The claims transferred to the Litigation Trustee are the claims of Sino-Forest for wrongs
done to Sino-Forest. The claims in the class action are claims of investors and lenders who allege
they were induced to acquire shares or advance loans by the fraudulent misrepresentations of
Sino-Forest through its management. The class action, therefore, alleges wrongs done to the
individual shareholder or noteholder.
 Importantly, and entirely consistent with the provisions of the Plan described above,
nothing in the Plan released Mr. Chan and the other identified third party defendants from claims
by Sino-Forest. Similarly, the Plan did not release Mr. Chan and the other identified third party
defendants from claims in the class action (albeit only to a maximum limit of $150 million).
 It is a fundamental principle of corporate law that individual shareholders (and
debtholders) have no cause of action in law for any wrongs done to the corporation. If an action is
to be brought in respect of such losses, it must be brought either by the corporation itself or by
way of derivative action: Hercules Management Ltd. v. Ernst & Young,  2 S.C.R. 165, at
para 59; Livent Inc. v. Deloitte & Touche LLP, 2014 ONSC 2176, at paras. 355-365; Foss v.
Harbottle, (1843), 67 ER 189. Shareholders cannot raise individual claims in respect of a wrong
done to the corporation. Where, however, a separate and distinct claim, such as the tort of
fraudulent or negligent misrepresentation, can be raised with respect to a wrong done to a
shareholder qua individual, a personal action may well lie.
 A fair and comprehensive reading of the class action claim (Exhibit 68) leads me to the
conclusion that it is a securities class action alleging wrongs done to the individual shareholders
and noteholders. The misrepresentations (false and negligent) alleged are representations to the
individual shareholder or noteholder. The damage is said to be that, in reliance on the false
representations made in public disclosure documents approved by management and issued by
Sino-Forest, the shareholders and noteholders advanced funds to Sino-Forest which they
otherwise would not have advanced. The false nature of the representations was eventually
discovered, rendering Sino-Forest unable to repay its debts and Sino-Forest’s shares valueless.
 By contrast, the Litigation Trust claim is a claim by Sino-Forest for wrongs done and
breaches of duty owed specifically by Mr. Chan to the corporation. Only Sino-Forest could assert
those claims absent leave to commence a derivative action, which has never been done.
 The claims of the plaintiff’s in the two proceedings are, in my view, distinct and not
duplicative. They involve different parties asserting different claims founded on analytically
distinct theories of liability. The Plan contemplated these two proceedings and is structured
(along with the Litigation Trust Agreement) accordingly. In my view, therefore, the Litigation
Trust claim against Mr. Chan is not, in the language of the Litigation Trust Agreement, “a claim
being advanced in the class action.” The Litigation Trust claim does not, in the language of
section 4.4 (b) of the Plan, “limit or restrict” the class action in any way.
 It appears to me that the defendant has confused the issue of who has the right to assert
which “claims” under the governing agreements and court orders with the issues of the underlying