Background and Issues
 The parties are brothers. For purposes of these reasons,
I will refer to them as Robert and Ronald or as plaintiff and
defendant instead of by their last names. Ronald had been a
builder of new homes for some time and Robert following a career
at Nortel Networks had been a business consultant and teacher.
 6650358 Canada Inc. (“Westerra”) was incorporated in
2006. It was to be a vehicle for building residential homes. At all
material times, the brothers each held 50 per cent of the shares
either directly or indirectly.
 When Westerra began operations in 2006, its first project
was to construct eight homes in Prescott, Ontario. (Massie Drive)
Forest Creek was a much larger project in Kemptville in which
Westerra hoped to build as many as 62 homes. Ultimately, there
were some differences of opinion between the brothers, which led
to the decision to terminate their business relationship.
 In May of 2011, they entered into an agreement under
which Robert would become the sole owner (the “cessation
agreement”). The stated purpose of that agreement was to end
their joint ownership and management of Westerra and to provide for the orderly completion of the Forest Creek subdivision.
Ronald was to receive various payments but in particular he was
to receive “50% of the after tax profits of the Forest Creek subdivision” as the purchase price for his shares.
 The litigation arises because the parties have a disagree-
ment about the calculation of profits and certain other amounts
said to be owing. In the course of the litigation, it was agreed that
the issues to be tried are the following and only the following:
(a) the amount owed to the plaintiff, if any amount, pursuant to
art. 18 of an agreement entered into between Robert Nose-
worthy, Ronald Noseworthy, 22206592 Ontario Limited and
6650538 Canada Inc. o/a Westerra Homes and Develop-
ments on May 12, 2011. More particularly, what constitutes
50 per cent of the after-tax profits earned in respect of the
Forest Creek subdivision;
(b) the amount owed to the plaintiff is relation to Weedmark
property, pursuant to art. 17 of the cessation agreement;
(c) the amount owed to the defendant Robert Noseworthy in
relation to lot 32 pursuant to art. 16 of the cessation
(d) the amount of the overpayment or underpayment of Ronald
Noseworthy’s shareholder loan;