Executive Summary: Key Legal and Evidentiary Issues

• Central question was whether Edward Peill’s claim for membership in Soil and Sea Co-op Limited was statute-barred under the Limitation of Actions Act.

• There was a dispute over whether the 2006 revocation of Edward’s share followed the process required by the Co-operative Associations Act.

• The Court considered whether disputes about the revocation procedure impacted the limitation defence.

• The motion judge determined Edward was aware in 2006 that his membership had been revoked, triggering the limitation period.

• The existence of factual disputes about revocation validity did not create a genuine issue of material fact on the limitations issue.

• The Nova Scotia Court of Appeal upheld summary judgment dismissing the claim as statute-barred and awarded costs to the respondents.

Facts of the case

Dorothy Peill inherited land on the South Shore of Nova Scotia and in 1989 formed Soil and Sea Co-op Limited under the Co-operative Associations Act to hold the property. Dorothy and her six children were original members, each holding one share. In 2006, Dorothy asked all her children to return their shares. Most complied; Edward Peill did not. A directors’ meeting on June 7, 2006, recorded that remaining shares from Edward and another member were being recalled immediately. After the meeting, Dorothy sent Edward an email advising his share was officially withdrawn following instructions from the Inspector of Co-ops. On June 14, 2006, Dorothy sent Edward a registered letter enclosing a cheque for $5, stating his membership was concluded and that he had 30 days to appeal. Edward responded on July 17, 2006, refusing to return his share until non-family directors were appointed. In a July 5, 2007 email, Dorothy confirmed to Edward that he was no longer a member. Edward has not participated in Soil and Sea’s governance since June 2006. In 2008, he retained counsel, but no legal action was taken at that time. A Notice of Action was filed on July 30, 2021, seeking a declaration that Edward remained a member because the 2006 revocation was invalid.

Policy terms and clauses at issue

The dispute involved compliance with the Co-operative Associations Act, R.S.N.S. 1989, c. 98, governing membership revocation procedures. The Limitation of Actions Act, SNS 2014, c. 35, was central, including:

• Section 8(1)(a): claims must be brought within two years from when the claim is discovered or ought to have been discovered.

• Section 8(1)(b): claims cannot be brought more than 15 years after the act or omission.

• Section 8(2): a claim is discovered when the plaintiff knows or ought to know of the injury, its cause, and that it warrants a proceeding.

Outcome

The motion judge dismissed both parties’ motions for summary judgment regarding whether Edward’s share was validly revoked, finding genuine issues of material fact. However, summary judgment was granted dismissing Edward’s claim as statute-barred. The Nova Scotia Court of Appeal upheld this decision, finding no error in applying the Milbury two-step analysis. The Court found Edward knew in June 2006 that his membership was purportedly revoked, and this was sufficient to start the limitation period. The claim was thus barred under both the two-year and 15-year limitation periods. The appeal was dismissed, with costs of $1,500 awarded to Soil and Sea Co-op Limited and $1,500 to the other respondents.