Validation Certificate Application - 4975 Dundas Street West and
52 Mabelle Avenue
The Etobicoke Community Council recommends the adoption of the following report (September 3, 1998) from
Reble, Ritchie, Green & Ketcheson:
Purpose:
This report is submitted for the purpose of requesting a validation certificate pursuant to the Planning Act, to sever the
properties municipally known as 4975 Dundas Street and 52 Mabelle Avenue because title to the properties was merged
inadvertently through Articles of Amalgamation.
Funding Sources, Financial Implications and Impact Statement:
The cost of preparing this report and the subsequent certificate of validation will be borne by the applicant. There are no
other financial implications.
Recommendation:
We recommend that a certificate of validation in the form attached be issued in respect of the properties at 4975 Dundas
Street and 52 Mabelle Avenue.
Council Reference/Background/History:
In or about 1972, Analytical Investments Limited became the owner of 52 Mabelle Avenue.
In or about 1980, Jericho Investments Limited became the owner of 4975 Dundas Street.
The properties abut each other and therefore would be subject to the part lot provisions in the Planning Act.
By Articles of Amalgamation dated June 1, 1994, Jericho Investments Limited, AnalyticalInvestments Limited and seven
other companies were amalgamated to form FifthBrook Investments Inc. As a result of this amalgamation,
FifthBrookInvestmentsInc. became the registered owner of both the Mabelle property and the Dundas property.
On June 2, 1994, Fifth Brook Investments Inc. transferred the Dundas property to 1054879OntarioLimited and, on the same
date, FifthBrookInvestmentsInc. transferred the Mabelle property to 1054880OntarioLimited. The first transfer resulted in a
breach of the Planning Act, in that Fifth Brook Investments Inc. retained abutting lands (Mabelle) when it conveyed the
Dundas property.
Comments and/or Discussion and/or Justification:
The solicitors for the owner of the Dundas property have requested a validation certificate to validate the transfer from Fifth
Brook Investments Inc. to 1054879 Ontario Limited. Under the Planning Act, Council is authorized to give severance
consent by way of issuance of a certificate of validation, which certificate would retroactively cure the title defect.
However, "the validation certificate does not affect the rights acquired by any person from a judgment or order of any court
given or made on or before the date on which the certificate is issued."
The amalgamation resulted in an inadvertent merger of title. We are informed by the solicitor for 1054879 Ontario Limited
that the amalgamation in this instance took place in order to achieve a "butterfly reorganization". A "butterfly
reorganization" enables parties who no longer wish to work together to equitably distribute assets. All the assets which are
jointly held are amalgamated into one corporation, evaluated as a whole and then distributed to the parties, enabling the
parties to walk away and end the relationship. Apparently, the properties at Dundas Street and MabelleAvenue were two
such assets. Prior to the amalgamation, the properties has been owned as separate properties and treated as such. As part of
the amalgamation, no consideration was given to the fact that the Mabelle and Dundas properties were adjacent to each
other.
Conclusions:
1.The properties at 4975 Dundas Street and 52 Mabelle Avenue were separately owned prior to the amalgamation.
2.The amalgamation resulted in a merger of title with respect to the two properties.
3.The merger of title was inadvertent.
4.The issuance of a certificate of validation is appropriate in this matter.
Contact Name:
John R. Hart, Solicitor
Reble, Ritchie, Green & Ketcheson
Tel: (416) 622-6601, Fax: (416) 622-4713
(Copy of the Attachment referred to in the foregoing report was forwarded to all Members of Council with the agenda of
the Etobicoke Community Council meeting of September 16, 1998, and a copy thereof is on file in the office of the City
Clerk.)
