Is a restrictive covenant in a shareholder’s agreement binding a doctor to the restrictive covenant?

Ontario, Canada


The following excerpt is from Diagnostic Imaging International (Canada) Ltd. v. Gervais, 1993 CanLII 5571 (ON SC):

It was argued that the restrictive covenant in the shareholder’s agreement has to be looked at differently than that in the employment agreement. I agree. On its face, this is a strictly commercial arrangement having nothing to do with employment. Therefore, the limitations imposed by Elsley v. Collins, supra, and the employment cases, would not apply. However, also on its face, the corporations were and are holding and management corporations, holding premises and equipment, and providing services at diagnostic imaging facilities, with doctors to be hired to provide the medical services, such doctors to be bound by employment contracts.

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