( c) Fairmont Hotels and Jean Coutu overrule Juliar and
affirm the policy considerations underlying Bramco
 Leading up to and following Juliar, orders were routinely
made in the Superior Court granting rectification of corporate
transactions to avoid adverse tax consequences. One such order
was made in the case of Fairmont Hotels. In that case, the order
rectified a corporate transaction, essentially by substituting nunc
pro tunc new and different directors’ resolutions to convert
a share redemption into a loan.
 Fairmont Hotels was appealed to this court. In its brief
endorsement, the court relied on the expansive interpretation of
rectification adopted in Juliar and stated, at para. 10 (C.A.), that
“the critical requirement for rectification is proof of a continuing
specific intention to undertake a transaction or transactions on
a particular tax basis”. In that case, the parties intended to take
certain steps on a tax-free basis, but, as a result of a mistake by
a member of Fairmont’s senior management, the wrong “
transactional device” was used, which triggered an adverse and unintended tax consequence.
 As already noted, in 2016 the Supreme Court allowed the
appeal from this court’s decision in Fairmont Hotels. In my view,
the companion decisions in Fairmont Hotels and Jean Coutu do
two things: (1) they specifically overrule the broad approach to
rectification in the tax context that had been taken in Juliar; and
(2) they recognize and give effect to the same policy concerns that
form the basis for the second prong of the Bramco decision.
Fairmont Hotels and Jean Coutu effectively preclude the use of
this court’s equitable jurisdiction to refashion a corporate transaction to achieve a specific tax objective, whether or not that was
the original intention of the parties to the transaction.
 On the rectification point, in his majority reasons in
Fairmont Hotels, Brown J. held, at para. 3 (S.C.C.), that even if all
parties to the subject transactions had a common intention of
“tax neutrality”, “[r]ectification is limited to cases where the
agreement between the parties was not correctly recorded in the
instrument that became the final expression of their agreement”
and “does not undo unanticipated effects of that agreement”. He
continued, at para. 13: “[R]ectification is unavailable where the
basis for seeking it is that one or both of the parties wish
to amend not the instrument recording their agreement, but
the agreement itself ” (emphasis in original).
 The court concluded that Juliar was wrongly decided.
Brown J. stated that the parties’ mistake in Juliar was not in the
recording of their intended agreement, but in their selection of