Executive Summary: Key Legal and Evidentiary Issues

• Four provincial cricket member organizations brought an oppression petition under the Canada Not-for-profit Corporations Act against Cricket Canada and two of its directors for procedural bylaw breaches and denial of member rights.

• AlbertaCA's membership was suspended through an unauthorized email chain vote that violated multiple CCanada bylaws governing board meetings, notice, quorum, and electronic voting requirements.

• Denial and delay of the properly requisitioned special general meeting (SGM) by the respondent directors constituted an independent act of oppression against the petitioner members.

• Creation of Pacific Coast Cricket Association by a CCanada director aligned with respondents, and the rushed audit of WestCA's effective control, were characterized by the Court as rearguard actions designed to strip petitioner voting rights before the SGM.

• Respondents' defenses of unclean hands and failure to exhaust internal remedies were rejected, as the alleged misconduct lacked a necessary connection to the relief sought, and internal processes were found to be unreasonable and impractical.

• CCanada's decade-long misdesignation as a non-soliciting corporation, unresolved financial audit concerns, and the controversy surrounding its former CEO's criminal charges formed a backdrop of systemic governance dysfunction.

The parties and organizational structure
Cricket Canada ("CCanada") is a federally incorporated not-for-profit corporation and registered charity serving as the national sport organization for cricket in Canada, with a revenue of approximately $4.7 million in 2025. Its membership is composed of ten provincial cricket associations, each holding voting rights on the CCanada board as allocated under the bylaws. The petitioners in this case — West Coast Cricket Organization ("WestCA"), Alberta Cricket Association ("AlbertaCA"), Saskatchewan Cricket Association Inc. ("SaskCA"), and Cricket Council of Ontario ("OntarioCA") — represent four of those ten provincial members but together hold 15 of the 21 member votes on the CCanada board under article 3.14 of the bylaws. The respondents are CCanada itself and two of its directors: Amjad Bajwa, the President and Director, and Maninder Gill, the Secretary and Director. The case was heard before the Honourable Mr Justice Crerar in the Supreme Court of British Columbia on February 12, 2026, with extensive written submissions filed through March 12, 2026. Judgment was rendered on March 19, 2026.

Background controversies and governance failures
The dispute did not arise in a vacuum. CCanada had been plagued by governance difficulties long preceding the petition. Three background controversies are particularly relevant. First, for the past decade, CCanada filed annual returns that incorrectly designated it as a "non-soliciting corporation," thereby avoiding the legal requirement to file audited financial statements. Although CCanada corrected this designation on November 26, 2025, filing corrected annual returns and financial statements for the years 2016 through 2024, the auditor for the 2024 financial statements concluded that it was not possible to express an audit opinion, as he was unable to obtain sufficient appropriate audit evidence concerning the underlying nature, classification, and timing of significant receipts and disbursements related to a licensee, due to missing supporting agreements and documentation. As at the date of the hearing, the 2024 financial audit remained incomplete.
Second, CCanada's former Chief Executive Officer, Salman Khan, who served from December 2024 to October 2025, was the subject of criminal charges — one count of fraud and theft over $5,000 from the Calgary and District Cricket League — arising from his past role as president of that organization. The CCanada board initially decided not to take steps against Mr. Khan until the status of his case or its impact on CCanada changed. On October 1, 2025, Sport Canada sent a letter to the CCanada board raising concerns over Mr. Khan's ongoing involvement in the governance and financial aspects of CCanada, given the criminal charges. On October 15, 2025, the Centre for Ethics in Sport suspended CCanada from the Canadian Safe Sport Program, due to its failure to meet its obligations. The Executive Committee suspended Mr. Khan with full pay on October 19, 2025. A majority of the board voted to terminate Mr. Khan on December 10, 2025.
Third, a controversy surrounded CCanada's licensing of the GT20 League, a major professional cricket tournament held annually in Canada. On December 23, 2024, CCanada terminated its licensing agreement with Bombay Sports as organizer of the GT20. In January 2025, CCanada entered into a binding term sheet with the National Cricket League ("NCL") for the GT20 licence. On April 14, 2025, CCanada issued a press release announcing the award to NCL. No definitive contract had yet been reached with NCL, however. At the September 22, 2025 CCanada board meeting, Mr. Khan advocated that CCanada immediately terminate the NCL term sheet, based on an undisclosed legal opinion. The board members split on whether or not to terminate the NCL term sheet. On January 7, 2026, the petitioner members learned that CCanada had entered into a definitive agreement with NCL as of December 18, 2025, for a 25-year term. The petitioner members assert that Mr. Gill and certain other directors caused CCanada to enter into this contract without requisite board approval.

Competing calls for meetings and the December 2025 SGM
Tensions escalated through October and November 2025 as competing calls for board meetings emerged. On October 22, 2025, a full board meeting was called for October 27, 2025, to address Mr. Khan's suspension. That same day, Mr. Rana Imran, a CCanada director aligned with the petitioners, sent an email seeking to call a special general meeting on November 15, 2025, to remove Messrs Bajwa, Persaud, Klair, and Gill as directors. This call was supported by Messrs Butt and Khosa and the AlbertaCA "Executive Team." In response, on October 23, 2025, an in-person board meeting was called for October 30, 2025, which Messrs Virk, Butt, and Imran did not support and did not attend. At that meeting, it was resolved that an oversight committee, comprised of Messrs Bajwa, Persaud, Klair, P. Joshi, Gill, and Pais, would take steps to finalize the definitive agreement with NCL. On October 31, 2025, in a request initiated by Amit Joshi, over two-thirds of the provincial members requested that the board set up an SGM. On November 17, 2025, the CCanada board formed a review committee to examine the circumstances surrounding Mr. Khan's hiring, which produced a report recommending that the board immediately terminate Mr. Khan's employment contract. On December 10, 2025, a majority of the board voted to terminate Mr. Khan, and the termination was announced the next day.
CCanada held an SGM on December 13, 2025. The meeting lasted for over three hours. By all accounts, it was highly acrimonious. The AlbertaCA delegate was removed from the meeting. Mr. Gill brought forward a motion to suspend the meeting, and the meeting was suspended before any vote on any resolution. On December 14, 2025, petitioner members WestCA, AlbertaCA, and SaskCA submitted a requisition to the CCanada directors calling for a new SGM, with the stated purpose of considering a resolution to remove Messrs Bajwa, Persaud, Gill, and Klair as CCanada directors, and, if passed, to elect directors to fill the vacancies. Under the CNCAct, s. 130(1) and article 4.12 of the CCanada bylaws, a director can be removed from office through an ordinary resolution of the members at a special meeting. Mr. Gill acknowledged receipt of the requisition on December 16, 2025. The present petition was filed on December 24, 2025, seeking the SGM within 21 days.

Suspension of AlbertaCA through unauthorized email vote
Days after the December 14 SGM requisition, two developments sought to ensure that neither AlbertaCA nor WestCA — requisitioning members and petitioners — would be able to vote at the upcoming meeting. On December 18, 2025, after a December 17–18 email discussion amongst CCanada board members, the CCanada board Executive Committee purported to suspend AlbertaCA's membership, removing its right to vote at any upcoming general meeting. Specifically, on that date, Mr. Gill sent an email to the CCanada directors proposing a motion to suspend AlbertaCA's membership, alleging breaches of the Code of Conduct including issuing retaliatory and inflammatory communications, persistent use of hostile and accusatory language, actions detrimental to CCanada's reputation, unprofessional conduct at the recent SGM, and exclusionary practices. The CCanada directors did not give notice to AlbertaCA that they were considering a motion to suspend its membership, nor did they provide AlbertaCA any opportunity to respond to the allegations.
Several CCanada directors sent emails purporting to vote in favour of Mr. Gill's motion. CCanada director Mr. Virk pushed back, insisting that a formal meeting of the Board of Directors be convened, that substantive evidence be provided, and that AlbertaCA be given a copy of the complaint and an opportunity to respond. Just over 24 hours after the email motion, at 11:25 AM on December 19, 2025, Mr. Bajwa declared the motion adopted by email, without addressing or responding to Mr. Virk's objections and before all directors had had the opportunity to provide their views. Director Rana Imran subsequently joined Mr. Virk in objecting, calling the practice of passing resolutions via email a serious irregularity and a breach of the bylaws. That same day, Mr. Gill wrote to representatives of the CCanada provincial members stating that AlbertaCA was found to be not in good standing effective immediately, and its membership in Cricket Canada was suspended, stripping it of all voting rights at Cricket Canada meetings.

The PacificCA challenge to WestCA's effective control in British Columbia
In a parallel development, on December 17, 2025, the British Columbia Mainland Cricket Association ("BCMCA"), the largest British Columbia cricket league, notified CCanada and WestCA that it was withdrawing from WestCA. On January 7, 2026, a brand-new entity — the Pacific Coast Cricket Association ("PacificCA") — was incorporated by Pawanjit Joshi, a CCanada director aligned with the respondents. On January 13, 2026, PacificCA asserted that it now had the support of the BCMCA and thus possessed "effective control" of cricket in British Columbia, seeking to replace WestCA as the CCanada provincial member representing that province. On January 19, 2026, the CCanada directors held an email vote for the formation of an audit committee to determine which organization has effective control in British Columbia, with Mr. Joshi participating despite his conflict of interest as a director of both CCanada and PacificCA. He did not recuse himself from either step. He only resigned from his PacificCA directorship around February 13, 2026, the day after the petition was heard. On February 15, 2026, the CCanada audit committee provided its audit report, concluding that PacificCA has effective control of cricket in British Columbia. WestCA contested that process. However, the CCanada directors had not yet voted to replace WestCA with PacificCA as the British Columbia provincial member. The Court treated the PacificCA developments with significant caution, noting the remarkable timing, Mr. Joshi's unrecused conflict of interest, the fact that PacificCA was incorporated by a director allied to those the petitioners sought to remove, and the remaining controversy about the internal governance authority for BCMCA's sudden shift from WestCA to PacificCA, characterizing both PacificCA's incorporation and the email vote suspension of AlbertaCA as rearguard actions by the respondents.

Bylaw provisions at issue
Several bylaw provisions were central to the Court's analysis. Article 3.2 permits a special meeting to be called upon the written requisition of members holding five percent of the votes of the Corporation. Articles 4.16 and 4.18 require at least five days' notice for any meeting of the Board and a quorum of five directors. Articles 4.22 and 4.23 permit meetings by teleconference or other electronic means only with the consent of all directors and only where the directors have passed a resolution addressing the mechanics of holding such a meeting. Article 2.2 provides that there shall be only one provincial member from each province, being the organization demonstrating effective control of organized competitive cricket within the province concerned. Article 2.14 sets out the audit process for determining whether a member retains effective control, including requirements for formal complaints, an audit committee consisting of two Directors, two representatives from provincial members and an independent chair, notice to the existing provincial member, and a 14-day response period. Critically, article 2.14.4(h) provides that a suspension imposed via this process within 90 days of the date of a General Meeting of Members will not impact voting rights until after the meeting.

The legal framework: oppression under the CNCAct
The petition was brought under section 253 of the Canada Not-for-profit Corporations Act, which provides an oppression remedy allowing a court to make any interim or final order it thinks fit where any act or omission of the corporation, the conduct of its activities or affairs, or the exercise of the powers of its directors or officers is oppressive or unfairly prejudicial to or unfairly disregards the interests of any member. The Court applied the two-stage analysis from BCE Inc. v. 1976 Debentureholders, 2008 SCC 69: first, whether the evidence supports the reasonable expectation asserted by the complainant; and second, whether those expectations were violated by conduct falling within the terms "oppression," "unfair prejudice," or "unfair disregard" of a relevant interest. The Court found that it was both a subjective and objective reasonable expectation that CCanada would adhere to its bylaws, particularly when taking the significant and prejudicial step of purporting to expel a member organization representing the cricket associations and players within Canada's fourth most populous province. The failure to comply with its governing rules resulted in inequity and unfairness towards its members, and CCanada's actions exhibited each of oppression, unfair prejudice, and unfair disregard of the interests of AlbertaCA and its constituents.

Respondents' arguments and the Court's rejection
The respondents raised several defenses. They argued that the relief sought was not sufficiently connected to the oppression alleged, that the petitioners came to court with unclean hands, and that AlbertaCA should proceed with CCanada's internal dispute resolution processes rather than resorting to the external court process. The Court rejected each argument. On the connection between relief and oppression, the Court focused on the two clearest grounds: the invalid email vote suspension of AlbertaCA and the failure to hold the requisitioned SGM, finding that ordering CCanada to convene the SGM was an appropriate and sufficiently tailored remedy. On unclean hands, the Court held, citing Takhar v. Phoenix Homes Limited, 2025 BCCA 152, that the doctrine does not permit a free-ranging inquiry into the moral history of the claimant, and that the alleged misconduct by petitioner-aligned individuals had no sufficiently immediate and necessary connection to the relief sought. The Court further noted that where both sides are guilty of misconduct, it may decline to apply the doctrine entirely. On exhaustion of internal remedies, the Court found that CCanada's internal appeal process was impractical and potentially unfair, given that under the Dispute Resolution and Internal Appeal Policy, the CCanada President — Mr. Bajwa — appoints the Appeal Committee, raising significant concerns about its neutrality. The Court also noted there was no evidence that the Policy was ever approved by the CCanada board, and there was no proven history of fair, or indeed any, adjudication under the internal appeal process. The Court further cited jurisprudence establishing that in a fractious organization, it is not necessary to exhaust internal appeal processes before seeking relief from the courts where the remedy is unreasonable, impractical, and ineffective.

The ruling and outcome
The Court granted all orders sought by the petitioners. It declared the purported suspension of AlbertaCA to be a nullity, of no force and effect, confirming that AlbertaCA remains a member of CCanada with full voting and other rights. The Court preserved the CCanada status quo as it existed before the respondents' actions on December 18–19, 2025, rendering any changes of any substance that purportedly occurred between that date and the present a nullity. The Court ordered that CCanada hold the SGM that was requisitioned on December 14, 2025, within 21 days of the reasons, or as otherwise agreed by the parties, to be chaired by an independent chair — Brett Kagetsu, head of Vancouver Gowling's Business Department — who would determine any disputes arising at the SGM in relation to the interpretation of the bylaws and the CNCAct. All present members, including specifically AlbertaCA and WestCA, were confirmed as entitled to vote at the SGM. The Court further ordered that the CCanada directors and board and, specifically, its Executive Committee shall only act in the ordinary course of business until the SGM takes place, with no unilateral actions without necessary board approval, in strict adherence to the bylaws and the CNCAct, and specifically prohibited the CCanada directors from voting to suspend, remove, or replace any current member until after the SGM, and then only in strict adherence to the bylaws and the CNCAct. No specific monetary award was ordered, as the relief was declaratory and injunctive in nature. The petitioners were the successful party, obtaining every order they sought. The Court notably remarked that it had been inclined to stop the bleeding by appointing a receiver over CCanada but refrained because such relief was not sought in the petition, cautioning that if the disputes and dysfunctions continue after the order, it may well be appropriate to appoint a receiver over CCanada and perhaps over some or all of the petitioner organizations, to take those organizations out of the hands of their individual directors and operatives and to return them to their proper mission.