Executive Summary: Key Legal and Evidentiary Issues

• Characterization of the parties’ arrangement as either a loan/debtor–creditor relationship or a joint venture concerning funding of a new sawmill building
• Reliance on the defendant’s own financial statements, tax filings, and accountant’s email to prove an admitted current liability of $373,720.00 owing to the plaintiff
• Application of New Brunswick Rule 22 summary judgment principles, including the “genuine issue requiring a trial” test and the appropriateness of partial summary judgment
• Dispute over whether the evidentiary record (without any written loan agreement) was sufficient to grant judgment on liability and quantum for part of the plaintiff’s claim
• Consideration of proportionality, efficiency, and the “interests of justice” in resolving a document-driven commercial dispute through summary procedures
• Assessment of appropriate pre-judgment interest and costs where the debt is established primarily through the defendant’s own admissions and documents

Background and commercial relationship between the parties
This case arises from a commercial dispute between Miz Forest Products Inc. (the plaintiff) and Ayat Timbers International Ltd. (the defendant) over substantial funds advanced in the context of a lumber supply relationship. Miz Forest Products is in the business of acquiring lumber for export and required more supply than Ayat Timbers could initially provide from its existing facilities. To increase production capacity, the parties discussed the construction of a new, larger building on Ayat Timbers’ property that would house the sawmill and related machinery. The understanding was that this “new building” would be used exclusively to supply lumber to Miz Forest Products for its export business. Part of the parties’ arrangement was reduced to writing in the fall of 2021. That written agreement, dated November 1, 2021, dealt with the provision of a sawmill and the buying of production, including partial exclusivity for Miz Forest Products over a 10-year period. However, no written terms were put in place for the construction funding of the new building or the precise legal characterization of the monies advanced to Ayat Timbers. Despite the lack of a detailed written loan instrument, Miz Forest Products advanced significant sums that were used in connection with the new building on Ayat Timbers’ land. Over time, the relationship soured, and the plaintiff sought repayment.

Competing legal characterizations: loan versus joint venture
At the core of the dispute is how to characterize the financial arrangement. Miz Forest Products sued for special damages of $485,808.28, plus interest and costs, alleging that it had loaned and advanced money to Ayat Timbers which had not been repaid. In the motion for partial summary judgment, however, Miz Forest Products limited its request to $373,720.00, plus interest and costs, on the basis that the defendant’s own documents and admissions clearly established that at least that amount was due and owing as of 2022. Ayat Timbers filed a statement of defence and a counterclaim. It asserted that the relationship was not that of lender and borrower but rather a joint venture that the plaintiff unilaterally terminated. The defendant claimed various special damages, including amounts for electrical work, unpaid invoices in both Canadian and U.S. currency, and an unquantified claim for loss of revenue, along with further relief as the Court considered appropriate. From the defendant’s perspective, the new building was a facility it did not independently need, constructed primarily for Miz Forest Products’ benefit, and the funding should be seen as part of a joint venture-style arrangement, not a straightforward debt.

Procedural posture and motion for partial summary judgment
The case came before the Court of King’s Bench of New Brunswick, Trial Division, Judicial District of Saint John, on a motion for partial summary judgment brought by Miz Forest Products. The motion sought judgment for $373,720.00, plus interest from November 3, 2022, and costs. The plaintiff argued that this portion of its claim was supported by clear admissions and objective financial records, such that there was no genuine issue requiring a trial as to that amount. Discovery had been completed, and most pre-trial steps were finished. The plaintiff had also pursued several motions to compel production of documents and information that, once obtained, solidified its position that a defined sum was acknowledged as owing. The hearing of the summary judgment motion took place over two dates, October 1 and December 3, 2025, before Justice Arthur T. Doyle. The record included multiple affidavits (from individuals such as Ahmad Salman and Mohammed Javet, and affidavits of service), as well as legal briefs submitted by both sides. The motion did not seek to resolve the entire action, leaving Ayat Timbers’ counterclaim and any remaining portions of the plaintiff’s claim for future adjudication.

Summary judgment framework in New Brunswick
Justice Doyle set out the governing law on summary judgment in New Brunswick, relying on earlier appellate and Supreme Court of Canada authorities. The Court referred to Alphataho Inc. v. Maaco Canada Partnership and, through it, to Hryniak v. Mauldin, where the Supreme Court called for a “cultural shift” in civil procedure to encourage broader use of summary judgment as an alternative to full trials in appropriate cases. The decision emphasized that under amended Rule 22, the sole test is whether there is a “genuine issue requiring a trial.” The burden rests on the moving party, on a balance of probabilities, to show that no such genuine issue exists. The judge described a two-step analysis: first, determine on the written record whether the issues can be fairly and justly adjudicated without a trial; second, where needed, consider using expanded fact-finding powers (a “mini-trial”) to avoid a full trial, always guided by proportionality and the interests of justice. The Court also referred to New Brunswick Court of Appeal decisions such as O’Toole v. Peterson, Russell v. Northumberland Co-Operative Ltd., and Edmondson v. Edmondson, underscoring that partial summary judgments are permissible and can advance access to justice, even though they may create some risk of duplication or inconsistent findings. That risk is a factor in the exercise of discretion, not an absolute bar.

Evidentiary record supporting the plaintiff’s claim
Although there was no formal written loan agreement documenting principal, interest terms, or a repayment schedule, the Court focused on the defendant’s own records and professional advice. Financial statements of Ayat Timbers showed a “Promissory Note” with a balance of $417,809.00 in 2022 and $395,309.00 in 2023, recorded as a current liability. An email from the defendant’s accountant, Sarah Hicks, a CPA, confirmed that the “MIZ Forest Advance payment ledger account” had been adjusted from $323,720.00 to $373,720.00 to correct a $50,000.00 overpayment originally mis-classified in accounts receivable; the revised $373,720.00 was expressly included within the current liability “note payable” balance to Miz Forest Products in the 2022 compilation engagement financial information. Those financial statements were used for income tax filings with the Canada Revenue Agency, reinforcing their reliability. Further correspondence via the defendant’s solicitor confirmed that funds received from Miz Forest Products were used for the building on Ayat Timbers’ property and were recorded as “advance payments for lumber” in the defendant’s accounting records. Critically, the amount payable to the plaintiff was again confirmed as $373,720.00, made up of an original $323,720.00 plus a further advance of $50,000.00 in April or May 2022. The Court also noted there was no documentation mentioning a joint venture prior to the commencement of the action; the concept of a “joint venture” surfaced only after Miz Forest Products sought reimbursement. Corporate income tax returns did not reflect a joint venture. In an affidavit dated January 31, 2023, Mr. Salman further stated there was no joint venture or partnership, that the plaintiff did not undertake to pay all the defendant’s expenses, and that advances were loans that remained unpaid.

Rejection of the joint venture characterization for purposes of the motion
Ayat Timbers argued that the motion record did not allow the Court to resolve the nature of the parties’ agreement, insisting that the issues were heavily fact-driven and would require comprehensive oral testimony and cross-examination at trial. The defendant also warned that partial summary judgment would not meaningfully shorten the trial and might increase the risk of inconsistent factual findings, particularly in light of its counterclaim for damages tied to electrical work, unpaid invoices, and lost revenue. Justice Doyle acknowledged the defendant’s position but concluded that, on the specific question of the $373,720.00, the evidentiary record was both clear and one-sided. Whether the advances were labeled “loans,” “advances,” or treated as part of a wider commercial relationship did not change the critical point: both parties accepted that money flowed from the plaintiff to the defendant, that those funds were used to benefit the defendant’s operations, and that the defendant’s own financial documents, accountant, and tax filings recognized a payable—essentially, a debt—of at least $373,720.00 in favour of Miz Forest Products. The absence of a formal loan contract did not, in the Court’s view, undermine the objective evidence of a liability.

Application of summary judgment principles and proportionality
Having examined the evidence, the Court held there was no genuine issue requiring a trial regarding either liability or quantum of the $373,720.00 debt. Justice Doyle reasoned that the dispute over labels (loan versus advance versus joint venture funding) was secondary to the defendant’s clear acknowledgment of a current liability to the plaintiff. The judge concluded that the documentary record—financial statements, accountant’s email, tax filings, and related correspondence—was sufficient to make the necessary findings of fact and apply the law without a full trial on that component of the claim. In exercising the discretion to grant partial summary judgment, the Court placed weight on proportionality and the efficient use of judicial resources. Granting judgment for the admitted debt would narrow the issues remaining for trial, potentially leaving only the defendant’s counterclaim and any additional amounts the plaintiff might still choose to pursue. The Court emphasized its obligation to manage the case actively, consistent with the culture shift endorsed in Hryniak, and found it to be in the interests of justice to resolve the undisputed portion of the financial dispute at the summary judgment stage.

Interest, costs, and overall outcome
Turning to remedies, the Court observed there was no agreement between the parties on a contractual interest rate applicable to the $373,720.00. The plaintiff asked the Court to apply the 7% simple interest rate specified in New Brunswick’s Judicature Act for post-judgment interest as the rate for pre-judgment interest as well. Justice Doyle accepted this submission, concluding that 7% simple interest per annum, calculated from November 3, 2022, was appropriate. On costs, Miz Forest Products sought $10,000.00 plus disbursements, pointing out that it had been forced to proceed through discovery and several motions to obtain documents and information that should have been produced earlier and more cooperatively. While agreeing that the plaintiff had been put to unnecessary effort and expense to prove what the defendant’s own records already demonstrated, the Court considered $10,000.00 too high in the circumstances. It fixed costs at $5,000.00, plus disbursements, payable forthwith. In the result, the Court granted Miz Forest Products partial summary judgment against Ayat Timbers in the principal amount of $373,720.00, together with 7% simple interest per year from November 3, 2022, and costs of $5,000.00 plus disbursements. The precise dollar value of interest and disbursements was not quantified in the decision, so the exact total recovery cannot be fully calculated from the text alone. However, on the face of the order, Miz Forest Products is the successful party, securing at least $378,720.00 in principal and fixed costs, in addition to interest and unquantified disbursements.