The Plaintiff obtained a Judgment against the Defendant. During the enforcement process, the Plaintiff discovered that there were no assets remaining in the Defendant company to satisfy the Judgment and sought to hold corporate agents of the Defendant company personally responsible for their alleged misrepresentation.

Among other things, the Court addressed the threshold issue of whether the Plaintiff could maintain an Action as a dissolved partnership.

The Court noted that a dissolved corporation could not initiate or continue legal proceedings without restoration. While the Alberta Business Corporations Act now addresses the continuance of Actions commenced by dissolved corporations, the Partnership Act does not for dissolved partnerships. The Court emphasized the nature of a partnership as a group of individuals conducting business together, rather than a distinct legal entity. Rule 2.2 recognizes this by allowing Actions by or against a partnership to be brought in the name of the partnership or the individual partners. Therefore, even after dissolution, Actions initiated using the name of a partnership continue as Actions by or against the individual partners. The Court noted that it was advisable to update the style of cause to reflect the individual partners post-dissolution, but failure to do so would not invalidate the Action.

Consequently, the former partners of the Plaintiff were granted leave to amend their Pleading to include their individual names pursuant to Rule 3.65.