Denise Sayer

Partner

Denise is a discerning, resourceful business litigator and skilled advocate who acts for large and small businesses in a myriad of corporate commercial litigation matters. Denise has appeared before all levels of Court in Canada and regularly appears before the Commercial List of the Ontario Superior Court of Justice. She has also appeared before the Ontario Court of Appeal and argued many commercial arbitrations.

A large portion of Denise’s practice involves navigating shareholder disputes in closely held private corporations. She has successfully resolved many shareholder disputes involving a wide variety of oppressive conduct such as theft of corporate funds, failure to provide sufficient disclosure and information to minority shareholders, various breaches of corporate governance, and dilution of ownership interests.

Prior to forming Paris & Sayer LLP, Denise practiced corporate commercial and class action litigation at Osler, Hoskin & Harcourt LLP and Paliare Roland Rosenberg Rothstein LLP in Toronto. Denise obtained her Bachelor of Laws from Queen’s University in 2005, after which she clerked for the Justices of the Ontario Court of Appeal. While clerking, Denise was involved in researching, editing, and advising on all aspects of civil and criminal appeals.

Before becoming a lawyer, Denise obtained an Honours Bachelor of Business Administration from Sir Wilfred Laurier University and held a management position at Bell Mobility.

In her spare time, Denise enjoys knitting, making jewelry, and spending time with her two young sons.

DENISE’S Notable Decisions

  • Defeated an appeal of two successful personal bankruptcy petitions and a motion for fresh evidence before the Court of Appeal. The appellant was attempting to enter an expert report from a forensic accountant/certified fraud examiner and other documents. The Court of Appeal excluded all of the fresh evidence and dismissed the appeal from the bench (2023 ONCA 756).

While acting for Magenta Mortgage Investment Corporation (one of Canada’s oldest and largest mortgage investment corporations) and its affiliates:

  • Defeated a motion for leave to appeal the successful appointment of a receiver over three companies owned by an individual undischarged bankrupt. The husband of the bankrupt had improperly perfected an appeal of the receiver order without obtaining leave even though he was not a party to the underlying motion, had no interest in the companies, and was himself also an undischarged bankrupt (2024 ONCA 767).

  • Defeated three appeals by a mortgagor attempting to overturn or stay the client’s successful partial summary judgments on three mortgages (2021 ONCA 589).

  • Defeated three simultaneous motions for leave to appeal to the Divisional Court and obtained enhanced costs sanctions against the moving parties (2021 ONSC 5444, 2021 ONSC 5445, 2021 ONSC 5446).

  • Defeated a motion for injunctive relief relating to the transfer of a permit issued under the Endangered Species Act (2021 ONSC 67).

  • Obtained an urgent, court-approved power of attorney allowing the client to overcome gridlock between partners in a contested land development project (2021 ONSC 86).

  • Successfully resisted the consolidation of seven actions sharing numerous overlapping facts, witnesses, and lending agreements so that mortgage enforcement litigation could proceed on a summary basis separate from other claims (2020 ONSC 808).

  • During power of sale proceedings, defended the mortgagee client against an urgent motion without notice for a certificate of pending litigation (2019 ONSC 4789) and obtained substantial indemnity costs as a punitive sanction for the moving party’s “reprehensible” litigation conduct (2019 ONSC 5948).

  • Defeated a motion for injunctive relief and appointment of a receiver-manager on behalf of a joint venture partner in a multi-million-dollar land development project (2019 ONSC 517).

  • Successfully enforced a settlement agreement negotiated with the assistance of members of a religious community (unreported, 2022).

  • Resisted a motion to strike affidavit evidence in a complex fraud case in the context of a motion for third party production where affidavit evidence had been drafted by prior counsel (2020 ONSC 1463).

  • Successfully resolved a partnership dispute involving the failed exercise of a right of first refusal and subsequent application to dissolve a partnership and appoint a Sales Officer to liquidate the partnership, which allowed our client to sell its interest for fair market value and avoid potential foreclosure proceedings (unreported, 2021).

  • Acted on behalf of two partners in a family law firm involved in a contentious partnership dissolution with a third partner, including successfully resisting several interlocutory motions later upheld by the Divisional Court and Court of Appeal (unreported, 2019).

  • Successfully used the oppression remedy to assist a client compelled by a US court to produce documents in the possession of an Ontario company of which she was a minority shareholder (2015 ONSC 5181).

  • Successfully obtained a dismissal of a court action as an abuse of process when the dispute was already being adjudicated by the Human Rights Tribunal (2013 ONSC 135, 2012 HRTO 1578).

  • Successfully brought a motion for certification for Shoppers Drug Mart franchisees (2012 ONSC 5563).

  • Successfully brought a motion challenging the disclosure to shareholders contained in an information circular on which a shareholder vote had been based (2010 ONSC 6949, 2011 ONSC 2818).