He called her returns "guaranteed." A court just kept him in her lawsuit.
A company director tried to walk away from a lawsuit over an investor's promised guaranteed returns. A Manitoba court said no.
The Court of King's Bench of Manitoba issued its decision on September 16, 2026. The story starts in June 2021, when the investor, who lives in Iowa, agreed to put money into Norgrow Canada Inc., a Manitoba company, through a share subscription deal. Norgrow has kept its Manitoba registration active since 2019, with a registered office in Winnipeg, though the company and its director say the business is actually run out of the United Kingdom.
The investor says Norgrow never lived up to its end of the deal. She also alleges the company's director personally told her the returns were "guaranteed" and that she could pull out her money after one year. When she tried, she says he would not release it without a court order, and that his conduct as a director treated her unfairly as a shareholder.
She filed her lawsuit on September 8, 2025. Norgrow and the director pushed back hard, arguing the case was an abuse of process, improperly served, and belonged in England and Wales rather than Manitoba. A November 2025 ruling rejected the abuse-of-process argument and confirmed service was valid, though it left the jurisdiction fight for another day. The pair tried again in March 2026, this time asking the court to drop the director from the case entirely.
Justice Woolley was not persuaded. On jurisdiction, the judge pointed to Norgrow's steady Manitoba roots: the company incorporated there and kept renewing that registration every year, and the subscription agreement itself named Manitoba courts as the place to settle disputes. The director's UK residence and the company's overseas operations were not enough to send the case abroad.
On the personal-liability question, the court found the investor's allegations, that the director acted in bad faith and put his own interests ahead of hers, were enough to let her case against him move forward. The allegations remain unproven, but they clear the bar needed to survive a motion to strike.
Norgrow and its director now have 30 days to file their defence.
For wealth professionals, the takeaway is simple. Personal promises to investors carry personal risk. Calling a return guaranteed, and then not delivering, can pull a director into a lawsuit long after the paperwork is signed, especially when that paperwork ties the company to a Canadian court.
