Ritchie Industries: the Kamsack receivership ends, its lawsuits to be dropped

In the spring of 2021 Ritchie Industries Inc. ran a Petro-Canada station in Kamsack, Saskatchewan, whose convenience store and car wash went up in 2014 on about 2.8 acres, and a liquor store of some 4,808 square feet on 5.98 acres. It also owned an office building in town and served as the finance and management office for a sister company, Duck Mountain Environmental Ltd., which ran septic, potable water delivery and hydrovac services and held campground septic contracts in the Duck Mountain and Good Spirit provincial parks. Robert Ritchie was the sole director and shareholder of both companies, per the Ritchie First Report, Oct. 29, 2021, paras. 7–8, 29, 31, 36 and the DME First Report, Oct. 31, 2021, para. 7.

Both filed notices of intention to make a proposal on May 31, 2021, and the court appointed MNP Ltd. interim receiver by order of the same date. On June 29, 2021 the proposal periods were terminated, putting both companies into deemed bankruptcy, MNP replaced The Bowra Group Inc. as trustee, and Madam Justice A.R. Rothery of the Court of Queen's Bench, on the application of Affinity Credit Union 2013, appointed MNP receiver under s. 243(1) of the Bankruptcy and Insolvency Act and two provincial statutes, per the Ritchie First Report, Oct. 29, 2021, paras. 1–4, the DME First Report, Oct. 31, 2021, paras. 1–4 and the Receivership Order, June 29, 2021, para. 2.

Five years later to the day, Justice M.J. Morris of the Court of King's Bench reviewed MNP's application for discharge and found the draft order appropriate except for one paragraph, which the Fiat, June 29, 2026 modifies. The order, made June 30, approves the fees of the receiver and its counsel without a formal passing or assessment, authorizes the final distributions and the discontinuance of the lawsuits MNP brought as receiver, and discharges MNP once the distributions are paid, per the Distribution and Discharge Order, June 30, 2026, paras. 2–3, 5–7, 10.

A gas bar sold on a deal Ritchie made itself

At the outset the receiver estimated Affinity's claims at about $3.23 million on the Petro-Canada assets, $551,000 under a separate 2016 mortgage and general security agreement, $1.194 million on the liquor store and $747,362 at Duck Mountain. CV Smart Structures Inc. had a builder's lien on the liquor store property, estimated from its registration at $862,819, per the Ritchie First Report, Oct. 29, 2021, paras. 59–61, 63 and the DME First Report, Oct. 31, 2021, para. 67.

Before MNP's appointment as receiver, Ritchie had accepted an offer for the station. MNP kept negotiating on its terms instead of advertising, because the amended price represented "a realization value equal to or greater than market value" on an appraisal Affinity had requested and Ritchie's books, and "reflects a transaction price negotiated without the negative influence of an insolvency process," per the Ritchie First Report, Oct. 29, 2021, paras. 32, 51–57. Justice Rothery approved the sale of the station's real property to Dhyan Holdings Ltd. on November 12, and the Petro-Canada sale closed on December 3, 2021, per the Gas Bar Real Property Vesting Order, Nov. 12, 2021, para. 2 and the Ritchie Second Report, Feb. 22, 2022, para. 15. In 2022 she ordered interim payments to Affinity, whose security she found to be "in first position"; the amount payable to it from the station's real property was later corrected to $2,911,000 from $2,991,000, per the Ritchie Eighth Report, Dec. 30, 2025, para. 34.

Duck Mountain did not last the summer. One driver left on July 30, 2021, and on August 18 the office manager and another driver left for Core Industrial Services, a competing septic company that had begun operating in Kamsack in mid-August; unable to hire drivers or subcontract the work, the receiver ceased operations on August 31. A sale process "expedited due to the loss of key employees" drew three offers or proposals, none of which satisfied the receiver, per the DME First Report, Oct. 31, 2021, paras. 26–27, 54–63. The estate's final statement shows $1,334,927.26 received, including $725,000 from real property and $360,000 from personal property, per the DME Sixth Report, June 23, 2026, para. 13, Sch. 2.

A partnership that never existed

The liquor store business was supposed to be run through Kamsack Liquor Store Limited Partnership, with Ritchie as general partner and G.C.O. Investments Ltd. as the other partner. The receiver's counsel found that the partnership had never been registered and so "never legally came into existence, even though the parties thought it had," and the liquor licence had never moved from Ritchie. Rather than litigate, the receiver settled with G.C.O. that the partnership never existed, which made G.C.O.'s cash advances unsecured advances to Ritchie, a cost that fell on Affinity, which supported the settlement, per the Ritchie Fifth Report, June 19, 2023, paras. 25–28. A sale to G.C.O. was a condition of the settlement, and with a price it considered in line with market value the receiver ran no public process, per the Ritchie Fifth Report, June 19, 2023, paras. 34–37. The agreement put to the court, dated June 1, 2023, names Powerhouse Investments Ltd. as purchaser, per the Liquor Store Vesting Order, July 6, 2023, para. 2.

Robert Ritchie, who swore that he had personally guaranteed Ritchie's debt to Affinity, opposed the sale. His affidavit of June 29, 2023 said the receiver had relied on a two-year-old appraisal, had put no value on goodwill, which he said "should be at least four times ebitda," or $735,774.40, and had not pursued a buyer who had shown interest, per the Affidavit of Robert Ritchie, June 29, 2023, paras. 1, 3, 5–6. The receiver's brief answered that the affidavit offered "a purported expert opinion about business valuation without any qualifications" and that capitalizing a business's entire cash flow "leads to a valuation of the business as a whole, not a separate valuation of its 'goodwill'," per the Receiver's Supplemental Brief, July 5, 2023, paras. 4, 13. Its account of dealings with the interested buyers is in a July 4, 2023 supplemental report not among the filings read for this piece. Justice Rothery approved the sale on July 6, 2023. The Eighth Report later gave the price as $1,103,302, with $858,300 allocated to buildings and fixtures and $220,000 to inventory; after closing adjustments the sale brought in $1,035,313.60, per the Ritchie Eighth Report, Dec. 30, 2025, paras. 30–31.

Claims kept alive, then let go

In 2022 MNP, as receiver and as trustee, issued five statements of claim against two defendants "to avoid limitations issues and preserve rights," per the Ritchie Ninth Report, June 23, 2026, paras. 20, 22–29. Two were against a company wholly owned by the principal's spouse. The receiver's claim says Ritchie advanced money to that company or paid third-party invoices for it between 2017 and 2020, all recorded as debts due, leaving $966,444.88 owing, and seeks that sum as an unpaid loan or for unjust enrichment, with a charging order on the company's land, per the Ritchie Ninth Report, June 23, 2026, Sch. 4, paras. 3–10. The trustee's action largely overlaps it, apart from the statutory remedies the BIA gives a trustee, and no formal steps were taken beyond issuing the claims, under a standstill, per the Ritchie Ninth Report, June 23, 2026, paras. 24–25.

The other three were against Doppl Inc., a company in which Ritchie held shares and which the receiver's first Duck Mountain report called "an unrelated business DME's former Management was involved with," per the DME First Report, Oct. 31, 2021, para. 44. The receiver's claim says Ritchie lent Doppl $1,509,998.13 in shareholder loans in 2020 and 2021, acknowledged in a September 20, 2021 letter from Doppl's solicitors and still unpaid; a joint Ritchie and Duck Mountain action sought $126,785.01 that the claim says Duck Mountain advanced to or on behalf of Doppl and is still owed, per the Ritchie Ninth Report, June 23, 2026, Sch. 8, paras. 4–6, and Sch. 10, paras. 5–10. After court orders compelled Doppl to produce financial information, the receiver reported in March 2025 that it showed "material payments made by DOPPL that appear to represent repayment of amounts owed to creditors other than Ritchie," which "would require a significant investment in professional fees" to pursue, and said it would discontinue its Doppl actions, per the Ritchie Seventh Report, Mar. 13, 2025, paras. 16–19.