Executive Summary: Key Legal and Evidentiary Issues

• AFMC's applications for Receivership Orders against the Westana companies and BCCQ group were denied due to insufficient evidence establishing the existence and extent of the alleged indebtedness.

• Disputed security registrations for WELI were discharged, undermining AFMC's claim to secured creditor status and supporting Mr. Cramers' assertion that debts were paid out, forgiven, or converted to unsecured debt during a 2019 corporate amalgamation.

• An existing Arbitration Agreement between the parties covered the wind-down of all Respondent entities, and the Court found the balance of convenience favoured arbitration over the extraordinary remedy of receivership.

• No formal demands, Notices of Default, or Notices of Intention to Enforce Security under s 244 of the BIA were ever issued by AFMC prior to commencing either action.

• Bodnar Capital, a secured creditor of WELI with a judgment of $4,422,917 plus interest and costs, opposed the receivership and noted the absence of documentation evidencing AFMC's loans, advances, security, or demands.

• Allegations of conflict of interest against AFMC's counsel, who had acted for BCCQ Global in separate litigation, raised unresolved equitable concerns weighing against granting the receivership.

The business partnership and corporate structure

Mr. Cameron Quilliam and Mr. Robert Cramers together owned and operated two groups of related companies in Alberta. The first group, the Westana companies, consisted of Westana Equipment Leasing Inc. (WELI), which was in the business of acquiring and leasing equipment and then factoring the leases to third-party lease acceptance companies (LACs), and Westana Asset Management Corp. (WAM), which administered the leases for the LACs. The second group, the BCCQ entities, was involved in real estate development, construction, and leasing, structured through a series of limited partnerships under the umbrella of BCCQ Global Holdings Ltd. (BCCQ Global), which acted as the financial and ownership hub. The BCCQ operating entities included BCCQ Real Estate Developments LP, BCCQ Rentals LP, 945 Developments LP, and Altaland Equipment Sales and Service LP. Control over all entities was shared equally on a 50/50 voting basis between Mr. Quilliam's holding company, Grandin Investment Corporation, and Mr. Cramers' holding company, Winsong Holdings Ltd. The two men served as joint directors of each BCCQ Respondent entity. Only Mr. Cramers remained the director of WAM and WELI; Mr. Cramers deposed that he found out by way of corporate searches on September 5, 2024 and September 23, 2025 respectively that Mr. Quilliam had, unbeknownst to Mr. Cramers, deleted himself as a director of both WAM and WELI.

The claimed indebtedness and AFMC's position

Alberta Finance & Mortgage Corporation (AFMC), of which Mr. Quilliam is the principal, filed Originating Applications in two separate actions seeking Receivership Orders against both groups of entities. In respect of the Westana companies, Mr. Quilliam deposed that WAM was indebted to AFMC for $602,000 plus interest and costs and to another creditor, Altaland Industries Ltd. (AIL), for $6,944,000 prior to interest and costs. Mr. Quilliam is also a director of AIL. WELI was said to be indebted to AFMC for $500,000, give or take, plus interest and costs, and to AIL for approximately $4,105,000 prior to interest and costs. These debts were said to arise from promissory notes, loan agreements, and security agreements dated April 23, 2013. Regarding the BCCQ group, AFMC asserted it was owed $17,604,485.84 across the various BCCQ companies, as particularized in Mr. Quilliam's March 31, 2026 affidavit in the BCCQ Action. AFMC argued that the companies were in serious financial distress, that funds had been inexplicably diverted, that there had been a failure of governance and financial reporting, and that a Court-appointed Receiver was the most efficient and orderly way of preserving and liquidating the assets for the benefit of all creditors. With regard to the BCCQ entities, AFMC's counsel ultimately took the position at the hearing that AFMC, as an unsecured creditor, sought a Receiver over the assets of the BCCQ group.

Mr. Cramers' defence and the 2019 amalgamation

Mr. Cramers mounted a detailed defence to both applications. He contended that on April 1, 2019, several related corporations involving Mr. Quilliam and Mr. Cramers were amalgamated into a single successor corporation that is now BCCQ Global. As part of the reorganization, all of the indebtedness of WELI and WAM alleged by Mr. Quilliam was either paid out, forgiven, or converted to unsecured debt owed by BCCQ Global. He pointed to Personal Property Registry (PPR) searches retrieved on April 6, 2026 showing that all of the registrations relating to the purported security granted by WELI as alleged by AFMC, and pertaining to AIL as well, had been discharged. Furthermore, there were no registrations in the PPR in favour of AFMC relating to any of the Respondents in the BCCQ Action. He further noted that the financial statements for BCCQ Global for each year from the date of the amalgamation on April 1, 2019 through March 31, 2024 did not show indebtedness of any kind to AFMC. Any amounts shown as owing by BCCQ Global or BCCQ Developments to related parties such as AFMC were recorded as unsecured, non-interest-bearing, and without fixed repayment terms. With respect to BCCQ Rentals, the draft March 31, 2025 financial statements showed that any amounts purportedly owed to AFMC were unsecured. The most recent financial statements for 945 and AES indicated nothing owed to AFMC.

The Arbitration Agreement and the Teskey Order

In an earlier oppression action commenced by Mr. Quilliam and Grandin, the Applicants and Mr. Cramers and the Winsong companies entered into a December 10, 2024 Consent Interim Injunction Order signed by Teskey J. (the Teskey Order). That Order provided that no payments could be made by the Corporations to, or assets transferred out of the Corporations to, the Respondents or Applicants without the prior written consent of both sides, or further Order of the Court. The Teskey Order remains in effect. As a result of that action and the Teskey Order, Mr. Quilliam and Grandin on the one hand, and Mr. Cramers and the Winsong companies on the other hand, entered into an Arbitration Agreement on January 14, 2025. This agreement committed the parties to submit their disputes — including but not restricted to the management, operation, accounting, investigations, administration, and winding down of the Corporations — to binding and final arbitration. The Arbitrator was identified as a retired senior Edmonton lawyer with intimate familiarity with the Corporations. Mr. Cramers argued that the subject matter of both receivership applications fell squarely within the scope of this Arbitration Agreement and that AFMC's two Originating Applications were nothing more than an attempt at an "end-run" around the Arbitration Agreement.

Bodnar Capital's intervention and the Elite Storage litigation

Bodnar Capital Corp., a secured creditor of WELI with a September 12, 2025 judgment against WELI for $4,422,917 plus interest and costs, opposed the receivership. Bodnar asserted that its security agreement was registered at the PPR prior to any registration by AFMC or AIL and that it therefore had priority over AFMC. Bodnar's deponent, Mr. Conrad Bodnar, noted in his April 10, 2026 affidavit that there were no documents in Mr. Quilliam's affidavit in the BCCQ Action evidencing loans, advances, security, or demands by AFMC. He stated his belief that AFMC was trying to delay or prejudice Bodnar's claim against BCCQ Global. The Court also considered the related Elite Storage litigation. The Elite Storage entities had entered into credit facilities with Connect First and Servus Credit Union, and on March 26, 2025, Servus commenced an action against Elite Storage and its guarantors. AFMC subsequently bought the debt from Servus and took an assignment of Servus' security. On July 31, 2025, AFMC applied on a without-notice basis for entry of a Consent Receivership Order with the names of the Debtors filled in, including BCCQ Global. As a result of Marion J.'s decision in Elite Storage #1, Mr. Cramers was successful in having BCCQ Global removed from the Consent Receivership Order. The Court distinguished the Elite litigation from the present case, noting that in the Elite matter AFMC acquired the interests of a conventional third-party lender in circumstances where the indebtedness to Servus by Elite Storage was not disputed, whereas here AFMC asserted its own disputed claims.

The Court's analysis and key legal principles

Justice Douglas R. Mah characterized the receivership remedy as extraordinary — not because it is rare or unusual, but because of its effect on the entity placed in receivership. Appointment of a Receiver ousts the owner's control over its own property, and the remedy is invasive and coercive. The Court emphasized that receivership should be granted "cautiously and sparingly." As an equitable remedy, its granting or refusal is subject to equitable considerations, including the pre-application conduct of the parties. The Court found that the core fact of indebtedness and its extent were disputed. In the Westana Action, the validity of the security was also disputed, and at one point the WELI registrations were discharged. The Court noted it had heavily conflicting affidavits before it, no questioning had occurred, and both sides said there was more documentation that could be produced to support their respective cases. The Court held that it was not possible to determine to the required civil standard, based on what was before it, which side was factually correct about the existence or extent of the indebtedness. Regarding the Arbitration Agreement, the Court noted that although AFMC was not a party to it, Alberta jurisprudence supported the principle that arbitrations cannot be avoided by simply having a related party commence a lawsuit claiming relief with respect to arbitrable subject matter. The Court found there was no prejudice to AFMC in having the arbitration proceed first, and that the balance of convenience favoured arbitration as a more expedient and less expensive process to achieve the same objectives as receivership.

The ruling and outcome

Justice Mah concluded that it was not just or convenient to grant a Receivership Order in either the Westana Action or the BCCQ Action, and exercised his discretion to deny both applications. The Court found that the equities did not fall in AFMC's favour, citing the factual uncertainty regarding whether the debt exists and whether the security is valid; the issue of whether the unsecured debt of the BCCQ entities was even due and payable; the availability of arbitration as a more cost-effective and efficient means to achieve the same objectives; the adequacy of the existing Teskey Order, enhanced if need be, to preserve the assets pending arbitration; the absence of irreparable harm to AFMC; and Mr. Cramers' entitlement to raise the unresolved conflict of interest issue. Mr. Cramers was the successful party in resisting the receivership applications. The Court did not award a specific monetary amount but indicated that if costs were not agreed to, counsel could make written submissions within 30 days of the date of the decision. The exact amount of costs, if any, was not determined in this decision.