Fiduciary Duties: Purchase of the Vancouver Canucks by Francesco Aquilini


The British Columbia Court of Appeal recently upheld a trial decision which found that Francesco Aquilini did not owe a fiduciary duty to his former business partners.  Mr. Aquilini worked together with R. Thomas Gaglardi and Ryan K. Beedie towards the possible purchase of a 50% interest in the Vancouver Canucks.  After the group’s negotiations with the owners of the team failed, Mr. Aquilini withdrew from the group and negotiated directly with the vendors.  Mr. Aquilini reached a deal to purchase a 50% interest in the team.  Mr. Gaglardi and Mr. Beedie commenced an action claiming that Mr. Aquilini breached a fiduciary duty owed to them as partners by wrongfully competing against them or by appropriating a business opportunity belonging to their partnership.  The British Columbia Supreme Court dismissed the action and the Court of Appeal upheld the decision.  The Supreme Court of Canada dismissed the plaintiffs’ leave for appeal.   

In the court case, Mr Gaglardi and Mr. Beedie sought an order that Mr. Aquilini held the team in trust for their benefit.  The trial judge found that no partnership or joint venture was formed between Mr. Gaglardi, Mr. Beedie and Mr. Aquilini, as there was no agreement that governed their rights and obligations during their negotiations to purchase the team. Even if any relationship had been formed that involved fiduciary duties, the relationship ended when Mr. Aquilini left the group.  Mr. Aquilini owed no duty to Mr. Gaglardi and Mr. Beedie to refrain from competing with them for the purchase.  The court also found that there was no evidence of an agreement to act in one another's best interests, nor was there discretion conferred to act on behalf of one another that rendered the others vulnerable.

For the full text of the Court of Appeal decision, please see http://www.courts.gov.bc.ca/jdb-txt/CA/09/00/2009BCCA0034.htm.
 

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