Fair Market Value Evaluation

Aquam Corporation v. Coffey, 2019 ONSC 7218 (CanLII)

[11] In Smeenk v. Dexleigh Corp., 1990 CanLII 6935 (ON SC), at para. 36, Henry J. adopted the following apt description of valuation proceedings:

Further in Cyprus Anvil Mining Corp. v. Dickson (1986), 1986 CanLII 811 (BC CA), 8 B.C.L.R. (2d) 145, 33 D.L.R. (4th) 641 (C.A.), Lambert J.A. referred to a number of U.S. authorities and observed at p. 158 B.C.L.R.:

It is not necessary for me to analyze those cases or to quote from them. The point that they emphasize is that the problem of finding fair value of stock is a special problem in every particular instance. It defies being reduced to a set of rules for selecting a method of valuation, or to a formula or equation which will produce an answer with the illusion of mathematical certainty. Each case must be examined on its own facts, and each presents its own difficulties. Factors which may be critically important in one case may be meaningless in another. Calculations which may be accurate guides for one stock may be entirely flawed when applied to another stock.

The one true rule is to consider all the evidence that might be helpful, and to consider the particular factors in the particular case, and to exercise the best judgment that can be brought to bear on all the evidence and all the factors. I emphasize: it is a question of judgment. No apology need be offered for that. Parliament has decreed that fair value be determined by the courts and not by a formula that can be stated in the legislation. [Emphasis added.]