Twenty years as partners. Then the back end of a $5.9M sale tore them apart.
Three Alberta portfolio managers sold their wealth firm to a Scotiabank subsidiary for up to $5.9 million. One got none of the back end.
The case is Geller v Wong, decided May 28, 2026, by the Court of King's Bench of Alberta. It is a study in what can go wrong when advisors cash out a book of business and never write down who gets paid what.
Sheldon Geller, Virginia Wong, and Doug Penner spent roughly 20 years running GWP Wealth Management Inc., a registered portfolio manager in Alberta. The three were equal one-third shareholders and directors. In 2016 they sold the firm's assets - accounts, client lists, contracts - to 1832 Asset Management G.P. Inc., a Bank of Nova Scotia subsidiary.
The deal was structured the way many advisory sales are: money up front, more later if the book holds up. The principals split a $3.54 million initial payment three ways. Two further installments, each worth up to $1.18 million, were tied to how the transferred assets performed over the next two years. As a condition of the sale, all three agreed to work for Scotia as "Key Employees" for two years, at $100,000 a year, to ensure the transfer, transition, and operation of the sold GWP assets.
That is where it came apart. Geller stopped working at Scotia in early 2017 and formally left by year's end. Wong and Penner stayed on. In December 2017 the two decided it was inequitable for Geller to take an equal cut of the installments, and the following July they hired Deloitte to value how the money should be split. Deloitte's November 2018 opinion: zero for Geller.
Geller sued, arguing his former partners had acted in a way that was oppressive, unfairly prejudicial, and unfairly disregarded his rights as a shareholder and director under Alberta's Business Corporations Act. He wanted a third of the installments, compensation for the gains he says he could have earned by investing that money, punitive damages, and costs. He asked the court to decide the matter without a full trial, saying nothing was genuinely in dispute.
The court disagreed. Justice K.A. McLeod dismissed Geller's bid for summary judgment, ruling that too much turned on contested facts and credibility to resolve on paper. A central problem: nothing in the roughly 40-page acquisition agreement spelled out how the installments should be divided among the three, or whether Geller's early exit should cost him his share. The installment money has been sitting in trust while the parties fight.
For advisors and firms, the lesson sits in the gaps. The principals had a unanimous shareholder agreement and split the upfront cash evenly, but never put in writing how the performance-based back end would be split among them. The judge made no findings of wrongdoing, but offered a blunt aside: after nearly a decade, "neither position seems equitable," and the parties should seriously consider mediation.
