the Receiver, and counsel to the

Receiver, shall be paid their reasonable fees and disbursements at their standard rates and

charges.

5. The Dentons fees and disbursements for the period of July 1, 2015 to October 31, 2019

(the "Fee Period"), are summarized in the invoices rendered to the Receiver (the

"Invoices"). The Invoices are a fair and accurate description of the services provided, the

disbursements incurred and the amounts charged by Dentons. I am advised by the

Receiver that it has reviewed the Invoices and that it considers the fees and disbursements

as fair and reasonable. Attached and marked as Exhibit "A" are the Invoices.

6. Attached and marked as Exhibit "B" is a schedule summarizing the Invoices, the total

billable hours charged, the total fees charged (both prior to and after the application of the

applicable discount) along with the average hourly rate charged.

7. Attach~d and marked as Exhibit "C" is a schedule summarizing the respective years of

call and standard billing rates of each of the solicitors at Dentons who acted for the

Receiver.

8. For the Fee Period, Dentons voluntarily applied a discount to the fees charged under the

Invoice. The amount of the discount is reflected in the Invoice.

9. The Den tons rates and disbursements are consistent with those in the market for these

types of matters and have been previously approved by this Honourable Court in similar

proceedings.

43561216_ 1 INATDOCS

185

-3-

10. I make this affidavit in support of the motion for, among other things, approval of the

fees and disbursements ofDentons and for no other or improper purpose.

AFFIRMED before me at the City of Toronto in the Province of Ontario, this 12th

day of ecemb r, 2019.

43561216_1JNATDOCS

KENNETH KRAFT

186

43561216_ 1 JNATDOCS

THIS IS EXHIBIT "A" REFERRED TO IN THE

AFFIDAVIT OF SERVICE OF KENNETH KRAFT

AFFIRMED BEFORE ME THIS 12th DAY OF

DECEMBER, 2019.

187

DENTONS

The Fuller Landau Group Inc. 151 Bloor Street West 12th Floor Toronto ON MSS 154


Date July 31, 2015

Denlons Canada LLP 77 King Street West, Suite 400 Toronto-Dominion Centre Toronto, ON, Canada MSK 0A1

T 416 863 4511 F 416 863 4592

Matter Number 563609-000002

The Fuller Landau Group Inc. Re: Siljon Investments Inc.

Salans FMC SNR Denton

dentons.com

INVOICE# 3143940

GST/HST # Rl21996078 QST # 1086862448 TQ 0001

Lawyer John Salmas

Professional Fees Less: Discount

$ 11,225.00 (2,245.00}

Payment Options:

~

Net Professional Fees

Disbursements

HST (13.0%) on $9,826.iB

Total Amount Due

Internet BanklnR·

$

$

8,980.00

846.18

1,277.40

11.103.58

Cheques payable to Dentons Canada LLP and mailed to the above noted address.

Accepted at most financial institutions. Your payee is Dentons Canada LLP and your account number is 563609. Please email us at [email protected] referencing invoice number and payment

amount.

wire Transfi:c; Bank of Montreal 1st Canadian Place, Toronto, ON Swift Code: BOFMCAM2 Bank ID: 001 Transit: 00022 CAD Funds Bank Account: 0004-324

Credit Card; Payments are accepted via telephone, email or fax. We accept American Express, MasterCard or Visa (please circle one), Card No. __________________ _

Expiry Date: _____ Amount: _________ _ Cardholder Name: _______________ _ Signature: ___ __; ___ ....:_ __________ _

Please email us at [email protected] ro referencing invoice number and payment amount. Payment due on receipt. Interest will be charged at the rate of 1.3% per annum on all outstanding amounts over 30 days.

188

DENTONS CANADA LLP INVOICE 3143940 Page 2 of 4

Matter# 563609-000002 The Fuller Landau Group Inc. Re: Siljon Investments Inc.

Invoice Detail

TO PROFESSIONAL SERVICES RENDERED in connection with the above noted matter:

Date ID

02-Jul-15 SV

03-Jul-15 SV

03-Jul-15 KK

06-Jul-15 SV

06-Jul-15 KK

07-Jul-15 SV

07-Jul-15 KK

08-Jul-15 SV

09-Jul-15 SV

09-Jul-15 KK

10-Jul-15 SV

14-Jul-15 SV

14-Jul-15 KK

15-Jul-15 SV

15-Jul-15 KK

Description of Work Hours

Review email from · Cliff Prophet regarding motion to approve 0.2 settlement.

Review draft Fifth Report and emails to Ken Pearl regarding same. 2.0 Draft fee affidavit. Review comments from Ken Kraft on draft Fifth Report. Finalize fee affidavit and prepare to be affirmed.

E-mail exchanges on report. Reviewing and revising draft 5th report and e-mail comments to Ken Pearl. Addressing fee affidavit issues. Cliff Prophet e-mail exchanges on motion material. Review and finalize my fee affidavit.

Emails to Ken Pearl and Cliff Prophet regarding Fifth Report. Receipt of BOO fee affidavit. Revise Fifth Report.

Review revisions to 5th report and e-mails on motion materials.

Emails to and from Ken Pearl regarding Fifth Report. Call to Ken Pearl regarding Fifth Report. Receipt of signature page to report. Receipt of minutes of settlement from Cliff Prophet.

Dealing with finalizing motion materials.

Emails to and from Cliff Prophet regarding service of motion materials and receipt of same.

Receipt of affidavit of Susan Rosen and call to Cliff Prophet regarding same. Finalize Fifth Report and prepare for service. Review and respond to email from Ken Pearl and instruct Joanna Lewandowska with respect to service of amended Fourth Report. Review and respond to emails from Ken Pearl regarding missing invoices.

E-mails related to serving of materials.

Email to Ken Pearl regarding Fifth Report and instruct Joanna Lewandowska with respect to service of· amended report. Review amended Fifth Report.

Email to Cliff Prophet regarding draft order. Review and revise draft order and email regarding same. Review email from Ken Pearl regarding draft order. Prepare for next day's motion.

E-mails related to tomorrow's motion and draft order and BLG references.

Emails to and from Cliff Prophet regarding draft order. Attend court on motion for approval of minutes of settlement and replacement of Receiver. Receipt of issued and entered order and endorsement.

Telephone call with Cliff Prophet and e-mail exchanges with him, Ken Pearl, James Maclellan and Sara-Ann Van Allen on draft order language for today's motion and whether BLG needs to be named in order.

2.0

0.5

0.4

0.4

0.3

0.3

0.9

0.3

0.5

2.0

0.4

1.9

0.4

189


Matter# 563609-000002 The Fuller Landau Group Inc. Re: Siljon Investments Inc.

Date ID Description of Work Hours

17-Jul-15 SV Review and respond to email from Ken Pearl regarding minutes of 0.3 settlement. Review letter from Tarion.

17-Jul-15 KK Addressing release of funds in Dentons trust account to satisfy 0.5 obligations under settlement agreement. . Review Tarion letter and outline response.

20-Jul-15 SV Draft Direction to Dentons and respond to emails regarding same. Draft 2.0 responding letter to Tarion and emails regarding same.

20-Jul-15 KK Reviewing form of direction and related e-mails. Review draft letter to 0.4 Tarion and related e-mails. Exchanges related to hold back amount and rationale for additional amounts to be held back from Carevest.

21-Jul-15 SV Revise and finalize direction to pay. Emails to and from Jill Plasteras 0.5 regarding wire instructions.

21-Jul-15 KK E-mails regarding directions and settlement funds. 0.3

22-Jul-15 SV Follow up with Ken Pearl regarding Tarion emails and send out letter to 0.3 Tarion.

23-Jul-15 SV Review and respond to email from Jill Plasteras regarding direction. 0.4 Receipt of signature page on direction from James Mclellan and collate final executed direction. Review and respond to email from Cliff Prophet regarding disbursement offunds.

23-Jul-15 KK Addressing release of funds from trust account pursuant to finalized 0.4 settlement agreement following receipt of GCNA direction.

24-Jul-15 KK Follow up regarding directions and wiring· funds in accordance with 0.1 settlement.

27-Jul-15 SV Review paperwork for wire transfers. Review and respond to email 0.3 from Jill Plasteras regarding wire transfers.

Total 18.0

Timekeeper. Hours Rate Fees Kenneth Kraft 5.5 825.00 4,537.50

Sara-Ann Van Allen 12.5 535.00 6,687.50

Total 18.0 $11,225.00

TOTAL PROFESSIONAL FEES $ 11,225.00

Less: Discount {2,245.00}

NET PROFESSIONAL FEES $ 8,980.00

TAXABLE DISBURSEMENTS

Binding Books/ Documents $ 30.00 Courier & Delivery 97.43

Photocopy & Printing Charges 663.75

Process Server Fees 55.00 TOTAL TAXABLE DISBURSEMENTS $ 846.18

TOTAL DISBURSEMENTS 846.18

190

DENTONS CANADA LLP The Fuller Landau Group Inc.

Re: Siljon Investments Inc.

TOTAL FEES AND DISBURSEMENTS

TAXES

HST (13.0%) on Professional Fees of $8,980.00

HST (13.0%) on Taxable Disbursements of $846.18

TOTAL TAXES

TOTAL AMOUNT DUE

$

INVOICE 3143940 Page4 of4

Matter# 563609-000002

$ 9,826.18

1,167.40

110.00

1.277.40

~ 1i,;J.2a,sa

191

DENTONS

. :t: .. . , .

. . :~ . . ·f .·

. . The fuller landau Grouplrtc .. 123 frorit street West, S~i}~ 1200 rorohfo, ON MSJ 2M2 . :

Attention~ Mr. Ken Pearl

bate: September 30, io1s

.'.· · .. -... ·

Deritoiis Canada LLP 'tl l<ing Street West; Sulta 400 Toronto-Dcmlil!Qn :centre Toronio, ot,t, Canada MSK0A1

T 416 8634511 F 416 863 4592

Matter Number . 563609-000002

The Fuller landau Group Inc. Re: SIIJciri investments rnc,

Pr9fessionalFees $. Disbursements HST (13.0%) on $1,2j7,50

Salami FMC SNR Denton · dentoi:is;c:om·

INVOICE# 3:156002

GST /HST# R121996078 (U;j # 1086862448 iQ 0001 ·

1,225.SO 12J)O

160.88

Lawyer John Salmas

Total Amount Due $ 1.398.38

~-Ct:le(Jui!s payable to Dentons Canada. LLP and malled to the above hated address.

Internet Banking: Accepted at most financial Institutions. Your payee Is Dentons Canada LLP and your account numbens 56360$, Please ernali us at [email protected]\ refetenclng invoice nu.mber an_d payment amo.imt.. ·

Wire Transfer; Credit Card: aank of Montreal Payments are accepted vJa:tele(:ihoile, email-or fax. We accept ist GatiadlanPlai:e, Toronto, ON Arnerlcan Ei<j)ress, MasterCard:orVis~ (please ~lrcle one). swift Code: BOFMCAM2 card No; __ .....;.....__..:..;_----'-'.....;...-.-'-.....;...--.......a--"'-'~-

0ank 10: 001 rranslt::00022 . Expiry oate:_~ ___ Aniount:·-'-'---~------------CAD Fun~s .Ban~_At¢ount: 0004-3:1.4: cardhoider Name: .... -------....~-~---~-~-----

. . s1gnature:~-----------------i>iease emali usa_t [email protected] referencing Invoice number and payment amount.

i i>a mentdue on.recei t.· friterestwlll bectiiirged at the rate of 1.a¾ r,er annum on ali outstanding amouiitsover ao days,

192

DENTONS CANADA LLP The ~uiler Landau Group Inc. Re: Siljon Investments Inc:~'.•

Invoke Detail

INVOICE 3156002 . Page 2 of2

Matter# 563609-000002

ro PROFESSIONAL SERVICES RENDERED in connection With the above noted matter;

Date, ID . Description of Work Hours

17-Sep-15 sv Review email from Ken Pearl to Tarion. 0.2 "!.

17-S~p-:15 JS Revl~IN correspondence to and frorn Receiver and Gowlings; o.s 18·Sips15 sv Revi~W email from Tarion to Ken Pearl, 0.1

22-Sep~15 sv RevieW emails from Ta:rion and Ken Pearl regarding Tarion claims; 0.3 Emailto Ken Pearl regarding notice to GCt-J/.\.

22-Sep-15 JS Review torresporidence from Receiver. Review Tarion correspondence. 0.6 Correspondence between Receiver, GLB andGowllngs.

28-Sep-15 SV · Rev1Jw emails from Ken Pearl and Cliff Prophet regarding warranty 0;2 assessment report.

Total 1.9

Timekeeper John Salmas .. Sara;.AnnVan Allen

total

TOTAL PROFESSIONAL FEES.

TAXABLE DISBORSEMENTS : . . . .

.Photocopy & Printing Charges TOTAL TAXABLE DISBURSEMENTS

TOTAL DISBURSEMENTS

TOTAL FEES AND DISBURS!:MENTS

TAXES

HST (13.0%) on Professional Fees of $1,225.50

HST (13.0%) on Taxable Disbursements of $12.00

tOTAL TAXES

TOTAL AMOUNT DUE

Hours Rate 1.1 725.00 0.8. 535.00 1.9

$ ..

$

$

Fees 797.50 428.00

$1,225.$0

$ i;225.50

12.00 12.00

12.00

$ 1,237.50

159.32

1.56

160.88,

~ li398,38

193

.;J;;.J;jt DE NT ON S

The Fuller Landau Group Jnc. 123 Front Street West; Suite 1200 Toronto, ON MSJ 2M2

Attention.: Mr. Keri Pearl

Date January 31,.2016

· Matter Number

563609"000002

The Fuller Landau Group Inc. Re: Siljon Investments Inc.

·oentons Canada LLP 77 Kil)g StrE!el West, Suite 400 . Torcntl)-Oominlcil Centre

To.ronto, ON, Canada MSK OA 1

T 416 863 4511 F 416 863 4592

;;ki.iatsaians ·FMC sNR Denton McKeiiria L~ng dentons.com

INVOiCE # 3183551

GST /HST# Rl2i996078 QST # 10868Ei2448 TQ 0001

Lawyer John Salmas

Professional Fees Less: Dlscourit .

$ 1,740.50 (348.10)

Net Professional Fees HST (13.0%) on $1,392.40

$ 1,392.40 iBi.01

Total Amount Due $ l.$73.41

Cheques:. Cheques payableto.Dentons Canada LLP arid malled to the above noted address.

Wire Transfer; aan k of M ontrea I 1st Canadian PlacE!, Toronto, ON Swift Code: BOFMCAM2 Bank ID: 001 iranslt: 00022 CAD Flirids B~nkACCOUilt: 0004-324

Internet Banking: Accepted at most financial lnstlttitlon$. Yo(J(Ji.iyee rs Dentoris Canada LLP and your account number is 563Ei09; Please email us at [email protected]:im referendnglnvolce num6~r and·payment amount. Credit card; Payments .are accepted via telephone, email or fax, We accept American Express, MasterCard·or Visa (please circle one), Card No. _________________ _ Expiry oater: _____ Arnoµnt: ..,.... _______ _ Cardholder Name: ____ -'------~---~ $1gnature:~--~--~-~-~~~~----

Pleaseemaff us at:Tor,[email protected] referencing.Invoice number:and.payment amount. Pavmentilueon recei t. 1ni~restw1ii oe'char · ed iitthe rate of 1;3% · er annuili ori all 011tstatidirili amouiits over 30 days.

194


Matter# 563609-000002 The Fuller Lat1dau Group Inc. Re: Siljon Investments Inc.,

Invoice Detail .·

iO PROFESSIONAL SERVICES RENDERED in connection with the above.noted matter:

Date ID cescrlptlo11 of Work Hours

OHJct-15 sv Review email from Ken Pearl to James Maclellan. 0.1

09-0ct-15 sv Review emails from Keh Peari and James MacLeiian regarding rarlon 0.2 claim.

16-0ct-is sv Review emails. from Ken Pearl and G~lnerte Bowen, and attached 0.3 correspondence from Tarion regarding TarJOn invoices; ·

16-0ct-:iS JS Correspondence from Receiver-to BLG regarding Tai"ion fees.. 0.3

03-Nov-15 sv Review emails from Ken Pearl regar,ding Tarlon claims. Review 0.2 responding etnall frorn Ginette Bowen.

04-Nov~1s SV Review email from Ken Pearl regarding sale of last unit. 0.1

23-Nov-1'5 sv Review email fron:i James Maclellan regarding payment to Carevest. 0.4 Review minutes of settlement. Review email from Ren Pearl regarding minutes ofsettlement. Respond to email from Keri Pearl.

24sNov~15 sv Review and respond to emails rE:!garding distribution to funds to 0.3 Carevest

08-Det-15 sV Review emails from James Mclellan and Ken Pearl regarding Tarion 0,2 claims.

17-.Dec~:is KK Confetelice call with Cliff Prophet and, Ken Pearl to discuss issues to 0.4 proceed with discharge ofReceiver and dealing With GCNA settlement issues.

04-Jan~lG sv Review emails from Cliff Prophet and James Mclellan regarding wire 0.2 transfers.

12-Jan-16 sv Discussion with J.ohli Salmas regarding discharge. 0.2

total 2.9

Timekeeper Hours Rate Fees )Qhil Sal mas 0.3 725.00 217.50 KE;!nh¢.th. Kraft 0.4 825;00 330.00 Sara-Ann Van Allen 0.4 575.00 230.00 Sara-Ann Van Allen 1.8 535.00 963.00

Total· 2.9 $1,740.50

TOTAL PROFESSIONAL FEES Less: Dlseount

$ 1,740.50 (348.10)

1;392.40 NET PROFESSIONAL FEES $

TAXES

HST (13.0%) on Professio.nal Fees of$1,392.40 $ 181.01

195

DENTONS CANADA LLP The Fuller Landau Group Inc. Re: SUJon Investments Inc.

TOTAL TAXES

tOi.ALAMOON'J' DUE

INVOICE 3183551 Page 3 of 3

Matter # 563609-000002

181.01

$ · 1.513,41

196

;;1,)itDENTONS

The Fuller L:andau Group. th·c;. :tza Fi:qnt ,Street West, Suite :i2.0o toron'to;; ON MS'J iM2

Attention: Mr. Ken Pear.I

_bate June 30, 2016

_Matter Number· 563609-000002

_ __ _ _ _ bemons 'Canada LLP n.King:StreetWiist, Suite 400

Toronto-b'ominlon Centre. Taronio, ON', Canada M5K'OA1

1'4188634511 F 416 1163 4$92

~Saians F:M¢ $NR Denton rifoKenn.a Long dentons.eom

INVOICI: # 3214496

GSJ/Hii:r # Rl"2i996078 QSr:# l-D8~86~44!!TU0001

Lawyer fohri Salrhas

The Fuller Landau Group (nc.

Payrnen_t.Options: Cheguesi: ·

Re: SHjon. Investments Irie.

Protesslonal Fee$ Less: Discount Net Professional Fees Ols_b:tirseme'rits HSi (13,.0¾-) on $i;4s2.·.4s

Total -Amount D!-le

foternetBariliing~

1,628.00 (458.80)

111.69,20·

283 .. 25 188.82

1.641.21 CAD

Cheqµes payable. to Oentoris c.ariai:\a LLP and ma11.e_d to tfie_ ~b.o.ve-noted '<iddt~ss,

Ac;tepte~:atmost frtia1Jcila_l 1t1$titµt!o_l)~, Yt1i;rr,i;,wee Is. DeAtons Canada LLP and .your·aocount nyrnberis ss~-~09.- Please email us at Edm;Accouriting@denton5'c'om refeiericlrig 1riVcilce numbe,r and· payment 'arno\fnt.

Wi"re Transfer:_ ,Sarikof·Montreal .1st Canadfari Plaoe,:Tor.ohto;ON Swlft:Codei ·BOFMCAM2. :eank;JD; 001 TransJt: booii; CAO -Funds: Ba.ilk A:«p·unt, 0004~24

Credit card: P~y~enis ai~ acteMed \iia tele.i1iii?lle;-,ernall or fax; We accept Ame~ican EKpress, M~st(!rCard 9rVisi1 (please circle one), -Card N'o,_~~~-..,;_-----------tl(p)rvDattn ____ Amount: _______ ~_ Cardholder Name: _________ ~-~-~-Signature: ..

,1'11!BSI! email11s at."Tor.A~couiit1itg@de.;fohs.ri<iri1 referericlrig fn\lofC;~it(liti~etaild pa·yment amount. )>ayme·~t#11e;~n receipt .. '_l!ittr'estwUI be charged attbe rate of 1.3.% peranriutn Ori ail li:iltstaridlng amou_nts over30 days.

We are very grateful to have you tts. a clif!nt an(J ppprBc~late your bµ,~f ness_; Pl'e'l;tse. provide yourfee.dback to us at www.dentans.com(enlcllentfeedbttckcanada

197

OtNTONS CA NAO A LLP The Fuller Landau Group Inc. R.e~:SllJoM Investments Inc.

Invoice Detail

INVOICE 3214496 P~ge 2 of2

Matter#S63609-00Q002

TO PROFESSJONALSEIMCES RENDER:i::D ln connection with the abov~e noted matter:

bate U) Desctlptidh df Work Hours

Revle,w tor,responi1ence from Fuller Landau to Tc1ilbn. Discussions with 0.6 Ken Pearl,

09-Mar-16 .JS

11~Mar~is: JS Review correspondence from Tarion. biscussionswith Ken Peart. 0:15

Telephone conver.sa:tlon with Cliff Prophet regarding completion of 0.6 SilJon recei~ershlp.,

Review correspondence to and from Fullertandau anc:l'Tarlan. 0.5

Total: 2.i

Timekeeper . John Salmas.

Total

TOTAi.- PRO:fESSIQ)'JAL FEE$ Les.s.: Olsco.unt NET PROFESSIONAL FEES

TAXABLE DISBURSEMENTS PhotO!=OPY & Prihting.Charges

TOTAL TAXABLE 01$.BORSEMENiS

T01'AL DISBORSEM~NtS

TOTAL FEES-AND' DISBURSEMENTS

TAXES J-JST(13.0%) on Pro.fessfonal Fees ol.Si,169.20

HSi (J3 .. 0.%) on Tax<!ble Disbursements of $283,?5

TOTAL TAXES

iOiALAMOUNT DUE

Hours Rate 2.2 • 740.00 i~2

$ $

$

Fe.es 1;628,00

'$1;6ZS:,OO

$ i,628.00 {458.80)

$ 1,16.9.20

283.25 283.ZS

283.25

$ 1~452.45

.152.0.0 36,82

188.82

-s i 161l,27. CAD

198

d-.,m_DENTONS

The Fuller Landau (;roup Inc. 123 From-st~eet West; suite 1200 Toronto, ON MSJ ii\/12

Attention: Mr; Ken Pearl

Date Decernber 31, 2016

Matttii' Number 563609~od0002

The FuUerlandau Grqµp Irie, Re: Slljon Investments Inc.

Deritoris Canada LLP n King Streat West, Suite 400

Toronio,Domlnlon ·Centre Toronto, ON., Canada .M5K 0A1

T·416 863 4511 F4166634592

;k;Jlt$aians J=Mt; SNR Denton Mi:Kenna Long dento~.com

INVOICE# 3253297

. Gst/HST # R121996078 QST # 1086862448 TQ 0001

Lawyer JohnSalmas

Professional Fees $ 2~145;00 {429~20)

Cheques: _

Less: 2b¾ Distount j\let Professicma! Fees HST {lS.0%) on $1;716.80

Total Amount Due

Internet Bankjmi;'

$

$

1,716.80

223.18

1.939.9§' CAD

Cheques p~ . bleto Dentons Canada LLP and m~Ued to ihe <1bove nc,ted Jiildress.

Accepted at mostfiriariclal Institutions. Your payee Is Dentoiis Canada LLP and your ace.aunt number Is 563609. Please.ettiall us at Edm.Actouhtlhg\!Pdentons:com·referericlng Invoice number and payment amount.

Wire Transfer:. .Bank o.fM011ireal 1st Canadian Place,,Toronio, ON SwtffCci.de: 8CiFMCAM2 Bank·ID: ao1·tr.arislt:Ooo22 CAD Fil.rids B.ihkAcci>Lil'lt: 0004-324

credlt Card:. Payments are accepted via telephone, em-1il odax. We accept American ~ptess, MasWCa.rd or\irsa (please cr'r:cle one). Card No. · ExplryDate: ____ .. Amount: _____ ~~--CardholderName: _____________ _

~lgnatute: "'·-'--~---'...;..-'----'--'-----~~Please e,:niall 11• at [email protected] referenclhgli!vciJce'n11mlierand_ payment am\;1int.

j:jayment_due .. on receipt. Interest wlH be ¢har11ed at the rate ·of 1.3" per a Mum on ali ouuta,rdlng amoun~ over 30 days.

We are ve,Y grateful to have you as a client and appreciate yout business. Plei.1se ptiivide youtfeedbaclc;to.us at www.dentons.tomfen(client(eedbackcanada

199

b.ENTON$ CANAOA LLP INVOICE 3253297 Page2 of 2

Matter# 563609-000002 ThE! Fuller Landau Group Inc. Re: S}!Jon lnVestmehts Int;

Invoice Detail

TO PROFESSIONALSERVIC:ES RENDERED in connection with the above noted matter:

Date u; Oes(;rlpticm ofWork Hours

23~Sep-16 JS: Received correspondence from Ken pec1rl to larip,11 regarding varJCiu.s o.s claim notices.

03-dct~16 JS, Correspondence to and from Ken Pearl and BLG. 0.3

04-Oct~16 JS Review correspondence to and from Taribn and fyller Landau. 0.8 05-Oct-16 JS Review correspondence to and from Tarion and Fuller landau. 0.3

06-Oct-16 JS Review correspond~nce frorn BLG regatd.ing: Tatiort matters; 0.2

21-Oct-16 JS RevJew 16 MeadoWbrook year-end form. 0.2

27-Oct,-16 JS Correspondence to and from Fuller Landau, BLG and Gowlings 0.3 regarding re¢tification amounts.

.11-Nov~16 JS Review correspondence hiVdlving Fuller L~udall atJd BLG. 0.3

Total 2.9

Timekeeper Hours· Rate Fees

Johti Salmas 2.9 740.00 2,146.00

Total 2.9 $2;146.00

TOTAL PROFESSIONAL FEES LesM 20% ·ojscpi.llit. NETPROFESSJONAl FEES

$

$

2,146.00 (429.20)

1,716.80

TAXES HST{i3.0%) on Professional fe(:!s of$i,716.80 $ 223.18

TOTAL TAXES .223;18

TOTAL AMOUNT DUE $ 1,93~.98 CAD

200

The Fuller Landau Group Inc. 123- Front Street West,. Suite 1200 Toronto,. ON MSJ iM2

Att~ntlol'i; Mt\ Keh Pearl

Date April 3.0, 2017

Matter Number SG3609-0000Q1 .

The Fuiler Landau Group Inc., ,Re: SilJon Investments Inc:.

Oentons.Canada LLP 77 Klng.Str.eet West; Suite 400

Toronto,;0om1n10n Centre 'Toronto, ON, Canada M5K DA1

i 416 !!63 4511 F 416 863 4592

;k;;lt·Safans FMC SNR tienton.McKenna Long

dentons.corn

'INVOICE# 3217146

GST/HST # R12:i996078 QST # 1086862448 TQ 0001

Lawyer JohnSalmas

f)rofessional Fees $ i,976.00 . 1:f9S.20l Less:20;0 %. Discount

NetProfess10n.al Fees HST (13.0%) .dri $1,580.80

Total Amount Due

the,tuiis: Internet Banking:

$

$

1,580.80

205 .. 50

1.786,30 CAO

.Clieques payabie to D.entons Canada lLP and malled to'the ~liove riciteci ad<fress,

Accepted at most financial institutions. Your payee Is Dentons Canada LLP and your atco.unt nuinlier ls 563609. Please.email us at Edm~Accountli:[email protected]'r1s.com refereni:hig·1nvoice number and payment

Wire Transfer:. Batik-of Montreal 'lstCanadian:P.late, Toronto,,:ON SWlft:Ccide:: e·oFMCAM2 Bank'ID: ooi Tran~it:·0.0022 CAil Fpnd; Bahk Acco tint t 0004·324

amount, · Credit Card: Payments a_re. accepted vfa telepj,gne, em~ll orfa1<. We accept Amerlcan Express, MasterCard :or Visa {please cl rel~ on-e}. Card No. _____ _;_ __________ _ Explr'('Da.te: ____ Amouht: _________ _ .Ca'rdholder;Ninn·e: _____________ _ SlgiJature:.'-. ------~~--'-~~-~~--

i>l.~ase email us·.at tor;Account\ngt§lcientons,tam referer,cl!IJ·hwolce number and pliymenhmaunt; Payment di:ie 11n receipt. Interest will be diargei:I aHhe. rate of 1.3% per an~:ul!i on ali outstandin amounts over li> days.

We ate very grateful-to have you a$ a client and appre.ciaJe your business. Please provide yaurfeedboc.k to us at www~dentotis,cornlenklleilt(eedbackcanada

201

DENTONS CANADA LLP The Fuller Landau Groyp Inc. Re: Siljon .Investments Inc.

lnvofoe Detail

INVOICE 3277146 Page 2 of2

Matter# 563609-000002

TO PROFESSIONAL SERVICES RENDERED in ~onnection with the above noted matter.;

Date 10 Destription of Work Hours 14-Mar~17 Js ReVieW correspondence from Ken Pearl and James Maclellan. 03

29-Mar-17 JS Correspondence frQm i<eh Pearl. 0.3

18-Apr-17 JS Correspondence from Fuller Landau; Review correspondence from BLG 0.5 regeirdingTarion demand for bond.

20-Apr-17 JS Revi'ew correspohdence to arid from BtGr Review torrespohdence from 0.3 Fuller Landau.

24~Apr:.:11 )S Teiephcme: conference conversation with Ken Pearl, BLG and Gowlings; 1.0 blscus1,iot1 wlth Fl.Iller Lahdau.

26-Apr.:17 JS Review correspondence to and from Gowlings and BLG. 0.2

~hi ~

Timekeeper Hours Rate· Fees John Salmas 2.6 760.00 1,976.00

total i,6 $1,976.00

TOTAL PROFfSSIONAL FEES Less; 20.0 % Discount'

$ 1,97.6.00 (395.20)

NE! PROFESSIONAL FEES $ 1,580.80

TAXES HST {l.3,0%Jori Professionai Fees of $1,580.80 $ 205.50

TOTAL TAXES 205.SO

rotAL AMOtJNt DUE $ · i 1ZB6.3Q cAo

202

The Futlerlandau Group. Inc. 123 Front Stre.et west, Suite 1200 TotQOto; ON MSJ 2M2

Atte.htion: Mr. Ken Pearl

Date .0.LJ,gU$fi31r 2()17

Matter N.umber 563~09-,000002

The Fuller L!'-1.ildau Group li'.IC, R.e~ Siljon Investments .Inc.

Dentpris Canada LLP n l<lng $tree! We$!, Suite 400 Tol'Qnt~boinfrifon· Centte

Toronto,bN, Canada M5K.OA1

T41686;i4511 F·416863 4592

:*J& Sa!a:ils fMC SNR Denton Mcl<enita Long dentons.com

INVOICE # 3301295

GST /HST# R121996078 asr # ioii6sG244s -in oooi

lawyer JohnSalmas

Professional Fees $ 1,368.00 (273.60)

Cheguc!fi

Less: 20.0 % olscou.11t Net Profess km al Fees HST (13.0%) on $1,094.40

Total Amount Due

Internet Bankinti

$

1,094;40

,142.27

1,236.61 CAD

• C:h~gues payabldo Dentons Canad~ LlP and rnailed·to the.above noted address.,

:AcceP.te(/ atmQ~t finam:fal tnstltutfo~. Yoyr payee ts Qentons Cana,;fa LLP and your ac~Qu.ntnurr:iber ls 563ii09;, Please email us: at [email protected] referentlnglnvolce number and payment a.mount.

Wire Transfer; Bank of Montreal 1st Ca·nadlari.Place, Tor.onto, ON Swift Code: BOFMCAM2 iiaok ID: 6.cii'J'r.insii: 00022 cAD Fund$ Bank Acco:urit; ci004,~24

credit card:. Payments are accepted lii~.ieiephone, emali or fax. We accept American Exptess,MastifrC~rd 6rVis~ (pli!lise clrde one). Card No,--....:....--....:....~--....:....'--------Expiry Date: ___ ~Amount:. ________ _

Ca,ril~older Name: __ -'------------Signature1, ____ ___; ___________ _

Please email us.at Tor,Accaui\[email protected] .i'efei'ei\clng Invoice number and paymenumou.nt. Payn\eritdue oil receipt. lnterest.wlll be char ed at the ratil ofi.3" pe.r annum on ali.oiiistandini amounts over 30 days.

We ore very grateful to have you os o client and appreciate your business. Please provideyour feedback to us atwww.dentons.com/en/clientleedbackcanada

203

DENTONS CANADA LLP The Fuller Landau Group Inc. Re: Siljon Investments Inc.

l!Woice Detail

INVOICE 3301295 Page 2 of2

Matter# 563609-000002

TO PRQF~SSIONAL SERVIC~S REND!:RED irt connection With thti above 11<'.!ted matter:

Date 10 Description of Work Hours

ll-Aug0 17 JS Review correspondence to ancl from Fl)ller Lartcl_au re Tarion; 0.3

18-Aug-17 JS Correspondence from BLG, Gowlings and Fuller Landau regarding 0.3 Tarli;in demand letter; Review rariori demand letter.

21-Aug-17 JS Correspondence from BLG and Gowlings'. 0.2

24°Aug-i7 .JS Correspondence from BLG and Gowlings·: 0.8

28~Aug-17 JS Rev'iewvarious .correspondence.

Tot_til

Timekeeper John Salr,n:as

Total

TOTAL]iROFESSIONAL FEES Les;s:, 20;(l¾: Oi.StOl.jQt· NET PROFESSIONAL FEES

TA>CES

HST (H.0%) on Professional Fees of $1,,094.40

TOTAL TA>CES

TOTAL.AMOUNT DUE

Houts 1.8 1.8

Rat~ Fees 760.00 l;:368.00

$1,368.00

$

$

$ 142.27

$

1,368 .. 00

0.2

1.8

(273.60) 1,094.40

142.27

11236,6:l CAD

204

43561216_1!NATDOCS

THIS IS EXHIBIT 11B" REFERRED TO IN THE


AFFIRMED BEFORE ME THIS 12th DAY OF

DECEMBER, 2019.

i ing Affidavits, etc.

205

EXHIBIT "B"

Summary of Invoices and Calculation of Average Hourly Billing Rates of Dentons Canada LLP

The Period from July 1, 2015 to October 31, 2019

July 31, 2015 I 3143940 I 11,225.00 I 2,245.00 I 846.18 I 1,277.40 I 18 I 680.00 I 11,103.58 September 30, I 3156002 I 1,225.50 I - I 12.00 I 160.88 I 1.9 I 630.00 I 1',398.38

2015 January 31,

3183551 1,740.50 348.10 - 181.01 I 2.9 I 665.oo I 1,573.41 2016

June 30, 2016 3214496 1,628.00 458.80 283.25 188.82 2.2 740.00 1,641.27 December 31,

3253297 2,146.00 429.20. - 223.18 2.9 . 740.00 1,939.98. ·2016

April 30, 2017 3277146 1,976.00 395.20 - 205.50 2.6 I 160.00 I 1,786.30 August 31,

3301295 1,368.00 273.60 - 142.27 I 1.8 I 160.00 I 1,236.67 2017

TOTALS: $21,309.00 $4,149.90 $1,141.43 $2,379.06 I 32.3 I $161.00 I $20,679.59

43561216_11NATDOCS I\.) 0 0)

43561216_1jNATDOCS

THIS IS EXHIBIT "C" REFERRED TO IN THE . .


AFFIRMED BEFORE ME THIS 12th . DAY OF

DECEMBER, 2019.

207

EXHIBIT "C"

Billing Rates of Den tons Canada LLP

For the period July 1, 2015 to October 31, 2019

Kenneth Kraft

John Salmas

Sara-Ann Van Allen

43561216_1jNATDOCS

2015 Rate 2016 Rate • 2017 Rate

$825.00

$725.00

$535.00

NIA

$740.00

$575.00

NIA

$760.00

NIA

Year of Call

1991

1999

2008

208


Aoolicant

43561216_1INATDOCS



Respondents



AFFIDAVIT OF KENNETH KRAFT (affirmed December 12, 2019)

DENTONS CANADA LLP Toronto Dominion Centre 77 King St. W., Suite 400 Toronto, Ontario M5K 0AI

John Salmas (LSO # 42336B) Tel: (416) 863-4737 Fax: (416) 863-4592 [email protected].



Lawyers for The Fuller Landau Group, in its capacity as Courtappointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd

I'\) 0 CD


Applicant

43455198_ 4INATDOCS



Respondents



SIXTH REPORT OF THE FULLER LANDAU GROUP, IN ITS CAPACITY AS COURT-APPOINTED RECEIVER

OF SILJON INVESTMENTS INC. AND SILJON FAR HILLS LTD.

DENTONS CANADA LLP Toronto Dominion Centre 77 King St. W., Suite 400 Toronto, Ontario M5K OAl




Lawyers for The Fuller Landau Group, in its capacity as Courtappointed Receiver ofSiljon Investments Inc. and Siljon Far Hills Ltd.

"' ...Ji.

0


ONTARIO

THE HONOURABLE

JUSTICE

BETWEEN:

SUPERIOR COURT OF JUSTICE COMMERCIAL LIST

)

)

)


-and-

THURSDAY THE 19th

DAY OF DECEMBER, 2019

Applicant


Respondents

DISCHARGE ORDER

THIS MOTION, made by The Fuller Landau Group Inc. ("Fuller") in its capacity as the

Court-appointed receiver (the "Receiver") of the assets, undertakings and properties of Siljon

Investments Inc. and Siljon Far Hills Limited (together, the "Debtors"), for an order:

1. approving the activities of the Receiver as set out in the Sixth Report of the Receiver

dated December 12, 2019 (the "Sixth Report");

2. approving the fees and disbursements of the Receiver and its counsel;

3. approving the Receiver's Final R&D;

4. terminating the proceedings and discharging Fuller as Receiver of the assets,

undertakings and properties of the Debtors; and

5. releasing Fuller from any and all liability, as set out in paragraph 7 of this Order,

43459052_ 1 INA TDOCS

211


ON READING the Sixth Report, the affidavits of the Receiver and its counsel as to fees

(the "Fee Affidavits"), and on hearing the submissions of counsel for the Receiver, no one else

appearing although served as evidenced by the Affidavit of [NAME] sworn [DATE], filed;


Motion Record is hereby validated so that this Motion is properly returnable today and hereby

dispenses with further service thereof.

2. THIS COURT ORDERS that all capitalized terms used but not otherwise defined herein

shall have the meanings ascribed thereto in the Sixth Report.

3. THIS COURT ORDERS ORDERS that the Receiver's Final R&D is hereby approved.

4. THIS COURT ORDERS that the Sixth Report is hereby approved and the actions

activities of the Receiver, as set out in the Sixth Report, are hereby approved.

5. THIS COURT ORDERS that the fees and disbursements of the Receiver and its

counsel, as set out in the Sixth Report and the Fee Affidavits, are hereby approved.

6. THIS COURT ORDERS that upon the Receiver filing a certificate, substantially in the

form of the certificate attached hereto as Schedule "A" certifying that it has completed the other

activities described in the Sixth Report, the Receiver shall be discharged as Receiver of the

assets, properties and undertakings of the Debtors, provided however that notwithstanding its

discharge herein (a) the Receiver shall remain Receiver for the performance of such incidental

duties as may be required to complete the administration of the receivership herein, and (b) the

Receiver shall continue to have the benefit of the provisions of all Orders made in this

proceeding, including all approvals, protections and stays of proceedings in favour of Fuller in its

capacity as Receiver.

7. THIS COURT ORDERS that upon filing of the Receiver's Certificate, these

receivership proceedings shall be terminated and the stay of proceedings imposed pursuant to the

Receivership Order shall be lifted.


212

8. THIS COURT ORDERS AND DECLARES that Fuller is hereby released and

discharged from any and all liability that Fuller now has or may hereafter have by reason of, or

in any way arising out of, the acts or omissions of Fuller while acting in its capacity as Receiver

herein, save and except for any gross negligence or wilful misconduct on the Receiver's part.

Without limiting the generality of the foregoing, Fuller is hereby forever released and discharged

from any and all liability relating to matters that were raised, or which could have been raised, in

the within receivership proceedings, save and except for any gross negligence or wilful

misconduct on the Receiver's part.

General

9. THIS COURT ORDERS that the Receiver and the parties may each apply to this Court

from time to time for advice and direction with respect to any matter arising from or under this

Order.

10. THIS COURT HEREBY REQUESTS the aid and recognition of any court, tribunal,

regulatory or administrative body having jurisdiction in Canada or in the United States to give

effect to this Order and to assist the Receiver and its agents in carrying out the terms of this

Order. All courts, tribunals, regulatory and administrative bodies are hereby respectfully

requested to make such orders and to provide such assistance to the Receiver, as an officer of this

Court, as may be necessary or desirable to give effect to this Order or to assist the Receiver and

its agents in carrying out the terms of this Order.

43459052_ 1 iNATDOCS

213

THE HONOURABLE

JUSTICE

BETWEEN:

Schedule A - Form of Receiver's Certificate



COMMERCIAL LIST

)

)

)


-and-

THURSDAY THE 19th


Applicant


Respondent

RECEIVER'S CERTIFICATE

RECITALS

A. Pursuant to an Order of the Honourable Mr. Justice Morawetz of the Ontario Superior

Court of Justice (the "Court") dated November 30, 2010, BDO Canada Limited ("BDO") was

appointed as the receiver (the "Receiver") without security, of all of the assets, undertakings and

properties of Siljon Investments Inc. and Siljon Far Mills. (together, the "Debtors").

B. Pursuant to the Order of the Honourable Mr. Justice Patillo of the Court dated July 7,

2015, the Court approved the substitution of BDO by Fuller Landau Group ("Fuller") as

Receiver.

C. Pursuant to an Order of the Court dated [December 19, 2019] (the "Discharge Order"),

Fuller was discharged as Receiver, to be effective upon the filing by the Receiver with the Court

43459052_ 1 JNA TDOCS

214

of a certificate confirming that all matters to be attended to in connection with the receivership of

the Debtors have been completed to the satisfaction of the Receiver.

D. Unless otherwise indicated herein, terms with initial capitals have the meanings set out in

the Discharge Order.

THE RECEIVER CERTIFIES the following:

1. All matters to be attended to in connection with the receivership of the Debtors have been

completed to the satisfaction of the Receiver.

2. This Certificate was delivered by the Receiver at ___ [TIME] on ___ [DATE].

43459052_ 1 INA TDOCS

The Fuller Landau Group, in its capacity as Receiver, without security, of all of the assets, undertakings and properties of Siljon Investments Inc. and Siljon Far Hills Ltd. and not in its corporate or personal capacity

Per:

Name:

Title:

215


AoQlicant

Court File No: CV-10-9004-00CL


ResQ_ondents


(COMMERCIAL LIST)

PROCEEDING COMMENCED AT TORONTO

DISCHARGE ORDER

DENTONS CANADA LLP Toronto Dominion Centre 77 King St. W., Suite 400 Toronto, Ontario M5K 0Al


Ken Kraft (LSO #31919P) Tel: (416) 863-4374) Fax: (416) 863-4592) [email protected]

Sara-Ann Van Allen (LSO #56016C) Tel: (416) 863-4402 Fax: (416) 863-4592) sara. [email protected]

Lawyers for The Fuller Landau Group, in its capacity as Courtappointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd

I\..) ~

O')

THE HONOURABLE

JUSTICE

BETWEEN:

Revised: May 11, 2010 217

Court File No. -~~C~V.;.-l!.J,0~-9~0~0::::t;4-;,l,,I0~0C~L


COMMERCIAL LIST

)

)

)

VlEEKDl ... Y,THURSDAY THE #19th

DAY OF MONTHDECEMBER, 20YR2fil2

PLAINTIFF

Plaintiff


Applicant

- and-=

DEFEND2-\.c~T

Defendant

SILJON INVESTMENTS INC, AND SILJON FAR HILLS LTD.

Respondents

DISCHARGE ORDER

THIS MOTION, made by [RECEIVER'S NAME]The Fuller Landau Group Inc.

("FuHer") in its capacity as the Court-appointed receiver (the "Receiver") of the undertaking,

propertyassets, undertakings and assets of [DEBTOR] (properties of Si]jon Investments Inc. and

Siljon Far Hills Limited (together. the "DebtorDebtors"), for an order:

1. approving the activities of the Receiver as set out in the Fef*)ftSixth Report of the

Receiver dated [DATE]December 12. 2019 (the "Sixth Report");

DOCSTOR: 1201925\84351il223343459052 1 jNATDOCS

DOCSTOR: 1201925\8

2. approving the fees and disbursements of the Receiver and its counsel;

3. approving the distribution of the remaining proceeds available in the estate of the Debtor;

faB-tijReceiver's Final R&D;

.4... terminating the proceedings and 4.-discharging [RECEIVER'S NAME]Euller as

Receiver of the undertaking, property and assets. undertakings and properties of the

Debtor[Debtors; and

5. releasing [RECEIVER'S N.A.1'4E]Fuller from any and all liability, as set out in paragraph

~1 of this Order}+,


ON READING the Sixth Report, the affidavits of the Receiver and its counsel as to fees

(the "Fee Affidavits"), and on hearing the submissions of counsel for the Receiver, no one else

appearing although served as evidenced by the Affidavit of [NAME] sworn [DATE], filed2;


Motion Record is hereby validated so that this Motion is properly returnable today and hereby

dispenses with further service thereof.

2.. THIS COURT ORDERS that all capitalized terms used but not otherwise defined herein

shall have the meanings ascribed thereto in the Sixth Report.

THIS COURT ORDERS ORDERS that the Receiver's Final R&D is hereby approved.

THIS COURT ORDERS that the Sixth Report is hereby approved and the actions

activities of the Receiver, as set out in the Sixth Report, are hereby approved .

.5.... ±.-THIS COURT ORDERS that the fees and disbursements of the Receiver and its

counsel, as set out in the Sixth Report and the Fee Affidavits, are hereby approved.

-1- If this relief is being sought, stakeholders should be specifically advised, and given ample notice. See also Note 4, ~

;;i, This model order assumes that the time for service does not need to be abridged.

43459052 1 INATDOCS

218

DOCSTOR: 1201925\8

.6.. ~THIS COURT ORDERS that, after payment of the fees and disbursements herein

approved, the R~eeiver shall pay the monies remaining in its hands to [NM4E OF P1\RTY];; ,-4.

THIS COURT ORDERS that upon payment of the amounts set out in paragraph 3 hereof [and

upon the Receiver filing a certificate. substantially in the fonn of the certificate attached hereto as

Schedule "A" certifying that it has completed the other activities described in the Sixth Report]-,

the Receiver shall be discharged as Receiver of the undertaking, property and assets, properties

and undertakings of the DebtorDebtors, provided however that notwithstanding its discharge

herein (a) the Receiver shall remain Receiver for the performance of such incidental duties as

may be required to complete the administration of the receivership herein, and (b) the Receiver

shall continue to have the benefit of the provisions of all Orders made in this proceeding,

including all approvals, protections and stays of proceedings in favour of [RECEIVER'S

NAME]Euller in its capacity as Receiver.

THIS COURT ORDERS that ypon filing of the Receiver's Certificate, these

receivership proceedings shall be terminated and the stay of proceedings imposed pursuant to the

Receivership Order shall be lifted .

.8... ~THIS COURT ORDERS AND DECLARES that [RECEIVER'S N} .. l\tIE]Eu11er is

hereby released and discharged from any and all liability that [RECEIVER'S NAME]Euller now

has or may hereafter have by reason of, or in any way arising out of, the acts or omissions of

[RECEIVER'S NA1\4E]~ while acting in its capacity as Receiver herein, save and except

for any gross negligence or wilful misconduct on the Receiver's part. Without limiting the

generality of the foregoing, [RECEIVER'S N,\l\4E]EJilleI is hereby forever released and

discharged from any and all liability relating to matters that were raised, or which could have

been raised, in the within receivership proceedings, save and except for any gross negligence or

wilful misconduct on the Receiver's part.}4

;; This model order assumes that the material filed supports a distril:ration to a speeifie seew=ed ereditor or other party,---

4 The model order subeommittee was divided as to 1tV£ether a general release might be appropriate. On the one hand, the Reeeiver has presumably reported its aetivities to the Comi, and presumably the reported aetivities have been approved in prior Orders. Moreover, the Order that appointed the Reeeiver likely has proteetions in favour of the Reeeiver. These faetors tend to indieate that a general release of the Reeeiver is not neeessary. On the other hand, the Reeeiver has aeted only in a representative eapaeity, as the Com.i's offieer, so the Comi may find that it is appropriate to insulate the Reeeiver from all liability, by way ofa general release. Some members of the subeommittee felt that, absent a general release, Reeeivers might hold baek funds and/or wish to eonduet a elaims bar proeess, 1N£ieh would lHllleeessarily add time and eost to the reeeivership. The general release language has been added to this form of model order as an option only, to be eonsidered by the presiding Judge in eaeh speeifie ease. See also 1'fote 1, above.

43459052 1 INATDOCS

219

DOCSTOR: 1201925\8

220

General

2.. THIS COURT ORDER fi _s that the Receiver and the . rom time to time for advice and direction with parties may each apply to this Court

Order. respect to any matter arising :from d . - -- or un er thJS

: THIS COURT HEREBY REQUESTS the aid and rec .. gu)atoey or ad.tninisttatiY< bod.c h . . . . oi.mlmn of any oourt. tribunal

- avmg mnsd1ction in c d . • effect to this Order and to assist the R . _amLa or m the United States to give o d ece1ver and its agent . .

r er. All courts. tribunals regul t s m canymg out the terms of this • -- a 01:Y and admin· t f

requested lo make suoh orders and lo provid!sra..m, bodies ore hereby reSjl<ci.fullv Court e such assistance to the Re .

' as rnav be necessary or desirabl t . ""1ver, as an offioer of this ·

1

e O give effect to thi o d LS agents in carrying oul the tenns of this Order. .s _LO( or lo assist the Receiver and

43459052 1 I NA rnocs

DOCSTOR: 1201925\8

1 THE HONOURABLE

nJSTICE

BETWEEN:

Schedule A - Form of Receiver's Certificate

Court file No, CY-10-9004-00CL


COMMERCIAL LIST

l l l

THURSDAY THE 19th


CAREVESJ CAPITAL INC, Applicant


Respondent

RECEIVER'S CERTIFICATE

RECITALS

A. Pursuant to an Order of the Honourable Mr, Justice Morawetz of the Ontario Superior

Court of Justice (the "Court") dated November 30, 2010, BDO Canada Limited ("BDO") was

appointed as the receiver (the "Receiver") without security, of all of the assets, undertakings and

properties of SjJion Investments Inc, and Sjlion Far Mills, (together, the "Debtors"),

B. Pursuant to the Order of the Honourable Mr, Justice PatiIJo of the Court dated July 7,

201 s, the Court approved the substitution of BDO by Fuller Landau Group C"Fuller") as

Receiver,

c. Pursuant to an Order of the Court dated [December t 9, 2019] (the "Discharge Order"),

Fuller was discharged as Receiver, to be effective upon the filing by the Receiver with the Court

43459052 1 INAJpocs

221

DOCSTOR: 1201925\8

222

. nectjon with the receivership of fi . g that aJ I matters to be attended to m con

D,

of a certlf'icate con rrmn . h b n completed to the satisfaction of the Receiver, th> DclJ.tgri ~ >> .

h 'ngs set out m . . . d h . terms with initial capitals have t e meam Unless otherwise md1cate erem,

the Discharge order,

THE RECEIVER CERTIFIES the following:

. h' f th Dehtors have been · · th the receivers tP Ok - --h tt ded to in connectwn WI_ ---L Al) matters toe a_en

completed to the satisfaction of the Receiver.

1 · d h the Receiver at This Certificate was de IVerey [TIME] on [DAIEJ.

! The FuHer Landau Group, in its capacity as Receiver. without security: of an ?~ the assets.

· d ropert1es of Sllrnn undertakm2s an P_ . F r Hills Ltd, and Investments Inc, and Sdrnn a . not in its corporate or personal capacity

Name:

43459052 1 INAJoocs

D , t bv Worksh 9.5 on D ber 13, 2019 4:46:32 PM -

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Description #43582233v1 <NATDOCS> -receivership-discharge-order-EN

Document 2 ID interwovenSite://NDCDMS01 .LAW.FIRM/NATDOCS/4345 9052/1

Description #43459052v1 <NATDOCS> - Receivership Discharge Order - December 19, 2019

Rendering set Dentons Standard

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-·- - - . - -- . ---· Statistics:

- . ·-Count

Insertions 108

Deletions 72

"' "' 0,


Applicant


- and-


SIL.JON ThrvESTMENTS INC. AND SILJON FAR HILLS LTD.

Respondents


(COMMERCIAL LIST) Proceeding commenced at Toronto

AMENDED MOTION RECORD (returnable December 19, 2019)



Kenneth Kraft (LSO#. 31919P) Tel: 416-863-4374 [email protected]

Sara-Ann Van Allen (LSO #56016C) Tel: (416) 863-4402 [email protected]

Lawyers for The Fuller Landau Group. in its capacity as Court-appointed Receiver of Siljon Investments Inc. and Siljon Far Hills Ltd

SILJON INVESTMENTS INC. AND SILJON FAR HILLS LTD. …€¦ · issuance of promissory notes. 5. As...

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