In V2 Investment Holdings Inc. v. Mizrahi, 2026 ONCA 275, the Court of Appeal dismissed an appeal to set aside a judgment granted in favour of the respondent lender, V2 Investment Holdings Inc. (“V2”), relating to an outstanding $12.9 million dollar loan used to finance a partially completed mixed-use condominium development project in Ottawa (“the Project”).
The purpose of the loan was to provide bridge-financing for the Project. The loan was guaranteed by multiple corporations and granted V2 a charge over the Project.
One of the questions on appeal was whether the application judge erred in handing the case as an application rather than converting it into an action. The Court of Appeal found that the application judge did not err in handling the case as an application as there were no material factual disputes that required a trial. There was no dispute that the funds had been advanced, that the loan had not been paid, and that defaults had occurred.
The Court of Appeal also found that the alleged oral arguments during the March 3, 2024, meeting between V2 and the appellant, Sam Mizrahi (“Mr. Mizrahi”) to extend the loan maturity date and manage the security were unsupported and that ongoing negotiations remained incomplete and did not create a binding contract. No further written agreement was executed. The application judge found that the correspondence between V2 and Mr. Mizrahi which formed part of the documentary evidence for the application, recounted their conduct in the period following the March 3, 2024, meeting was inconsistent with any agreement having been reached.
Upon reviewing the documentary evidence as a whole, the Court of Appeal found that the application judge’s reasons clearly explain and support the conclusion to not convert the application to an action.
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