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I SUPREME COURT
I
<5F

No.

BRITISH COLUMBIA

Chilliwack Registry
IN THE SUPREME COURT OF BRITISH COLUMBIA

MANJIT KAUR GILL and 0492312 B.C. LTD. doing business as

GAMY ENTERPRISES LTD.

PLAINTIFFS
AND:

NAROTAM SINGH DHANOA,SURINDER KAUR DHANOA,689939 B.C LTD.,

BIR KANWAR SINGH DHANOA,and NAVNAGEENA DHANOA
DEFENDANTS
NOTICE OF CIVIL CLAIM

This action has been started by the Plaintiff for the relief set out in Part 2 below.

If you intend to respond to this action, you or your lawyer must

(a)

file a Response to Civil Claim in Form 2 in the above-named Registry ofthis Court within the
time for Response to Civil Claim described below, and

(b)

serve a copy ofthe filed Response to Civil Claim on the Plaintiff.

If you intend to make a counterclaim, you or your lawyer must

(a)

file a Response to Civil Claim in Form 2 and a Counterclaim in Form 3 in the above-named

Registry ofthis Court within the time for Response to Civil Claim described below, and

(b)

serve a copy ofthe filed Response to Civil Claim and Counterclaim on the Plaintiff and on any
new parties named in the counterclaim.

JUDGMENT MAY BE PRONOUNCED AGAINST YOU IF YOU FAIL to file the Response to Civil Claim within
the time for Response to Civil Claim described below.
Time for Response to Civil Claim

A Response to Civil Claim must be filed and served on the Plaintiff,

(a)

if you reside anywhere in Canada, within 21 days after the date on which a copy ofthe filed
Notice of Civil Claim was served on you,

(b)

if you reside in the United States of America, within 35 days after the date on which a copy of
the filed Notice of Civil Claim was served on you,

(c)

if you reside elsewhere, within 49 days after the date on which a copy ofthe filed Notice of
Civil Claim was served on you, or

(d)

ifthe time for Response to Civil Claim has been set by order ofthe Court, within that time.

CLAIM OF THE PLAINTIFF

Part 1:

1.

STATEMENT OF FACTS

The Plaintiff Manjit Kaur Gill (the "Plaintiff Gill") is a care aide and sole director of the

Plaintiff0492312 B.C. LTD.,doing business as Gamy Enterprises Ltd., and resides at 4409
152nd street, Surrey, British Columbia, V3S 0L2.

2.

The Plaintiff0492312 B.C. LTD.,doing business as Camy Enterprises Ltd.,(the "Plaintiff

Camy Enterprises") is a corporation registered pursuant to the laws of British Columbia
with its registered office at 4409 152nd street, Surrey, British Columbia, V3S 0L2.

3.

The Defendant Narotam Singh Dhanoa, also known as Don Dhanoa,(the "Defendant Don

Dhanoa")is a real estate agent and resides at 5262 125A Street, Surrey, British Columbia.
4.

The Defendant Surinder Kaur Dhanoa(the "Defendant Surinder")is a real estate agent and
resides at 5262 125A Street, Surrey, British Columbia.

5.

The Defendant 689939 B.C. Ltd (the "Defendant 939") is a voluntarily dissolved
corporation which had been duly incorporated pursuant to the laws of British Columbia

with its registered office at #288 12899 76th Avenue,Surrey, British Columbia, V3W 1E6.
6.

The Defendant Bir Kanwar Dhanoa (the "Defendant Kanwar") is a director of the
Defendant 939 and is the son of the Defendant Don Dhanoa and the Defendant Surinder.

The Defendant Kanwar resides at 5262- 125A Street, Surrey, British Columbia.
7.

The Defendant Navnageena Dhanoa, also known as Neenu Dhanoa, also known as
Navnageena Bains,(the "Defendant Neenu") is a director of the Defendant 939 and the
daughter of the Defendant Don Dhanoa and Defendant Surinder. The Defendant Neenu

Dhanoa resides at 15090 South McCall Avenue, Kingsburg, California, United States of
America 93631.

8.

At all material times, the Defendant Don Dhanoa and Defendant Surinder acted as agents
for the Defendant 939.

9.

At all material times, the Plaintiff Gill acted as agent for the Plaintiff Gamy Enterprises.

HISTORY OF DEALINGS

10.

The Plaintiff Gill had been socially acquainted with the Defendant Don Dhanoa and the
Defendant Surinder and had a friendship with them since 1981. The Plaintiff had
previously engaged in commercial real estate transactions with the Defendants in 2005 and
2011.

11.

In 2005, the Plaintiff Gill, through the Plaintiff Gamy Enterprises, entered into a contract
with the Defendant Don Dhanoa, the Defendant Surinder, and the Defendant 939 to

purchase commercial real property in Maple Ridge,British Columbia in which the Plaintiff

Gill through the Plaintiff Gamy Enterprises contributed $200,000 and received a gross
return of$281,225 in 2006(the "2005 Transaction") resulting in a gross profit of$81,225.
12.

In 2011, the Plaintiff Gill, through the Plaintiff Gamy Enterprises, entered into a contract
with the Defendant Don Dhanoa, Defendant Surinder, and the Defendant 939 in which the

Plaintiff Gill through the Plaintiff Gamy Enterprises purchased a 1/4 share in commercial

real property for $286,000 and received a gross return of $406,613 (the "2011
Transaction") resulting in a gross profit of$120,613.

13.

For both the 2005 Transaction and 2011 Transaction, the Plaintiffs relied on the
representations of the Defendant Don Dhanoa and Defendant Surinder. The Plaintiffs

received full accounting and contractual documents in a timely manner with respect to both
transactions.

14.

At material times,the Plaintiff Gill suffered from cancer-related health issues and received

the following treatments:

(a)

The Plaintiff Gill was diagnosed with cancer ofthe kidney in or about October 2012

and had one of her kidneys surgically removed in or about November 2012 (the
"Kidney Cancer Treatment").

(b)

In or about August 2013, the Plaintiff was informed by medical practitioners that
the cancer had returned and metastasized to her brain. In November 2013, the
Plaintiff Gill underwent whole brain radiation treatment in which she received

intensive daily radiation treatment nearly every day for two weeks (the "Brain
Radiation Treatment"); and

(c)

The Plaintiff received focal radiation on her brain in or about December 2015 (the
"Focal Radiation").

(collectively, the "Health Treatments")

15.

As a result of diverse conversations with the Plaintiff Gill, the Defendants Don Dhanoa
and Defendant Surinder at all material times were aware of the medical condition of the
Plaintiff Gill.

REPRESENTATIONS & AGREEMENT

16.

In or about September 2013, the Defendant Don Dhanoa and the Defendant Surinder for

themselves and/or as agents for the Defendant 939 met the Plaintiff Gill at their personal
residence in Surrey, British Columbia, and discussed an investment in commercial real
estate property (the "Initial Meeting").

17.

The Defendant Don Dhanoa and Defendant Surinder ought reasonably to have foreseen

that the Plaintiff Gill would rely upon their representations in the Initial Meeting as a result
of the trust placed in them by the Plaintiff Gill and the history of dealings between them,
and such reliance ofthe Plaintiff Gill was reasonable in the circumstances.

18.

At the time of the Initial Meeting, the Defendant Don Dhanoa and Defendant Surinder

Dhanoa were aware that the Plaintiff Gill had received the Kidney Cancer Treatment, that
the cancer had returned, that she was due to undergo the Brain Radiation Treatment, and
that her general health was poor.

19.

At the Initial Meeting, the Defendant Don Dhanoa and Defendant Surinder sought funds
from the Plaintiff Gill to jointly invest in commercial real estate property purportedly
located on King George Highway at 84th Avenue in Surrey, British Columbia (the
"Property").

20.

At the Initial Meeting, the following representations were made by the Defendant Don
Dhanoa and Defendant Surinder to the Plaintiff Gill:

(a)

The Defendant Don Dhanoa and Defendant Surinder represented the market value
ofthe property was $17,000,000;

(b)

The Defendant Don Dhanoa and Defendant Surinder promised that an investment
of $500,000 would yield a gross retum of at least $1,000,000 within six months of
investment, resulting in a gross profit of$500,000;

(c)

The Defendant Don Dhanoa and Defendant Surinder stated they would use the

Plaintiffs' investment of$500,000 and an additional $500,000 oftheir own money

to place a down payment of $1,000,000 on the Property;

(d)

The Defendant Don Dhanoa and Defendant Surinder stated they would, following

the said down payment, acquire an option to purchase contract (the "Option
Contract") that would give the Plaintiffs and the Defendant Don Dhanoa and

Defendant Surinder the exclusive right for a period of six months, either to

complete the purchase of the Property or to market the Property and assign the
Option Contract to a third party purchaser;
(e)

The Defendant Don Dhanoa and Defendant Surinder stated that the Plaintiff Gill

and the Plaintiff Camy Enterprises and the Defendants would sell and assign the
Option Contract to prospective purchasers for a quick profit;
(f)

The Plaintiff Gill sought greater detail about the investment, but the Defendant Don

Dhanoa and Defendant Surinder refused to provide further details of the Property
such as the exact location, the identity of the vendor, or the names of possible
assignees of the Option Contract;

(g)

The Defendant Don Dhanoa and Defendant Surinder told the PlaintiffGill that they
were forbidden to disclose such information as they had a non-disclosure agreement
with the vendor and other parties in order to facilitate the purchase ofthe Property;
and

(h)

The Defendant Don Dhanoa and Defendant Surinder promised the Plaintiff Gill

that her investment would only be held for six months before the Option Contract
was sold and she would receive a gross return of at least $1,000,000 resulting in a
gross profit of$500,000.

(collectively, the "Representations")

21,

Following the Initial Meeting,in or about September 2013,the Defendant Don Dhanoa and

Defendant Surinder repeated the Representations to the Plaintiff Gill in several telephone
conversations.

22.

A reasonably prudent and skeptical person in the Plaintiffs' position would have been led
by the Representations to believe that they had an assurance ofthe Defendant Don Dhanoa

and Defendant Surinder taking reasonable care, equivalent in weight to the Defendants'
promises implicit in the Representations.
23.

The Plaintiff Gill relied on the Representations of the Defendant Don Dhanoa and

Defendant Surinder, and was induced by them to enter into an agreement with the

Defendants on or about September 12, 2013 at Surrey, British Columbia (the

"Agreement").

24.

The express or in the alternative implied terms ofthe Agreement were as follows:
(a)

The Plaintiffs would provide $500,000 to the Defendants Dhanoa,Surinder and 939

to finance the purchase ofthe Property (the "Loan Funds").

(b)

The Defendants Dhanoa, Surinder and 939 would pay a gross return of at least
$1,000,000 to the Plaintiff within six months.

(c)

In the event the purchase of the Property was abandoned or not completed within
six months,the Defendants Dhanoa,Surinder and 939 would return the Loan Funds

in their entirety to the Plaintiff by March 13, 2014.

25.

In reliance on the Representations and pursuant to the Agreement, the Plaintiffs Gill and
Gamy Enterprises duly advanced the Loan Funds in the amount of $500,000 to the
Defendant Don Dhanoa and Defendant Surinder.

26.

The Representations were false in that at all material times it was the intent of the

Defendant Don Dhanoa and Defendant Surinder to defraud the Plaintiff, and convert the
Loan Funds for purposes outside ofthe terms ofthe Agreement.

27.

The Defendant Don Dhanoa and Defendant Surinder made the Representations
fraudulently in that they made them knowing them to be false or made them without belief

in their truth or made them recklessly, not caring whether they were true or false.

28.

Further, the Defendant Don Dhanoa and Defendant Surinder misrepresented and actively
concealed material facts, engaged in conduct preventing the Plaintiffs' discovery of the
true state of affairs, and discouraged the ascertainment of the true state of affairs.

29.

In the alternative, the Representations were made negligently by the Defendant Don
Dhanoa and Defendant Surinder in that they were false and misleading.

30.

In the further alternative, it was an implied term ofthe Agreement that the Defendant Don

Dhanoa and Defendant Surinder would exercise reasonable care, skill and diligence in their

dealings with the Plaintiff Gill. The fraudulent and/or negligent misrepresentations
constitute a breach of the Agreement.

SUBSEQUENT EVENTS

31.

The Plaintiff Gill travelled to the United Kingdom on September 12, 2013, the same day
as formation of the Agreement. Immediately prior to the formation of the Agreement, the
Defendant Don Dhanoa and Defendant Surinder had told the Plaintiff Gill she would

receive a promissory note detailing the terms of the Agreement (the "Promissory Note")
upon her return from the United Kingdom at the end of September 2013.

32.

In reliance on the Representations and pursuant to the Agreement, the Plaintiff Gill

transferred the Loan Funds to the Defendant 939 by a bank draft dated September 12,2013
in the amount of $500,000 drawn on the account of the Plaintiff Camy Enterprises at the
Bank of Nova Scotia, and made payable to the Defendant 939(the "Bank Draft").

33.

The Defendant Don Dhanoa instructed the Plaintiff Gill to make the Bank Draft payable to

the Defendant 939 and not payable to him nor the Defendant Surinder personally.
34.

The Plaintiff Gill presented and delivered the Bank Draft to the Defendant Don Dhanoa at

the Bank of Nova Scotia Branch at 16 3189 King George Boulevard, Surrey, British
Columbia on or about September 12, 2013 for the purpose of advancing the Loan Funds.

35.

The Bank Draft was deposited in the bank account of the Defendant 939 at Coast Capital
Savings Credit Union at its branch at 100-6350 120th Street, Surrey, British Columbia.

36.

In or about October 2013, after returning from the United Kingdom, the Plaintiff Gill

telephoned the Defendant Don Dhanoa and Defendant Surinder and requested the

Promissory Note. The Defendant Don Dhanoa and Defendant Surinder declined to provide
the Promissory Note.

37.

In or about November 2013,the Plaintiff Gill underwent Brain Radiation Treatment. After

the Brain Radiation Treatment, the Plaintiff Gill was in an extensive state of recovery and
was incapable of handling her business affairs for three months.

38.

By March 13, 2014,the last day for repayment pursuant to the Agreement, the Defendants
had not paid the Plaintiffs any money as required by the Agreement.

39.

In or about June 2014,the Plaintiff Gill visited the Defendant Don Dhanoa and Defendant

Surinder at their personal residence and requested payment of the Loan Funds or, in the
alternative, production ofthe Promissory Note. The Defendant Don Dhanoa and Defendant

Surinder orally acknowledged that payment of the Loan Funds was outstanding and asked
the Plaintiff Gill for a six month extension to pay, which she granted. The Defendant Don

Dhanoa declined to produce the Promissory Note, citing a non-disclosure agreement made
with other parties involved in the purchase and/or sale ofthe Property.

10

40.

In or about March 2015, the Plaintiff Gill spoke with the Defendant Don Dhanoa by
telephone and requested payment of the Loan Funds, or in the alternative, production of

the Promissory Note. The Defendant Don Dhanoa orally acknowledged that payment of
the Loan Funds was outstanding and asked the Plaintiff Gill for a further six month

extension to pay, which she granted. The Defendant Don Dhanoa again declined to produce
the Promissory Note, citing a non-disclosure agreement made with other parties involved
in the purchase and/or sale of the Property.

DISSOLUTION

41.

On or about February 20, 2014, the Defendant Kanwar and Defendant Neenu voluntarily
dissolved the Defendant 939 without satisfying the Defendant 939's liability to tlie
Plaintiffs with respect to the Loan Funds as required by s. 314 (l)(c) of the Business
Corporations Act, S.B.C. 2002, c. 57.

42.

In the alternative, the Defendant Don Dhanoa, Defendant Surinder, Defendant Kanwar,

and Defendant Neenu fraudulently dissolved the Defendant 939 to evade liability to the

Plaintiffs with respect to the Loan Funds and to evade the requirements of s. 314 (l)(c) of
the Business Corporations Act, S.B.C. 2002, c. 57.

BREACH OF TRUST

43.

At all material times, the Loan Funds belonged beneficially to the Plaintiffs and are
imposed with a trust to the benefit ofthe Plaintiffs (the "Trust").

44.

The Defendants have appropriated or converted all or part ofthe Loan Funds for purposes
contrary to the terms of the Agreement and not authorized by the Trust.

11

45.

The Defendants and each of them have assented to or acquiesced in the breach of Trust
described above, including receipt and conversion of the Loan Funds,

BREACH OF FIDUCIARY DUTY

46.

The relationship between the Plaintiffs and Defendants Dhanoa and Surinder was one of

investor and advisor (the "Relationship").

47.

The Plaintiffs had a legal and practical interest with respect to the Loan Funds that stood
to be adversely affected by the Defendants' exercise of discretion and control and in the

context of the Relationship there was scope for the Defendants' exercise of discretion or
control.

48.

The power or discretion that the Defendants had as an incident of the Relationship could
be and was exercised unilaterally so as to affect the Plaintiffs' legal or practical interests,
or both, with respect to the Loan Funds, and the Plaintiffs were particularly vulnerable to
the Defendants' exercise of power or discretion.

49.

As set out above, the Defendants breached their fiduciary duty to the Plaintiffs by failing
to disclose facts the Plaintiffs were entitled to know.

BREACH OF CONTRACT & UNJUST ENRICHMENT

50.

In fundamental breach ofthe Agreement,the Defendants have refused or neglected to make

the payments required under the Agreement within six months, or at all.

51.

Further, the Defendants are in continuing breach of the Agreement by refusing to return
the Loan Funds and complete the terms of the Agreement, despite specific demand.

12

52.

Such further and other breaches as counsel may advise.

53.

The Plaintiffs further say that the Defendants have been enriched, and the Plaintiffs have

suffered a corresponding detriment, and there is no juristic reason for the benefit.

CONVERSION & CONSPIRACY

54.

Further, or in the alternative, the Defendants have refused to return the Loan Funds, or any
portion thereof, and have converted and used the Loan Funds for their own advantage and
own purposes, and not for purposes authorized by the Agreement.

55.

Further, or in the alternative,the Defendants knowingly and deliberately conspired together

with the intent to injure the Plaintiffs by defrauding them of the Loan Funds and/or

depriving the Plaintiffs of the rightful return of the Loan Funds and have done so by the
unlawful means of fraudulent misrepresentation and /or negligent misrepresentation,

breach of contract, conversion, breach oftrust, and/or breach offiduciary duty.

DAMAGES

56.

As a result of the events described above, the Plaintiffs have suffered loss, damage, and
expense including loss of profit and the loss ofthe Loan Funds,and all financial costs and
benefits associated with that loss.

57.

As a result of the above events, the Plaintiffs have also incurred out of pocket expenses,
full particulars of which will be provided.

58.

The Plaintiffs further say that such loss and damages are ongoing.

13

Part 2: RELIEF SOUGHT

1.

An order for repayment of the sum of$500,000;

2.

General damages;

3.

Special damages;

4.

Punitive damages;

5.

Aggravated damages;

6.

A declaration of Trust in relation to the Loan Funds;

7.

A declaration that the Defendants have breached the Trust;

8.

An accounting;

9.

A tracing order;

10.

Interest pursuant to the Court Order Interest Act, R.S.B.C. 1996, c. 79;

11.

Special costs or in the alternative costs; and

12.

Such further and other relief as this Honourable Court deemsjust and meet.

Part 3: LEGAL BASIS

1.

The Defendants Dhanoa and Surinder committed the tort of fraudulent misrepresentation,

or in the altemative the tort of negligent misrepresentation in their own right and as agent
for the Defendant 939.

14

2.

The Defendants breached a contract with the Plaintiffs and have been unjustly enriched.

3.

The Defendants committed the tort of conversion, breach of trust, and/or breach of
fiduciary duty against the Plaintiffs.

4.

The Defendants committed the tort of conspiracy against the Plaintiffs,

5.

S. 314(l)(c) of the Business Corporations Act, S.B.C 2002, c. 57.

6.

As a result of the above, the Plaintiffs have suffered loss and damages.

7.

Such further and other authorities as counsel may advise.

The Plaintiffs' address fbr service:

c/o Baker Newby LLP

9259 Main Street

Chilliwack, BC V2P 6K2

pFax number address fbr service (if any):

(604)792-8711

(E-mail address fbr service (if any):

n/a

Place of trial:

Chilliwack, BC

Address ofthe Registry:

46085 Yale Road

Chilliwack, B.C. V2P 2L8

Date: 3'"^ March, 2016

W. MartinTinch, Q.C.
Lawyer for the Plaintiff
Rule 7-1 (1)ofthe Supreme Court Civil Rules states:

1.

Unless all parties of record consent or the Court otherwise orders, each party of record to an action must,
within 35 days after the end ofthe pleading period,
(a)

prepare a List ofDocuments in Form 22 that lists

(i)
(ii)

all documents that are or have been in the party's possession or control and that could, if
available, be used by any party at trial to prove or disprove a material fact, and
all other documents to which the party intends to refer at trial, and

15

(b)

serve the list on all parties ofrecord.

Appendix
Part 1;

CONCISE SUMMARY OF NATURE OF CLAIM:

The Plaintiffis bringing an action for fraudulent misrepresentation, breach ofcontract, conversion,
breach of trust, breach of fiduciary duty, and conspiracy. The Plaintiffs entered into an oral
contract with the Defendant Don Dhanoa, Defendant Surinder Dhanoa, and Defendant 939 to

contribute $500,000 towards the purchase of commercial real property in Surrey, British
Columbia. The Plaintiffs relied on and were induced to enter the contract by fraudulent
misrepresentations made by the Defendant Don Dhanoa and Defendant Surinder. Further, or in the
alternative, the Defendants have been in continuing breach of contract since March 13, 2014.
Further, or in the alternative, the Defendants have converted the Plaintiffs' $500,000 for purposes

outside the terms ofthe contract and have been in continuing breach oftrust and breach offiduciary
duty. Further,the Defendants conspired together for the unlawful purpose ofinjuring the Plaintiffs
by defrauding them and depriving them of the rightful return of the $500,000. No monies have
been paid by the Defendants to the Plaintiffs arising from this matter. The Plaintiffs incurred

significant damages and costs from the fraudulent misrepresentation, breach of contract,
conversion, breach of trust, breach of fiduciary duty, and/or conspiracy and continue to suffer
damages.

Part 2:

THIS CLAIM ARISES FROM THE FOLLOWING:

a motor vehicle accident

personal injury, other than one arising from a motor vehicle accident
a dispute about real property (real estate)
a dispute about personal property
0

the lending of money

the provision of goods or services or other general commercial matters

an employment relationship
a dispute about a will or other issues concerning the probate of an estate
a matter not listed here
Part 3:

THIS CLAIM INVOLVES:

a class action

16

maritime law

aboriginal law
constitutional law
conflicts of law

IZl

none of the above

do not know

Part 4;
Nil