Proceedings.

Analysis · Filing brief

Master Kitchen: the bankruptcy power the model order leaves out

On the application of RBC, which puts the debt at $1,908,730.10, Justice Myers appointed msi Spergel receiver of Master Kitchen Cabinet and Everest Design & Build, neither operating and neither appearing, and empowered it to assign either into bankruptcy, a step his endorsement says will reverse priority on significant GST/HST debt the debtors may owe.

Proceedings. · · 9 min read

"We fabricate quartz, granite and marble into counter tops, fireplaces and other custom pieces," Master Kitchen's website says. It lists its services as measurement, manufacturing, installation and maintenance, provided "to all cities in Ontario," and under the heading "Why choose us" it answers: "Pricing is our biggest advantage because we have our own factory." The Royal Bank of Canada printed the page on June 26, 2026, and it now sits among the exhibits to the affidavit the bank filed to put the company into receivership, per the Affidavit of Howard Wang, July 8, 2026, para. 5 and Ex. "A", pp. 51–52.

The company is Master Kitchen Cabinet Inc., incorporated in Ontario on April 6, 2018, with its registered office at Unit 5&6, 518 Evans Avenue in Etobicoke. Beside it in the application is Everest Design & Build Inc., incorporated on January 29, 2020 as Everest Building & Design Inc. and renamed two days later, registered at Unit 4, 225 Nebo Road in Hamilton, and captioned as carrying on business as The One Everest Design & Build. Howard Wang, a senior manager in RBC's Special Loans & Advisory Services group, describes them as "two cabinetry and countertops businesses" with the same sole director, and near its end his affidavit says: "The Debtors have ceased operations and appear to have no ability to repay its indebtedness to RBC," per the Affidavit of Howard Wang, July 8, 2026, paras. 1, 4, 6, 8, 46 and Ex. "A", pp. 35, 43, 46.

On July 24, 2026, on the Commercial List of the Ontario Superior Court of Justice, Justice Myers appointed msi Spergel inc. receiver of both companies under s. 243(1) of the Bankruptcy and Insolvency Act and s. 101 of the Courts of Justice Act, and empowered it to file an assignment into bankruptcy on behalf of either or both. No one attended for the companies or for their owner. The endorsement explains what a bankruptcy would do in one sentence: "The bankruptcy will reverse priority on significant GST/HST debt that the debtors may owe," per the Endorsement of Justice Myers, July 24, 2026, paras. 7–8 and the Order (Appointing Receiver), July 24, 2026, paras. 2, 3(p).

What the bank lent, and who else holds security

Master Kitchen borrowed under a credit facility letter of July 11, 2023, amended on January 7, 2025, that set up a revolving demand facility of $850,000 at RBC's prime rate plus 1.24%, alongside a Visa facility. A master lease agreement of November 1, 2022 and two leasing schedules established non-revolving lease facilities of $511,912.80 and $450,000. Everest Design had an overdraft facility, a Visa and a Canada Small Business Financing Loan dated April 1, 2021, whose term-loan renewal letter of May 30, 2025 set its maturity at July 7, 2026, per the Affidavit of Howard Wang, July 8, 2026, paras. 9, 11, 14 and Ex. "C", p. 72.

As of June 29, 2026, the affidavit puts Master Kitchen's balances at $825,790.08 on the revolving facility, $291,751.23 and $529,022.74 on the two lease facilities (those two as at June 30) and $32,882.21 on its Visa, and Everest Design's at $229,232.78 on the small-business loan and $51.06 on its Visa. The total is $1,908,730.10, not counting legal costs and accruing interest, per the Affidavit of Howard Wang, July 8, 2026, para. 43.

Each company guaranteed the other. Everest Design's guarantee of Master Kitchen's debts is limited to $1,770,000, and Master Kitchen's guarantee of Everest Design's to $315,000. The owner's own guarantees are limited to $967,000 of Master Kitchen's debts and $87,500 of Everest Design's, and each guarantee carries interest from demand at RBC's prime rate plus 5%. RBC holds a general security agreement from each company, Master Kitchen's dated July 4, 2023 and Everest Design's April 8, 2021, together with specific security over the leased equipment and a chattel mortgage from Everest Design, per the Affidavit of Howard Wang, July 8, 2026, paras. 19–25 and the Endorsement of Justice Myers, July 24, 2026, paras. 1–2.

RBC is not alone on the registry: a personal property search on June 25, 2026 returned 15 registrations against Master Kitchen, four of them RBC's, and four against Everest Design, two of them RBC's. The bank's service list names other secured creditors, among them the Bank of Nova Scotia, the Business Development Bank of Canada, CWB National Leasing, Mercedes-Benz Financial, Toyota Industries Commercial Finance Canada and Ford Credit Canada, and Master Kitchen's 2023 credit agreement lists a priority agreement among RBC, the company and BDC as part of the bank's security, per the Application Record, July 9, 2026, Service List, pp. 5–6; Affidavit of Howard Wang, paras. 28–29 and Ex. "C", p. 73.

The Canada Revenue Agency's claims reached the bank as third-party demands. On February 3, 2026 it issued RBC two requirements to pay in connection with Master Kitchen's account: $142,718.32 for payroll source deduction arrears under the Income Tax Act, and $245,865.24 for GST/HST arrears under the Excise Tax Act, per the Affidavit of Howard Wang, July 8, 2026, para. 31 and Ex. "J".

A year of letters

The bank's account begins with financial statements that did not arrive. On July 22 and 23, 2025, RBC sent the companies non-tolerance letters because Master Kitchen had not delivered annual financial statements for its fiscal year ended March 31, 2025, nor Everest Design for the year ended December 31, 2024; both were told to cure the default by July 30, 2025. The requirements to pay came the following February. Master Kitchen stopped making its monthly lease payments that month, and Everest Design stopped paying its small-business loan in March, per the Affidavit of Howard Wang, July 8, 2026, paras. 30–32 and Ex. "I", pp. 269, 272.

In or around March 2026 the accounts moved to Special Loans "due to RBC's concerns about the ongoing breach of reporting requirements and the RTPs, among other things." The letter announcing the transfer, dated March 11, told the owner that "the Bank will be reviewing all rates and fees being charged which will be increasing," per the Affidavit of Howard Wang, July 8, 2026, para. 33 and Ex. "K", p. 291.

On March 26 Mr. Wang asked the owner and the companies to deal with several issues by April 17, the requirements to pay and the overdue reporting among them. On April 20 the owner told him he was actively trying to resolve the companies' tax matters with the CRA, and Mr. Wang agreed to a short extension to April 23. Mr. Wang's email of April 29, sent after what his affidavit calls "no meaningful response despite follow-ups," said RBC had retained counsel and would issue formal payment demands, per the Affidavit of Howard Wang, July 8, 2026, para. 34 and Ex. "L", pp. 293–295.

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