On July 2, 2025, the Court of Appeal of Alberta set aside a
C$228 million judgment against Canadian Pacific Kansas City Limited
(CPKC) and the Province of Alberta (the Province), arising from a
failed real estate transaction.
The judgment relates to a conditional deal between Remington
Development Corporation (Remington) and CPKC in 2002 whereby CPKC
would sell Remington certain lands in downtown Calgary provided
those lands were surplus to its railway operating requirements. In
2007, CPKC sold a parcel of land that was still used as an active
railyard to the Province in a deal that allowed rail operations to
continue. Remington sued CPKC and the Province, alleging breach of
contract and inducing breach of contract, claiming damages in
excess of C$300 million for lost potential commercial development
of the lands in "the most profitable way possible", a
vision it dubbed for trial as "Rail Town". In two
sequential trial decisions, the trial judge found CPKC and the
Province liable for all lost profits on the hypothetical and
monumental development project, totaling C$165 million before
interest and costs.
The Court of Appeal concluded that, in finding CPKC liable for
breach of contract, the trial judge approached the contract
piecemeal and improperly rewrote the parties' bargain. Noting
that the award was "extraordinary" and "seemingly
unprecedented", the Court also set aside the assessment of
damages. The decision stands as a significant statement of the law
on proper contractual interpretation and the assessment of damages
for breach of contract, including issues of remoteness and
methodology in the context of commercial real estate deals. The two
Justice majority ordered a new trial on liability and damages. In
concurring and dissenting reasons, Wakeling JA would have dismissed
Remington's claims against CPKC and the Province entirely. The
Court of Appeal's reasons span over 100 pages.
Bennett Jones assumed representation of CPKC following an initial
trial decision issued in 2022. After assuming carriage, Bennett
Jones completed the trial and obtained a stay of the judgment
pending appeal, before successfully prosecuting the appeal.
CPKC was represented by Munaf Mohamed, KC, Ciara Mackey, and
Douglas Fenton, as well as other lawyers from Bennett Jones'
various offices.
The full decision is available here.
PRESS RELEASE
8 July 2025
Bennett Jones Acts For CPKC In Setting Aside "Extraordinary" C$228 Million Award On Commercial Land Deal
Bennett Jones LLP
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On July 2, 2025, the Court of Appeal of Alberta set aside a C$228 million judgment against Canadian Pacific Kansas City Limited (CPKC) and the Province of Alberta (the Province)...