01 Motion Record

Court File No.
CV-16-11439-00CL
ONTARIO
SUPERIOR COURT OF JUSTICE
COMMERCIAL LIST
BETWEEN:
SALUS CAPITAL PARTNERS, LLC

Applicant
- and -
FOREVER JEWELLERY INC.

Respondent
APPLICATION UNDER SUBSECTIONS 47(1) AND 243(1) OF THE BANKRUPTCY

AND INSOLVENCY ACT, R.S.C. 1985, c. B-3, AS AMENDED AND SECTION 101 OF
THE COURTS OF JUSTICE ACT, R.S.0.1990, c. C.43, AS AMENDED
MOTION RECORD OF RICHTER ADVISORY GROUP INC., IN ITS CAPACITY AS

THE COURT-APPOINTED INTERIM RECEIVER/ RECEIVER
(RE: Distribution and Termination of Interim Receivership & Receivership)
(Returnable December 1, 2016)
November 25, 2016 FASKEN MARTINEAU DUMOULIN LLP

Barristers and Solicitors
333 Bay Street, Suite 2400
Bay Adelaide Centre, Box 20
Toronto, ON M5H 2T6
Stuart Brotman (LSUC# 43430D)
Tel: 416 865 5419
Fax: 416 364 7813
sbrotman@fasken.com
Dylan Chechia (LSUC# 621371)

Tel: 416 868 3425
Fax: 416 364 7813
dchochla@fasken.com
Lawyers for Richter Advisory Group Inc., in its

capacity as the Court-appointed Interim Receiver/
Receiver of Forever Jewellery Inc.
TO: THE ATTACHED SERVICE LIST

SERVICE LIST
TO: AIRD & BERLIS LLP

Barristers & Solicitors
Brookfield Place
Toronto, ON M5J 2T9
Attention: Sam Babe/ Miranda Spenee
Tel: (416) 865-7718/(416) 865-3414

Fax; (416) 863-1515
Email: sbabe@,airdberlis.com / mspence@,airdberlis.com
Lawyers for Salus Capital Partners, LLC
AND TO: FOREVER JEWELLERY INC.

132 Jardin Drive
Concord, ON L4K 1X9
-and-
446 Fairlawn Avenue

Toronto, ON M5M IVl
Attention: Gila Althuser

Tel: (905) 738.6022
Fax: (905) 738.9004
Email: Gila(S;jsnjewellery.com
AND TO: EASKEN MARTINEAU

Bay Adelaide Centre
333 Bay St., Suite 2400
P.O. Box 20
Toronto, ON M5H 2T6
Attention: Stuart Brotman

Tel: (416) 865-5419
Fax: (416) 364-7813
Email: sbrotman@,fasken.com
Lawyers to the proposed interim receiver and receiver

AND TO: RICHTER ADVISORY GROUP INC.
181 Bay Street
Suite 3320
Bay Wellington Tower
Toronto, ON M5J 2T3
Attention: Clark Lonergan

Tel: (416)485-5502
Fax: (416)488-3765
Email: cloner&an@richter.ca
Proposed interim receiver and receiver
AND TO: DEPARTMENT OF JUSTICE

The Exchange Tower
130 King Street West
Suite 3400
Toronto, ON M5X 1K6
Attention: Diane Winters

Tel: (416) 973-3172
Fax: (416) 373-0810
Email: diane.winters@,iustice.gc.ca
AND TO: HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF

ONTARIO AS REPRESENTED BY THE MINISTER OF FINANCE
(Income Tax, PST)
P.O. Box 620
33 King Street West, 6"^ Floor
Oshawa, ON LI H 8E9
Attention: Kevin J. O'Hara

Tel: (905) 433-6934
Fax: (905)436-4510
Email: kevin.ohara@,ontario.ca
26554548.1
2
o
m
Court File No. CV-16-11439-OOCL
ONTARIO
COMMERCIAL LIST
BETWEEN:

Applicant
- and -

Respondent

INDEX
TAB PAGE
NO.
1. Notice of Motion returnable December 1, 2016 ^
A. Draft Order re: Termination of Interim Receivership

Draft Order re: Distribution and Termination of
B.
Receivership
2. First Report of the Interim Receiver & Receiver

Appendix A - Order of the Ontario Superior Court of Justice
A.
(Commercial List) dated June 27, 2016
Appendix B - Endorsement of the Ontario Superior Court of
B.
Justice (Commercial List) dated June 27, 2016
C. Appendix C - Order of the Ontario Superior Court of Justice

(Commercial List dated June 30,2016
Appendix D - Endo rsement of the Ontario Superior Court
D.
of Justice (Commercial List) dated June 30,2016
Appendix E - Interim Receivership Affidavit of Clark
E.
Lonergan dated November 25, 2016
Appendix F - Affidavit of Stuart Brotman dated November
25,2016
Appendix G - Receivership Affidavit of Clark Lonergan
dated November 25, 2016
H
>
DO
Court File No. CV-16-11439-00CL
ONTARIO
COMMERCIAL LIST
BETWEEN:

Applicant
- and -

Respondent

NOTICE OF MOTION
(returnable December 1,2016)
(Distribution & Termination of Interim Receivership & Receivership)
RICHTER ADVISORY GROUP INC. ("Richter"), in its capacity as the Court-
appointed interim receiver (in such capacity, the "Interim Receiver") and receiver (in such
capacity, the "Receiver") of all of the assets, undertakings and properties of Forever Jewellery
Inc. (the "Debtor"), acquired for or used in relation to a business carried on by the Debtor, will
make a motion to a judge of the Commercial List on Thursday, December 1, 2016 at 10:00 a.m.,
or as soon after that time as the motion can be heard, at the Court House at 330 University
Avenue, Toronto, Ontario.
PROPOSED METHOD OF HEARING: The motion is to be heard orally.
THE MOTION IS FOR:

- 2 -
(a) an Order substantially in the form attached hereto as Schedule "A" (the "Interim
Receivership Termination Order"), inter alia:
(i) abridging the time for service of the Notice of Motion and the Motion
Record herein, if necessary, and validating service thereof;
(ii) approving the first report of Richter, in its capacity as Interim Receiver
and as Receiver (the "First Report") and the activities of the Interim
Receiver referred to therein;
(iii) approving the Interim Receiver's statement of receipts and disbursements
referred to in the First Report;
(iv) approving the Interim Receiver's fees and disbursements and those of the
Interim Receiver's counsel, Fasken Martineau DuMoulin LLP
("Fasken"), in each case for the period June 27, 2016 to June 30, 2016, as
set out in the First report and described in the affidavits of Clark Lonergan
sworn November 25, 2016 (the "Lonergan Affidavit") and of Stuart
Brotman affirmed November 25, 2016 (the "Brotman Affidavit");
(v) discharging and releasing the Interim Receiver upon the Interim Receiver
filing a certificate substantially in the form attached as Schedule "A" to
the Interim Receivership Termination Order; and
(b) an Order substantially in the form attached hereto as Schedule "B" (the
"Receivership Termination Order"), inter alia:

-3-
(i) authorizing and directing the Receiver to remit the amount of $37,977 to
the Interim Receiver in payment of the amount by which the
disbursements incurred by the Interim Receiver exceeded the Interim
Receiver's receipts;
(ii) authorizing and directing the Company to distribute to Salus Capital
Partners, LLC ("Salus") in partial satisfaction of the indebtedness owed to
it by the Debtor (a) the amount of $200,000, and (b) such further amounts
as the Receiver may determine from time to time are available for
distribution to Salus, without further Order of the Court, until the
Receivership Termination Time (as defined below), provided the
aggregate distributions to Salus do not exceed the indebtedness owed to it
by the Debtor;
(iii) approving the First Report and the activities of the Receiver referred to
therein;
(iv) approving the Receiver's statement of receipts and disbursements referred
to in the First Report;
(v) approving the Receiver's fees and disbursements for the period June 30,
2016 to November 18, 2016, and those of Fasken for the period June 30,
2016 to September 30, 2016, as set out in the First Report and described in
the Lonergan Affidavit and the Brotman Affidavit;
(vi) approving the anticipated further fees and disbursements of the Receiver
and of Fasken, estimated not to exceed $40,000 (excluding HST), in

-4-
connection with the completion by the Receiver of its remaining duties
and administration of the receivership proceedings;
(vii) discharging and releasing the Receiver upon the Receiver filing a
certificate substantially in the form attached as Schedule "A" to the
Receivership Termination Order (the "Receivership Termination
Time");
(viii) authorizing, but not obligating, the Receiver to file an assignment in
bankruptcy for and on behalf of the Debtor naming Richter as trustee in
bankruptcy (in such capacity, the "Trustee"), and, upon the appointment
of the Trustee, authorizing the Receiver to pay to the Trustee the amount
of $16,950 (inclusive of HST) in payment of the anticipated fees and
disbursements of the Trustee and its counsel in connection with the
administration of the Debtor's bankruptcy proceedings; and
(c) such further and other relief as this Honourable Court may deem just.
THE GROUNDS FOR THE MOTION ARE:
(a) those grounds set out in the First Report, and the appendices thereto, filed;
(b) the provisions of the Bankruptcy and Insolvency Act, R.S.C. 1985, c. B-3, as
amended;
(c) the provisions of the Courts of Justice Act, R.S.O. 1990, c. C.43, as amended;
(d) the inherent and equitable jurisdiction of this Court;

-5-
(e) Rules 1.04, 1.05, 2.01, 2.03, 3.02, 16 and 37 of the Rules of Civil Procedure,
R.R.O. 1990, Reg. 194, as amended; and
(f) such further other grounds as counsel may advise and this Court may permit.
THE FOLLOWING DOCUMENTARY EVIDENCE will be used at the hearing of the
motion:
(a) the First Report and the appendices thereto;
(b) the Lonergan Affidavit;
(c) the Brotman Affidavit; and
(d) such further and other material as counsel may advise and this Honourable Court
may permit.
November 25, 2016 FASKEN MARTINEAU DUMOULIN LLP

Toronto, ON M5H 2T6
Stuart Brotman (LSUC#43430D)

Tel: 416 865 5419
Fax: 416 364 7813
sbrotman@fasken.com
Dylan Chechia (LSUC#62137I)

Tel: 416 868 3425
Fax; 416 364 7813
dchochla@fasken.com
Lawyers for Richter Advisory Group Inc. in its

capacity as Court-appointed Interim Receiver/
TO: THE ATTACHED SERVICE LIST

SALUS CAPITAL PARTNERS, LLC - and - FOREVER JEWELLERY INC.

Applicant Respondent
ONTARIO
COMMERCIAL LIST
Proceedings commenced in Toronto
NOTICE OF MOTION
(RETURNABLE DECEMBER 1,2016)
(RE: DISTRIBUTION AND TERMINATION OF
INTERIM RECEIVERSHIP & RECEIVERSHIP)
FASKEN MARTINEAU DUMOULIN LLP

Toronto, ON M5H 2X6
Tel; 416 865 5419
Fax: 416 364 7813
sbrotman@fasken.com
Dylan Chochla (LSUC# 621371)

Tel: 416 868 3425
Fax: 416 364 7813
dchochla@fasken.com

capacity as the Court-appointed Interim Receiver/
H
»
o"
Court File No. CV-16-n439-00CL
ONTARIO
COMMERCIAL LIST
THE HONOURABLE THURSDAY, THE 1ST

JUSTICE DAY OF DECEMBER, 2016
)

Applicant
and

Respondent

ORDER
(TERMINATION OF INTERIM RECEIVERSHIP AND FEE APPROVAL)
THIS MOTION, made by Richter Advisory Group Inc. ("Ricther"), in its capacity as the
Court-appointed interim receiver (the "Interim Receiver") of all of the assets, undertakings and
properties of Forever Jewellery Inc. (the "Debtor"), acquired for or used in relation to a business
carried on by the Debtor, was heard this day at 330 University Avenue, Toronto, Ontario.
ON READING the first report of the Interim Receiver dated November 25, 2016, and the
appendiees thereto (the "First Report"), and on hearing the submissions of counsel for the
Interim Receiver, counsel for the Applicant, and such other counsel who were present, no one
else appearing for any other person on the service list, although duly served as appears from the
affidavit of sworn November 2016, filed:
SERVICE & DEFINITIONS
1. THIS COURT ORDERS that the time for service of the Notice of Motion and the Motion
Record herein be and is hereby abridged and the service thereof validated so that the Motion is
properly returnable today.
-2-
2. THIS COURT ORDERS that capitalized terms used but not otherwise defined in this
Order shall have the meanings ascribed thereto in the First Report.
ACTIVITIES OF INTERIM RECEIVER
3. THIS COURT ORDERS that the First Report, and the activities of the Interim Receiver
referred to therein, be and are hereby approved.
4. THIS COURT ORDERS that the Interim Receiver's statement of receipts and
disbursements referred to in the First Report be and is hereby approved.
FEES AND DISBURSEMENTS
5. THIS COURT ORDERS that the fees and disbursements of the Interim Receiver for the
period June 27, 2016 to June 30, 2016, as set out in the First Report and described in the affidavit
of Clark Lonergan sworn November 25, 2016, be and are hereby approved.
6. THIS COURT ORDERS that the fees and disbursements of the Interim Receiver's
counsel, Fasken Martineau DuMoulin LLP, for the period June 27, 2016 to June 30, 2016, as set
out in the First Report and described in the affidavit of Stuart Brotman affirmed November 25,
2016, be and are hereby approved.
TERMINATING INTERIM RECEIVERSHIP
7. THIS COURT ORDERS that upon the Interim Receiver filing a certificate substantially
in the form attached hereto as Schedule "A" (the "Interim Receiver's Discharge Certificate")
certifying that it has completed the activities in connection with the Interim Receivership
proceedings described in the First Report, the Interim Receiver shall be discharged as Interim
Receiver of the undertaking, property and assets of the Debtor effective as of the date and time
set out in the Interim Receiver's Discharge Certificate (the "Interim Receivership Termination
Time"), provided however that notwithstanding its discharge herein (a) the Interim Receiver
shall remain Interim Receiver for the performance of such incidental duties as may be required to
complete the administration of the Interim Receivership herein, and (b) the Interim Receiver
shall continue to have the benefit of the provisions of all Orders made in this proceeding,
including all approvals, protections and stays of proceedings in favour of Richter in its capacity
as Interim Receiver.
8. THIS COURT ORDERS AND DECLARES that Richter be and is hereby released and
discharged from any and all liability that Richter now has or may hereafter have by reason of, or
in any way arising out of, the acts or omissions of Richter while acting in its capacity as Interim
Receiver herein, save and except for any gross negligence or wilful misconduct on the Interim
Receiver's part. Without limiting the generality of the foregoing, Richter is hereby forever
released and discharged from any and all liability relating to matters that were raised, or which
could have been raised, in the within Interim Receivership proceedings, save and except for any
gross negligence or wilful misconduct on the Interim Receiver's part.
9. THIS COURT ORDERS that the Interim Receiver's Charge and the Interim Receiver's
Borrowing Charge (as defined in the Interim Receivership Order) shall be and are hereby
terminated, released and discharged at the Interim Receivership Termination Time.
GENERAL
10. THIS COURT HEREBY REQUESTS the aid and recognition of any court, tribunal,
regulatory or administrative body having jurisdiction in Canada, the United States or the United
Kingdom to give effect to this Order and to assist the Interim Receiver and its agents in carrying
out the terms of this Order. All courts, tribunals, regulatory and administrative bodies are hereby
respectfully requested to make such orders and to provide such assistance to the Interim
Receiver, as an officer of this Court, as may be necessary or desirable to give effect to this Order
or to assist the Interim Receiver and its agents in carrying out the terms of this Order.
SCHEDULE"A"
Court File No CV-16-11439-OOCL
ONTARIO
(COMMERCIAL LIST)

Applicant
and

Respondent

INTERIM RECEIVER'S DISCHARGE CERTIFICATE
RECITALS
A. Richter Advisory Group Inc. was appointed as Court-appointed interim receiver (the
"Intérim Receiver") of all of the assets, undertakings and properties of Forever Jewellery Inc.
(the "Debtor"), acquired for or used in relation to a business carried on by the Debtor pursuant to
an Order of the Ontario Superior Court of Justice (Commercial List) (the "Court") dated June
27, 2016 (the "Interim Receivership Order");
B. Pursuant to an Order of the Court dated December 1, 2016 (the "Interim Receivership
Termination Order"), the Interim Receiver shall be discharged as Interim Receiver of the
undertaking, property and assets of the Debtor upon the filing of this Interim Receiver's
Discharge Certificate with the Court;
C. Unless otherwise indicated herein, capitalized terms used in this Interim Receiver's
Discharge Certificate shall have the meanings ascribed thereto in the Interim Receivership
Termination Order.
- 5 -
THE INTERIM RECEIVER CERTIFIES the following:
1. The Interim Receiver has completed the activities in connection with the Interim
Receivership proceedings described in the First Report.
ACCORDINGLY, the Interim Receivership Termination Time as defined in the Interim

Receivership Termination Order has occurred.
DATED at Toronto, Ontario at [TIME] on this day of , 20 .
RICHTER ADVISORY GROUP INC.,

solely in its capacity as Court-appointed
Interim Receiver of FOREVER
JEWELLERY INC. and not in its personal
capacity
By:
Name:
Title:
SALUS CAPITAL PARTNERS, LLC - and - FOREVER JEWELLERY INC

ONTARIO
COMMERCIAL LIST
ORDER
(Re: TERMINATION OF INTERIM
RECEIVERSHIP AND FEE APPROVAL)

Toronto, ON M5H 2T6
Tel: 416 865 5419
Fax: 416 364 7813
sbrotman@fasken.com

Tel: 416 868 3425
Fax: 416 364 7813
dchochla@fasken.com
Lawyers for Richter Advisory Group Inc., in its capacity as the

Court-appointed Interim Receiver
H
V)
u'
bd
ONTARIO
COMMERCIAL LIST
THE HONOURABLE ) THURSDAY, THE 1ST

JUSTICE ) DAY OF DECEMBER, 2016
)

Applicant
and

Respondent

AND INSOLVENCY ACT, R,S.C. 1985, c. B-3, AS AMENDED AND SECTION 101 OF
ORDER
(DISTRIBUTION AND TERMINATION OF RECEIVERSHIP)
THIS MOTION, made by Richter Advisory Group Inc. ("Richter"), in its capacity as the
Court-appointed receiver (in such capacity, the "Receiver") of all of the assets, undertakings and
properties of Forever Jewellery Inc. (the "Debtor"), acquired for or used in relation to a business
carried on by the Debtor, was heard this day at 330 University Avenue, Toronto, Ontario.
ON READING the first report of the Receiver dated November 25, 2016, and the
appendices thereto (the "First Report"), and on hearing the submissions of counsel for the
Receiver, counsel for the Applicant, and such other counsel who were present, no one else
appearing for any other person on the service list, although duly served as appears from the
affidavit of <^> sworn November <1>, 2016, filed:
SERVICE & DEFINITIONS
1. THIS COURT ORDERS that the time for service of the Notice of Motion and the Motion
Record herein be and is hereby abridged and the service thereof validated so that the Motion is
properly returnable today.
-2-
2. THIS COURT ORDERS that capitalized terms used but not otherwise defined in this
Order shall have the meanings ascribed thereto in the First Report.
DISTRIBUTION
3. THIS COURT ORDERS that the Receiver be and is hereby authorized and direeted to
remit the amount of $37,977 to Rlchter, in its capacity as interim receiver of the Debtor (in such
capacity, the "Interim Receiver"), in payment of the amount by which the disbursements
incurred by the Interim Receiver exceeded the Interim Receiver's receipts.
4. THIS COURT ORDERS that the Receiver be and is hereby authorized and direeted to
distribute to Salus Capital Partners, LLC ("Salus"), in partial satisfaction of the indebtedness
owed to it by the Debtor: (a) the amount of $200,000, and (b) such further amounts as the
Receiver may determine from time to time are available for distribution to Salus, without further
Order of the Court, until the Receivership Termination Time (as defined below), provided the
aggregate distributions to Salus do not exceed the indebtedness owed to it by the Debtor.
ACTIVITIES OF RECEIVER
5. THIS COURT ORDERS that the First Report, and the activities of the Receiver referred
to therein, be and are hereby approved.
6. THIS COURT ORDERS that the Reeeiver's statement of receipts and disbursements
referred to in the First Report be and are hereby approved.
FEES AND DISBURSEMENTS
1. THIS COURT ORDERS that the fees and disbursements of the Reeeiver for the period
June 30, 2016 to November 18, 2016, as set out in the First Report and described in the affidavit
of Clark Lonergan sworn November 25,2016, be and are hereby approved.
8. THIS COURT ORDERS that the fees and disbursements of the Receiver's counsel,
Fasken Martineau DuMoulin LLP ("Fasken"), for the period June 30, 2016 to September 30,
2016, as set out in the First Report and described in the affidavit of Stuart Brotman affirmed
November 25,2016, be and are hereby approved.
-3-
9. THIS COURT ORDERS that anticipated further fees and disbursements of the Receiver
and Fasken in connection with the completion by the Receiver of its remaining duties and
administration of these receivership proceedings, estimated not to exceed $40,000 (excluding
HST), all as set out in the First Report, be and are hereby approved, and that the Receiver and
Fasken shall not be required to pass their accounts in respect of any further activities in
connection with the administration of these receivership proceedings provided the fees and
disbursements of the Receiver and Fasken do not exceed the all-inclusive aggregate amount of
$40,000 (excluding HST).
TERMINATING RECEIVERSHIP
10. THIS COURT ORDERS that upon the Receiver filing a certificate substantially in the
form attached hereto as Schedule "A" (the "Receiver's Discharge Certificate") certifying that
the distributions set out in paragraphs 3 and 4 of this Order have been made and that it has
completed the other activities in connection with the Receivership proceedings described in the
First Report, the Receiver shall be discharged as Receiver of the undertaking, property and assets
of the Debtor effective as of the date and time set out in the Receiver's Discharge Certificate (the
"Receivership Termination Time"), provided however that notwithstanding its discharge
herein (a) the Receiver shall remain Receiver for the performance of such incidental duties as
may be required to complete the administration of the Receivership herein, and (b) the Receiver
shall continue to have the benefit of the provisions of all Orders made in this proceeding,
including all approvals, protections and stays of proceedings in favour of Richter in its capacity
as Receiver.
11. THIS COURT ORDERS AND DECLARES that Richter be and is hereby released and
discharged from any and all liability that Richter now has or may hereafter have by reason of, or
in any way arising out of, the acts or omissions of Richter while acting in its capacity as Receiver
herein, save and except for any gross negligence or wilful misconduct on the Receiver's part.
Without limiting the generality of the foregoing, Richter is hereby forever released and
discharged from any and all liability relating to matters that were raised, or which could have
been raised, in the within Receivership proceedings, save and except for any gross negligence or
wilful misconduct on the Receiver's part.
12. THIS COURT ORDERS that the Receiver's Charge and the Receiver's Borrowing
Charge (as defined in the Receivership Order) shall be and are hereby terminated, released and
discharged at the Receivership Termination Time.
ASSIGNMENT IN BANKRUPTCY
13. THIS COURT ORDERS that the Receiver be and is hereby empowered and authorized,
but not obligated, to file an assignment in bankruptcy for and on behalf of the Debtor naming
Richter as trustee in bankruptcy (in such capacity, the "Trustee"), and to take any steps
reasonably incidental thereto, and upon the appointment of the Trustee, the Receiver shall pay to
the Trustee the amount of $16,950 (inclusive of HST) in payment of the anticipated fees and
disbursements of the Trustee and its counsel in connection with the administration of the
Debtor's bankruptcy proceedings.
GENERAL
regulatory or administrative body having jurisdiction in Canada, the United States or the United
Kingdom to give effect to this Order and to assist the Receiver and its agents in carrying out the
terms of this Order. All courts, tribunals, regulatory and administrative bodies are hereby
respectfully requested to make such orders and to provide such assistance to the Receiver, as an
officer of this Court, as may be necessary or desirable to give effect to this Order or to assist the
Receiver and its agents in carrying out the terms of this Order.
SCHEDULE"A"
Court File No CV-16-11439-OOCL
ONTARIO
(COMMERCIAL LIST)

Applicant
and

Respondent

RECEIVER'S DISCHARGE CERTIFICATE
RECITALS
A. Richter Advisory Group Inc. was appointed as Court-appointed receiver (the "Receiver")
of all of the assets, undertakings and properties of Forever Jewellery Inc. (the "Debtor"),
acquired for or used in relation to a business carried on by the Debtor pursuant to an Order of the
Ontario Superior Court of Justice (Commercial List) (the "Court") dated June 30, 2016 (the
"Receivership Order");
B. Pursuant to an Order of the Court dated December 1, 2016 (the "Receivership

Termination Order"), the Receiver shall be discharged as Receiver of the undertaking, property
and assets of the Debtor upon the filing of this Receiver's Discharge Certificate with the Court;
C. Unless otherwise indicated herein, capitalized terms used in this Receiver's Discharge
Certificate shall have the meanings ascribed thereto in the Receivership Termination Order.
THE RECEIVER CERTIFIES the following:
1. The distributions contemplated at paragraphs 3 and 4 of the Receivership Termination

Order have been made; and
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2. The Receiver has completed the activities in connection with the Receivership
proceedings described in the First Report.
ACCORDINGLY, the Receivership Termination Time as defined in the Receivership

Termination Order has occurred.
DATED at Toronto, Ontario at [TIME] on this day of , 20
RICHTER ADVISORY GROUP INC.,

solely in its capacity as Court-appointed
Receiver of FOREVER JEWELLERY INC.
and not in its personal capacity
By:_
Name:
Title:
SALUS CAPITAL PARTNERS, LLC - and - FOREVER JEWELLERY INC., et al.

ONTARIO
COMMERCIAL LIST
ORDER
(Re: DISTRIBUTION AND TERMINATION OF
RECEIVERSHIP)

Toronto, ON M5H 2T6
Tel: 416 865 5419
Fax: 416 364 7813
sbrotman@fasken.com
Dylan Chochia (LSUC# 621371)

Tel: 416 868 3425
Fax: 416 364 7813
dchochla@fasken.com
Lawyers for Richter Advisory Group Inc., in its capacity as the

Court-appointed Receiver
>
U3
lo
FIRST REPORT OF RICHTER ADVISORY GROUP INC.,
IN ITS CAPACITY AS INTERIM RECEIVER AND RECEIVER OF
November 25,2016
ONTARIO
(COMMERCIAL LIST)
BETWEEN:
SALUS CAPITAL PARTNERS LLC
Applicant
-and-
Respondent
APPLICATION UNDER subsections 47 (1) and 243 (1) of the Bankruptcy and Insolvency Act,
R.S.C. 1985, c. B-3, as amended, and under section 101 of the
Courts of Justice Act, R.S.0.1990, c. C.43
APPLICATION UNDER section 243 of the Bankruptcy and Insolvency Act,

R.S.C. 1985, c. B-3, as amended, and under section 101 of the
Courts of Justice Act, R.S.0.1990, c. C.43
FIRST REPORT OF RICHTER ADVISORY GROUP INC.

IN ITS CAPACITIES AS COURT APPOINTED INTERIM RECEIVER AND RECEIVER OF
November 25, 2016
1
TABLE OF CONTENTS
I. INTRODUCTION 3
il. PURPOSE OF REPORT 3
III. QUALIFICATIONS 5
IV. BACKGROUND AND EVENTS LEADING TO THE APPOINTMENT OF THE RECEIVER 6
V. INTERIM RECEIVER AND RECEIVER'S ACTIVITIES SINCE THE DATE OF APPOINTMENT 7
VI. LANDLORD ISSUES 9
VII. ISSUES RAISED BY THE RESPONDENT AT THE RETURN OF THE RECEIVERSHIP
APPLICATION 10
VIII. REALIZATION PROCESS 12
IX. INTERIM RECEIVER AND RECEIVER'S STATEMENTS OF RECEIPTS AND DISBURSMENTS 13
X. CREDITORS 15
XI. PROPOSED DISTRIBUTION TO SALUS 17
XII. ASSIGNMENT INTO BANKRUPTCY 18
XIII. REMAINING MATTERS TO BE COMPLETED IN THESE PROCEEDINGS 18
XIV. RECOMMENDATIONS 20
APPENDICIES
APPENDIX "A" - ORDER OF THE ONTARIO SUPERIOR COURT OF JUSTICE (COMMERCIAL

{COMMERCIAL Lli
LIST) DATED
JUNE 27, 2016
APPENDIX "B" - ENDORSEMENT OF THE ONTARIO SUPERIOR COURT OF JUSTICE (COMMER

(COMMERCIAL LIST)
DATED JUNE 27, 2016
APPENDIX "C"- ORDER OF THE ONTARIO SUPERIOR COURT OF JUSTICE (COMMERCIAL LI!
LIST) DATED
JUNE 30, 2016
APPENDIX "D" - ENDORSEMENT OF THE ONTARIO SUPERIOR COURT OF JUSTICE (COMMER

(COMMERCIAL LIST)
DATED JUNE 30, 2016
APPENDIX "E" - INTERIM RECEIVERSHIP AFFIDAVIT OF CLARK LONERGAN DATED NOVEMBER 25, 2016
APPENDIX "F" - AFFIDAVIT OF STUART BROTMAN DATED NOVEMBER 25, 2016
APPENDIX "G" - RECEIVERSHIP AFFIDAVIT OF CLARK LONERGAN DATED NOVEMBER 25. 2016
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I. INTRODUCTION
1. Richter Advisory Group Inc. ("Richter"), was appointed as interim receiver (the "IR" or "Interim Receiver"), without
security, of all of the assets, properties and undertakings (the "Property") of Forever Jewellery Inc. ("FJI" or the
"Company"), pursuant to an order (the "Interim Receivership Order") of the Honourable Mr. Justice Newbould of
the Ontario Superior Court of Justice (Commercial List) (the "Court") dated June 27, 2016 (the "Date of IR
Appointment"). A copy of the Interim Receivership Order is attached hereto as Appendix "A".
2. As set out in the endorsement of the Honourable Mr. Justice Newbould, a copy of which is attached as Appendix
"B", the Interim Receivership Order was granted on an ex-parte basis and was made effective only until the initial
comeback date set by the Court for June 30, 2016.
3. Upon return before the Court on June 30, 2016, Richter was appointed as receiver (the "Receiver"), without security,
of all of the Property of Forever Jewellery inc., pursuant to an order (the "Receivership Order") of the" Honourable
Mr. Justice Wiiton-Siegel of the Ontario Superior Court of Justice (Commercial List) dated June 30, 2016 (the "Date
of Appointment"). A copy of the Receivership Order is attached hereto as Appendix "0".
II. PURPOSE OF REPORT
4. The purpose of this first report of the IR and Receiver (the "First Report") is to:
Interim Receivership
a) Provide this Court with certain information pertaining to the interim receivership, including:
(i) The activities of the Interim Receiver since the Date of IR Appointment: and
(ii) The Interim Receiver's receipts and disbursements for the period from the Date of IR Appointment to
June 30,2016,
b) Recommend that this Court make an order(s):
(i) Approving the actions, activities and conduct of the interim Receiver;
(ii) Approving the IR's statement of receipts and disbursements for the period from the Date of IR
Appointment to June 30, 2016;
(ill) Approving the accounts of the Interim Receiver and its counsel, Fasken Martineau DuMoulin LLP
("Fasken");
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(iv) Terminating the interim receivership proceedings, inciuding terminating the Interim Receiver's Charge
and the Interim Receiver's Borrow/ing Charge, as provided for in the interim Receivership Order, upon
the interim Receiver filing a discharge certificate (the "IR Discharge Certificate"): and
(v) Ordering and declaring that Richter has duly and properly discharged its duties, responsibilities and
obligations as the interim Receiver of FJi and discharging and releasing the IR from any and ail further
obligations as interim Receiver of FJi and any and all liability that Richter now has or may hereafter have
by reason of, or in any way arising out of, the acts or omissions of Richter while acting as interim
Receiver, save and except for the interim Receiver's gross negligence or willful misconduct.
Receivership
c) Provide this Court with certain information pertaining to the receivership, including:
(i) The activities of the Receiver since the Date of Appointment;
(ii) Certain matters were raised in materials filed by the Respondent at the hearing of the application for the
Receivership Order, on which Justice Wiiton-Siegel in his endorsement (a copy of which is attached as
Appendix "D") asked the Receiver to report further.
(ill) The informal realization process relating to the Company's Property, and the results thereof;
(iv) The Receiver's review of the security held by Saius Capital Partners, LLC as lender and agent for other
lenders ("Saius" or the "Lender") in respect of the Property; and
(v) The Receiver's statement of receipts and disbursements from the Date of Appointment to November 24,
2016; and
(vi) The Receiver's estimate of accrued and unpaid obligations as of the date of this First Report (together, the
"Accrued Obligations") and the Receiver's estimate of professional fees and disbursements, including
those of its counsel, and administrative costs required to complete these receivership proceedings (the
"Remaining Costs").
d) Recommend that this Court make an order(s):
(i) Approving this First Report inciuding the actions and activities of the Receiver set out herein;
(ii) Approving the Receiver's statement of receipts and disbursements from the Date of Appointment to
November 24, 2016. and authorizing payment of the interim Receiver's Shortfall (as hereinafter defined);
(iii) Approving the accounts of the Receiver and its counsel, as set out in this First Report, and authorizing the
Receiver to pay the accounts of the Interim Receiver and its counsel (which amounts are included in the
Interim Receiver's Shortfall);
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(iv) Authorizing and directing the Receiver to make an Interim distribution to Salus in respect of its secured
claim against the Property in the amount of $200,000;
(v) Authorizing the Receiver to make such subsequent distributions to Saius as the Receiver determines
appropriate, v/ithout further order of the Court, provided the aggregate distributions to Salus do not exceed
the amount of its secured claim against FJi, and the Receiver maintains sufficient reserves to satisfy the
Accrued Obligations and the Remaining Costs (coiiectiveiy, the "Outstanding Disbursements");
(vi) Authorizing the Receiver to pay the Outstanding Disbursements from the available cash on hand, and any
subsequent cash receipts, without further approval of this Court;
(vii) Approving the accounts of the Receiver and its counsel, as set out in this First Report, and authorizing the
Receiver to pay the accounts of the Receiver and its counsel;
(viii) Authorizing the Receiver to file an assignment in bankruptcy for and on behalf of the Company naming
Richter as trustee of FJi's bankrupt estate (the "Trustee") and to execute any and ail necessary
documents to effect such assignment in bankruptcy;
(ix) Authorizing the Receiver to transfer to the Trustee, upon appointment, the amount of $15,000 (plus HST)
(the "Administration Deposit") to provide the necessary funding for the respective professional and other
costs incurred by the Trustee in its administration of FJi's bankruptcy proceedings;
(x) Discharging Richter as Receiver upon completion of the Remaining Matters (as hereinafter defined),
including terminating the Receiver's Charge and the Receiver's Borrowing Charge, as provided for in the
Receivership Order, and subject to the Receiver filing a discharge certificate (the "Discharge Certificate")
confirming same with the Court; and
(xi) Ordering and declaring that, effective upon its discharge as Receiver, Richter has duly and properly
discharged its duties, responsibilities and obligations as the Receiver of FJi and discharging and releasing
the Receiver from any and ail further obligations as Receiver of FJI and any and all liabilit y that Richter
now has or may hereafter have by reason of, or in any way arising out of, the acts or omissions of Richter
while acting as Receiver, save and except for the Receiver's gross negligence or willful misconduct,
III. QUALIFICATIONS
5. in preparing this First Report, Richter has relied upon unaudited financial information, the Company's books and
records, financial information prepared by the Company and discussions with management (coiiectiveiy, the
"Information"), Richter has reviewed the information for reasonableness, internal consistency, and use in the
context in which it was provided, and in consideration of the nature of the evidence provided to this Court, in relation
to the relief sought therein, Richter has not, however, audited or otherwise attempted to verify the accuracy or
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completeness of the Information in a manner that would wholly or partially comply with Generally Accepted Auditing
Standards ("GAAS") pursuant to the Canadian Institute of Chartered Accountants Handbook and, as such, RIchter
expresses no opinion or other form of assurance contemplated under GAAS in respect of the Information. An
examination of the Company's financial forecasts In accordance with the Canadian Institute of Chartered Accountants
Handbook has not been performed. Future-oriented financial information reported on or relied upon in this First
Report Is based on management's assumptions regarding future events; actual results achieved may vary from
forecast and such variations may be material.
6. Unless otherwise noted, all monetary amounts contained in this First Report are expressed in Canadian dollars
("CAD").
IV. BACKGROUND AND EVENTS LEADING TO THE APPOINTMENT OF THE RECEIVER
7. While this First Report summarizes some of the Information set out in the affidavit of Andrew Prunier sworn June 23,
2016 (the "Prunier Affidavit") in support of the appointment of the Interim Receiver and Receiver, for a more detailed
explanation of the Company's background and events leading to the appointment of the Interim Receiver and
Receiver, readers are directed to the Prunier Affidavit. A copy of the Prunier Affidavit Is posted on the Receiver's
website at http://www.richter.ca/en/folder/insolvencv-cases/f/forever-iewelierv-inc (the "Receiver's Website").
Company Overview & Corporate Structure
8. FJI is a privately-owned Ontario corporation, which operated a wholesale jewellery business. FJI's products
(gemstones, precious metals and finished jewellery) were sold through retail networks in Canada and In the United
States. FJI is affiliated with J.S.N. Jewellery Inc. ("JSN") and sourced its products from JSN.
9. FJI's business was in the process of winding down, and at the IR Appointment Date only a skeletal staff of employees
remained.
10. FJI operated from leased premises located at 132 Jardin Drive, unit 12, Concord, ON (the "Premises").
Causes of Insolvency
11. FJI began experiencing financial and operational difficulties due to a number of factors, including the following:
a) Due to a breakdown In the Utopia relationship, JSN - FJI's sole supplier of product - was unable to service
the majority of its customer base and operations, including FJI; and
b) Defaults and forbearance termination events under the accommodation agreement executed with Salus on
May 16, 2016 (the "Accommodation Agreement"), the obligations of which FJI was a guarantor, as detailed
In the Prunier Affidavit.
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12. As a result of the above, absent continued support from the Lender, FJI would have been unable to continue to carry
on its businesses, As previously outlined in this First Report, in June 2016, Saius sought and obtained the interim
Receivership Order and the Receivership Order pursuant to which, among other things, RIchter was appointed as
Interim Receiver and Receiver respectively.
13. Subsequent to the execution of the Accommodation Agreement, the financial condition of the borrowers party to the
agreement continued to worsen and on August 16,2016, Richter was appointed as receiver, without security, of all of
the assets, properties and undertakings of certain of the borrowers and obligors; JSN, 2373138 Ontario inc.. Always
& Forever Family Collection inc., and P.M.R, Inc., GMJ Corp., and J.S.N, Jewellery UK Limited, pursuant to an order
of the Honourable Mr. Justice Newbould of the Ontario Superior Court of Justice (Commercial List), a copy of which
is posted on the Receiver's website at httD://vww.richter.ca/en/folder/insolvencV'Cases/i/isn-ieweiierv-inc.
V. INTERIM RECEIVER AND RECEIVER'S ACTIVITIES SINCE THE DATE OF APPOINTMENT
14. From the Date of IR Appointment to the Date of Appointment, the interim Receiver's activities have included:
a) Taking possession of and securing the Premises;
b) Contacting the Company's alarm service provider to both delete existing alarm codes and set up new
alarm codes for the interim Receiver;
c) Reviewing the cash receipts and disbursements in the Company's bank account; and
d) Taking possession of and reviewing the Company's books and records to obtain a better understanding of
the Company's financial position and the Property.
15. Since the Date of Appointment, the Receiver's activities have included:
a) Negotiating with the Landlord (as hereinafter defined) to grant the Receiver continued access to the
Premises in order to realize on the Property (discussed further below);
b) Freezing the Company's bank account with CiBC and opening up new bank accounts in the name of the
Receiver;
c) Reviewing FJI's existing insurance coverage and contacting the Company's insurance broker to request
that the Receiver be listed as named insured and loss payee on the Company's insurance policies;
d) Undertaking a review of the Company's inventory, equipment and other assets, including the identification
of property that may be subject to claims pursuant to section 81 (1) of the Bankruptcy and Insolvency Act
(the-BIA");
e) Arranging for the continuation of ail essential services, including utilities for the Premises. Subsequently,
arranging for the cancellation of these same services when the Receiver vacated the Premises;
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f) Arranging for the pick-up and removal from the Premises of third party inventory and books/records;
g) Meeting with the Company's former employees (the "Former Employees") to advise of. among other
things, the Receiver's appointment and the termination of their employment, as provided for in the
Receivership Order. The Receiver also informed the Former Employees of their rights and entitlements
under the provisions of the Wage Earner Protection Program Act ("WEPPA") and the limited priority
granted to employee claims for wage arrears in accordance with section 81.4 of the BIA. It should be
noted that following its appointment, the Receiver paid (with the Lender's approval) ail outstanding wages
and/or vacation pay to which the Former Employees were entitled as at the Date of Appointment.
Accordingly, the Receiver is not aware of any amounts owing to the Former Employees that would have
priority over the Lender, pursuant to section 81.4 of the BIA;
h) Communicating with the Company's IT service provider to terminate systems access for the Former
Employees;
i) Contacting Canada Revenue Agency ("CRA") to set up a new account (HST) in the name of the Receiver;
j) Retaining three (3) of the Former Employees as independent contractors, on a temporary basis, to assist
in completing various receivership activities, including assisting the Receiver to realize on the Property;
k) Planning and implementation of an informal inventory realization process, including organizing inventory
by lots, compiling inventory listings, supervising inventory viewings by interested parties, selecting the
winning bids, and completing inventory sales;
i) Executing the sale of the Company's intellectual property, namely trademark(s);
m) Collecting the Company's accounts receivable, and engaging a third party collections agency to assist with
same;
a. Mailing, on July 11, 2016. a copy of the notice and statement of the Receiver pursuant to sections 245(1)
and 246(1) of the BIA to the Office of the Superintendent of Bankruptcy and the Company's known
creditors;
n) Responding to calls and enquiries from the Company's creditors, including Former Employees, suppliers
and other stakeholders regarding the receivership proceedings;
o) Communicating with Saius and its counsel in connection with various aspects of the receivership; and
p) Establishing the Receiver's Website where all materials filed with the Official Receiver and the Court in
connection with the receivership proceedings are available in electronic format.
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VI. LANDLORD ISSUES
16. The Interim Receiver attended the Premises on June 27, 2016 to take possession of and secure the Company's
Property per the terms of the Interim Receivership Order. This included changing the locks, security codes and safe
codes at the Premises.
17. Following its appointment as Receiver, on July 4, 2016 a representative of Richter was approached at the Premises
by a man who identified himself as Philip Henriques, a representative of the landlord, Gothen Inc. (the "Landlord").
Mr. Henriques Informed the Receiver that the Company was on a monthly tenancy, that the tenancy expired on July
1. 2016, and that the Receiver must vacate the Premises by the close of business on Wednesday, July 6, 2016. Mr.
Henriques also Instructed the Receiver that all further communications with respect to the Premises should be made
through the property manager, Richard Moreno at Greenwin Property Management, The Property at the Premises
comprised primarily jewellery inventory, books and records, and furniture, fixtures and equipment ("FF&E"), The
Receiver required continued access to and use of the Premises to execute its mandate, but expected that it would be
in a position to vacate the Premises before July 31, 2016.
18. In response to the Landlord's statements on July 4, 2016, and following the Receiver's review of the Company's
lease documents, the Receiver's legal counsel, Fasken sent a letter by e-mail (c/o Mr. Moreno) and courier (to the
Landlord's registered office address) on July 5, 2016 enclosing a copy of the Receivership Order, expressing the
Receiver's view that the Company's tenancy continues until the end of July, and seeking confirmation that the
Landlord will not Interfere with the Receiver's access to and use of the Premises until that time.
19. In its July 5, 2016 letter, the Receiver's legal counsel, Fasken advised that If the Landlord disputed the Receiver's
entitlement to access the Premises through the end of July 2016 the Receiver would likely bring an urgent application
to the Court for an order granting it access to and use of the Premises, and requested contact information for the
Landlord's legal counsel.
20. Given the Landlord's stated Intention to deny the Receiver access to the Premises by the close of business on July 6,
2016 and the resulting urgency, the Receiver called Mr. Henriques on his mobile phone in the early evening of July 5,
2016 to ensure that he was aware of the letter from the Receiver's legal counsel. Mr. Henriques responded only that
the Receiver would find the locks changed on the morning of Thursday, July 7,2016.
21. On the morning of July 6, 2016, Fasken again wrote to Mr. Moreno to inform him of the previous evening's discussion
between the Receiver and Mr. Henriques and, among other things, that in light of the Landlord's position and refusal
to engage in any meaningful dialogue, the Receiver had instructed Its legal counsel to prepare court materials for an
urgent motion which, should access be denied, the Receiver would seek to have heard as soon as possible (early as
the afternoon of July 7, 2016 or the morning of July 8, 2016). In that email, Fasken suggested that the Landlord
engage legal counsel so that it may be represented at the motion.
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22. The Receiver began the process of preparing court materials for a motion to gain continued access to the Premises
in the event that access w/as denied by the Landlord, as threatened. On the morning of July 7, 2016 the Receiver
found the locks unchanged and was able to gain access to the Premises. Later that aftemoon. however, the power
was shut off to the Premises, and the Receiver was unsuccessfui in restoring power to the Premises through the local
power authority. The Receiver also, directly and through its legal counsel, attempted to engage the Landlord in
discussions regarding its ongoing occupancy of the Premises to no avail. Despite the power shut-off, the Receiver
was able to continue to access the Premises for a period of time until the battery backup on the Company's security
system approached exhaustion. During that time the Receiver explored alternatives to continued occupancy of the
Premises and ultimately entered into arrangements to move the Property which could be easily removed from the
Premises, to alternate locations. The Receiver was, however, forced to abandon certain FF&E including the
Company's office furniture and safes (of nominal value). The books and records were moved to the Receiver's
offices and the inventory was moved to a dedicated safe in the premises of JSN which, at the time, were under the
direction and control of its chief restructuring officer, FAAN Advisors Group Inc. (the "CRO"), who agreed to store
these assets on the Receiver's behalf. The Receiver understands that principals of JSN and/or FJI have since
established operations at the Premises.
VII. ISSUES RAISED BY THE RESPONDENT AT THE RETURN OF THE RECEIVERSHIP

APPLICATION
23. The Respondent did not oppose the making of the Receivership Order. Counsel for the Respondent did appear,
however, and filed affidavit materials raising issue with certain of the information contained in the Prunier Affidavit, in
his endorsement granting the Receivership Order (attached as Appendix "B") Justice Wiiton-Siegel noted the issues
raised by the Respondent and asked the Receiver to report on these issues at a later time. Said issues, and the
Receiver's findings thereon, are summarized as follows:
a) Whether a payment received by FJI from P.M.R. Inc. ("PMR") on May 16, 2016 in the amount of
$174,418.89 was "for no consideration and without any authorization of the CRO", as stated in the Prunier
Affidavit. The Receiver understands the Respondent's objection to the statement was two-fold: (i) that the
payment from PMR to FJI was made in the ordinary course for goods sold by FJI to PMR; and (ii) that
FAAN Advisors Inc. ("FAAN") had not been appointed as CRO of PMR, and its authorization of the
payment was not required. This latter point of objection called into question the integrity of a document
which was filed in the application materials of the Ben Moss Western Canada Ltd. ("Ben Moss")
proceedings under the Companies' Creditors Arrangements Act (the "CCAA"), which indicated that PMR
engaged FAAN as CRO on May 1, 2016. The Receiver understands, through a review of the Company's
books and records, that PMR had a liability to FJI in an amount that was consistent with the above-
mentioned payment, although it could not ascertain the reason for the timing of the payment. The
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Receiver reviewed an executed engagement letter dated May 12, 2016 as between FAAN and all entities
of JSN, including PMR, the terms of which included the CRO's "authority to direct the operations and
management of the JSN entitles. The letter was executed by Joseph Shilon ("Mr. Shilon") on behalf of
the JSN entities, including PMR. Based on discussions with FAAN, the Receiver understands that the
engagement of a chief restructuring officer over PMR was a requirement for Salus' cooperation in
executing the Accommodation Agreement, and was discussed amongst Mr. Shilon, Mr. Shilon's personal
counsel, counsel to Ben Moss. Salus and Salus' counsel in negotiations leading up to the execution of the
Accommodation Agreement. That characterization of the facts appears to be consistent with the
Accommodation Agreement which includes, as a condition precedent (at subsection 4.2(a)(x)), the
appointment of a chief restructuring officer over PMR, and, as a condition precedent (at subsection
4.2(a)(z)), that Joseph Shilon not interfere with or exert any authority or control over the conduct of the
business of PMR. Nothing has come to light in the books and records of FJI or in the Receiver's
administration that would allow it to comment further on the veracity of the appointment letter produced by
Ben Moss In its CCAA proceedings or on PMR's authority to make the payment in question without the
knowledge of the CRO;
b) Whether FJI breached the Accommodation Agreement with the Applicant by refusing "to return JSN all the
JSN inventory in Its possession by no later than May 17, 2016" (in accordance with the condition at
subsection 4.2(c) of the Accommodation Agreement), as stated in the Prunier affidavit. The Receiver
understands the position of the Respondent was that it had returned all of the inventory to which It was
required under the Accommodation Agreement, and noted that the return obligation In the Accommodation
Agreement excepted "Inventory related to known or recurring orders and a minimal safety stock of certain
inventory styles". The Receiver understands, through discussions with the CRO, that FJI returned
inventory to JSN In two (2) batches, however prior to the Date of IR Appointment it was also discovered
that JSN inventory was still being held by FJI in the amount of approximately $500,000. Nothing has
come to light in the books and records of FJI or in the Receiver's administration of these proceedings that
would enable it to shed any light on whether FJl's retention of this amount of inventory constituted a
breach of the Accommodation Agreement or fell under the above-mentioned exception;
c) Whether Mr. Shilon and Gila Shilon had "refused to respond to informational requests or otherwise be
transparent in relation to JSN, FJI or any of the other companies", as stated In the Prunier Affidavit. The
Receiver is unable to reconcile the Information contained in the affidavits filed by the Applicant and the
Respondent, and nothing has come to light In the books and records of FJI or in the Receiver's
administration of these proceedings that would enable it to shed any light on this issue; and
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d) Whether Mr. Shilon had "removed and/or destroyed molds integral to JSN's business, without any
authority or authorization from the CRO to do so", as stated in the Prunier Affidavit. The Receiver
understands the Respondent takes the position that the property characterized as "molds" (stated by the
Respondent to be rubbers, waxes and concrete forms) in the Prunier Affidavit were not owned by JSN and
were destroyed with the permission of the owners. The Receiver notes that the ownership of the "molds"
and property of this nature was the subject of a dispute in the JSN receivership proceedings. The
settlement is to be addressed before the Court in the JSN proceedings on December 1, 2016. The
Receiver filed a report in the JSN proceedings outlining, among other things, the results of its inquiries
relating to ownership of "molds", a copy of which is posted on the Receiver's website at
httD://www,richter,ca/en/foider/insoivencv-cases/i/isn-iewelierv-inc.
VIII. REALIZATION PROCESS
24. The Receiver, in consultation with Salus, developed a realization process as a means of monetizing the Company's
inventory and fixed assets.
25. The Receiver compiled a list of 37 potential interested parties, encompassing significant players in the jewellery
wholesale and precious gemstones sector, and liquidators, including Ben Moss's liquidation sales agent (collectively,
the "Prospective Purchasers").
26. On or about July 12, 2016, the Receiver distributed to the Prospective Purchasers a detailed inventory listing
segregated into two lots (generic inventory ("Lot 1"); and customer-specific inventory ("Lot 2")) and a fixed asset
listing. The Receiver facilitated due diligence efforts by, among other things, scheduling and supervising viewings by
six (6) Prospective Purchasers and responding to various enquiries.
27. Six (6) offers to purchase (the "Offers") the inventory were received from Prospective Purchasers (the "Bidders").
Based on the Offers, the Receiver completed a sale with Simplex Diam, Inc. ("Simplex") for Lot 1, and postponed the
monetization of Lot 2 pending a response from the customer for which this inventory was originally destined (the "Lot
2 Customer"), as a sale through regular sales channels was likely to yield the highest realization. No offers were
received for the Company's limited fixed assets in the possession of the Receiver.
28.When a sufficient response was not received from the Lot 2 Customer, the Receiver, in consultation with Salus,
negotiated and completed a sale for Lot 2 with Simplex (the highest of the Bidders), representing a modest
improvement in value over Simpiex's initial offer.
29.The Company's intellectual property, namely trademark(s) (the "IP") was not actively marketed owing to its
anticipated nominal value in the circumstances. An unsolicited offer was received from one of the Bidders, Corona
Jewellery Company Ltd. ("Corona"), and was accepted by the Receiver.
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30.AII inventory and IP sales were completed on an "as is, where is" basis, for an aggregate fixed cash price of
$173,101. As the aggregate consideration was less than the $1 million threshold outlined in the Receivership Order,
no Court approval was sought by the Receiver. Based on the consideration received, Salus is the only creditor with
an economic interest in the proceeds, and supported the realization process and resulting sales completed by the
Receiver.
IX. INTERIM RECEIVER AND RECEIVER'S STATEMENTS OF RECEIPTS AND DISBURSEMENTS
31. The Interim Receiver's statement of receipts and disbursements for the period from the Date of IR Appointment to
June 30,2016 (the "IR R&D") is summarized as follows:
Forever Jewellery Inc.

Statement of Receipts and Disbursements
For the period June 27,2016 to June 30,2016
Notes
Receipts $NII
Disbursements
Professional fees - Receiver $ 25,798.64 a
Professional fees - Fasken 6,893.50
GST/HST paid on disbursements 4,369,05
Operating expenses 915.90
Total Disbursements $ 37,977.09
Excess Disbursements over Receipts $(37,977.09) b
Notes:
a) As detailed in the table above, the professional fees and disbursements of the Interim Receiver, in the amount
of $25,799 (plus $3,354 in HST) have not yet been paid as of the date of this First Report; and
b) The interim Receiver's disbursements, including any unpaid disbursements, exceeded the Interim Receiver's
receipts by $37,977 (the "Interim Receiver's Shortfall"). As detailed in a later section to this First Report, the
Receiver seeks the authority to pay the interim Receiver's Shortfall from cash on hand with order of this Court.
32. The Receiver's statement of receipts and disbursements for the period from the Date of Appointment to November
24,2016 (the "R&D") is summarized as follows:
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Forever Jewellery Inc.
Statement of Receipts and Disbursements
For the period June 30,2016 to November 24,2016
Receipts
Accounts receivable collections $275,412.23
Asset realizations - Inventory 160,601.00
Cash In bank 29,271.53
Asset realizations - inteltectoal property 12,500.00
GST/HST collected 1,625.00
Interest earned 135.24
Total Receipts $479,545.00
Disbursements
Professional fees - Receiver $150,827.77
GST/HST paid on disbursements 22,493.18
Contract services 14,549.42
Professional fees - Fasken 13,412.25
Interim receivership costs 8,824.63
Pre-receivership company payroll 6,582.46
Operating expenses 4,025,51
Bank charges and other fees 187.00
Total Disbursements $220,902.22
Excess Receipts over Disbursements / Cash on Hand $258,642.78
a) As detailed in the table above, the Receiver had total receipts of $479,545 between the Date of Appointment
and November 24,2016, the majority of which relate to accounts receivable collections and the sale of inventory
to Simplex. Total disbursements over the same period were $220,902, and as at November 24, 2016, cash on
hand was approximately $260,000;
b) Also as detailed In the table above, due to the timing of the Receiver's appointment, certain costs relating to
occupancy of the Premises and other administrative costs attributed to both the Interim receivership period and
the subsequent receivership proceedings, were paid by the Receiver in the interest of expediency and in order
to reduce costs;
c) The Receiver estimates there remains approximately $26,000 in Accrued Obligations relating primarily to
professional fees and disbursements incurred up to the date of this First Report as part of these receivership
proceedings. In addition, the Receiver estimates Remaining Costs in the amount of approximately $60,000,
including remaining professional fees and disbursements of the Receiver and its counsel (the "Remaining Fees
and Disbursements") in the amount of approximately $40,000 (all excluding HST);
d) The Receiver seeks authority to pay the Outstanding Disbursements from cash on hand without further order of
this Court; and
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e) Upon completion of the Remaining Matters (as hereinafter defined), the Receiver proposes to distribute any
residual amounts remaining in its possession, or subsequently coiiected by the Receiver, to Salus on account of
the outstanding secured indebtedness owing by FJi without further order of this Court. As at the date of this
First Report, the Receiver anticipates an additional $50,000 to $75,000 in net realizations from the remaining
accounts receivable.
X. CREDITORS
Secured Claims
33. As previously mentioned in the First Report, the Company is a limited guarantor of the obligations of JSN to Saius as
per the Accommodation Agreement. This guarantee is limited to the trade payable balance between JSN and FJI.
Per the Company's books and records, at the Date of Appointment this balance was approximately $803,000.
However, upon subsequent review of the balance by representatives of JSN and the Former Employees, it was
determined that the reconciled amount of the trade payable as per the Company's books and records was
approximately $1.8 million.
34. The Receiver has obtained an independent, written legal opinion from Fasken with respect to the validity and
enforceability of the security granted by FJI in favour of Salus under the laws of the Province of Ontario ("Ontario
Law"). Fasken has reviewed certain security documents and, subject to customary qualifications, assumptions and
limitations included therein, is of the opinion that the security granted by FJi in favour of the Lender under Ontario
Law is valid and enforceable in accordance with its terms.
35. The Receiver has, through its counsel, obtained relevant personal property security search results In Ontario. Those
searches revealed no registrations other than registrations in favour of Salus,
Priority Claims
36. Salus' security is subject to potential prior charges and security interests or claims in respect of the Property, which
include:
(a) The Interim Receiver's Charge;
(b) The Interim Receiver's Borrowing Charge;
(c) The Receiver's Charge;
(d) The Receiver's Borrowing Charge;
(e) Deemed trust claims; and
15
(f) statutory claims pursuant to the BIA (the "BIA Claims").
Interim Receiver's Charge
37. The accrued and outstanding fees and disbursements of the interim Receiver and its legal counsel for the period
from June 27,2016 to June 30. 2016 total approximately $26,000 (excluding HST). The interim Receiver's Shortfall
(inclusive of fees noted above) is contemplated to be paid by the Receiver and the interim Receivership proceedings
terminated, subject to the Court granting the order requested herein. Upon the payment of same and the filing of the
IR Discharge Certificate with the Court, the interim Receiver's Charge will be extinguished.
interim Receiver's Borrowing Charoe
38. Pursuant to paragraph 18 of the interim Receivership Order, the interim Receiver was authorized to borrow up to
$50,000, as it considered necessary or desirable. No borrowings were made by the interim Receiver.
Receiver's Charge
39. As at the date of this First Report, pursuant to paragraph 19 of the Receivership Order, the Receiver and its counsel
have received payment for certain of their fees and disbursements incurred as part of the receivership proceedings,
As further discussed below, the accrued and outstanding fees and disbursements of the Receiver and its legal
counsel for the period ending November 18, 2016 are approximately $nii. in addition, the Receiver and its counsei
have estimated Remaining Fees and Disbursements in the amount of $40,000 (excluding HST). in order to provide
for the Outstanding Disbursements and the Administration Deposit, the Receiver proposes to hold a reserve of
approximately $60,000, subject to the Court granting the order requested by the Receiver as described herein.
Receiver's Borrowing Charoe
40. Pursuant to paragraph 20 of the Receivership Order, the Receiver was authorized to borrow up to $100,000, as it
considered necessary or desirable. As of the date of this First Report, no borrowings were made by the Receiver and
no borrowings are anticipated.
Deemed Trust Claims
41. The Receiver understands that FJi made normal course remittances to CRA in connection with source deductions
withheld from its empioyees. Additionally, as the Company had nominal source of revenue leading up to the Date of
Appointment, the Receiver understands FJi was not in a payable position with respect to sales taxes at the Date of
Appointment. As such, the Receiver is not aware of any amounts that would be subject to a deemed trust in favour of
CRA and the Receiver has not been contacted by CRA in connection with same.
BIA Claims
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42. As previously mentioned in this First Report, the Receiver paid all outstanding \wages and/or vacation pay to which
Former Employees were entitled as at the Date of Appointment. Accordingly, the Receiver is not aware of any
amounts owing to the Former Employees that wouid have priority over the Lender, in respect of statutory charges
pursuant to section 81.4 of the BiA.
43. Similarly, the Receiver understands that the Company did not provide a registered pension plan for its employees.
Accordingly, the Receiver is not aware of any amounts owing to Former Employees pursuant to section 81.6 of the
BIA.
Unsecured Claims
44. According to the books and records of the Company, the Company owed Its unsecured creditors, including
affiliated/related parties and trade creditors, approximately $1,81 million at the Date of Appointment (including the
JSN trade payable previously noted in this First Report).
XI. PROPOSED DISTRIBUTION TO SALUS
45. Subject to this Court's approval, the following summarizes the funds that will remain in the Receiver's possession
after the proposed interim distribution to Salus (the "Interim Distribution") is completed:
Forever Jewellery Inc

Funds Remaining after Interim Distribution to Salus
As at November 24,2016
Cash on Hand $ 260,000
Interim Distribution to Salus $ (200,000)
Net Reserve $ 60,000
a) Other than the claims described above, the Receiver is not aware of any security interests, liens, charges,
encumbrances or other rights of third parties that would have priority over Salus' security, with respect to the
Property or the proceeds therefrom.
46. The Receiver is of the view that, in order to maximize efficiency, it is appropriate, in addition to seeking approval of
the Interim Distribution, to seek the Court's approval to make such subsequent distributions to Salus as the Receiver
determines are appropriate, provided the aggregate distributions to Salus do not exceed the indebtedness owing by
FJI to Salus, and subject to the Receiver maintaining sufficient reserves to complete the administration of FJI's
receivership proceedings, including payment of the Administration Deposit and any Outstanding Disbursements.
47. The Receiver respectfully requests that the Court authorize the Interim Distribution and such subsequent distributions
to Saius as the Receiver determines are appropriate.
17
XII. ASSIGNMENT INTO BANKRUPTCY
48. The Receiver during its preliminary review of the Company's pre-flling transactions and disbursements identified a
number of pre-receivership payments totaling approximately $900,000 that may warrant further review and/or scrutiny
given the managerial authority of lndividual{s) Involved, and the quantum and timing of the payments. The Receiver's
counsel, at the direction of the Receiver, issued a ietter on or about October 6, 2016 to the recipients of certain of the
aforementioned payments requesting supporting documentation and explanation for the payments made to them. A
response was received to the aforesaid letter from the recipients of the payments, which response effectively stated
the basis of the payments made. That response provided little to no reliable supporting information and was not
conclusive. The Receiver is requesting an order authorizing it to fiie an assignment in bankruptcy (the
"Assignment"), at its discretion, for and on behalf of the Company naming Richter as the trustee in bankruptcy in
order that the Trustee may exercise the investigative powers provided to It under the BIA and, If appropriate, to
pursue the above-noted transactions;
49. As described below, aside from potential claims relating to the above-noted transactions and a certain amount of
outstanding accounts receivable, there are no material assets remaining In the estate as at the date of this First
Report. Richter has agreed to act as Trustee, provided that the Administration Deposit is paid in order to fund the
statutory requirements of the bankruptcy proceedings. Should the Receiver file the Assignment, Salus has agreed to
the payment of the Administration Deposit to the Trustee from the net proceeds eligible to be distributed to Salus by
the Receiver.
XIII. REMAINING MATTERS TO BE COMPLETED IN THESE PROCEEDINGS
50. If this Court grants the order requested herein, the Receiver will have completed its duties, statutory or otherwise,
except for the following (the "Remaining Matters"):
a) Collecting the Company's remaining accounts receivable, including with the assistance of a third party collection
agency, on a commission basis, as the Receiver determines to be appropriate in the circumstances;
b) Making an assignment in bankruptcy for and on behalf of the Company, should the Receiver eiect to do so, and
executing any and all necessary documents to effect such assignment in bankruptcy;
c) Paying the Outstanding Disbursements;
d) Paying the Administration Deposit, should a the Assignment be made;
e) Completing and filing the Company's 2015 and 2016 corporate tax returns with CRA;
f) Pursuing the potential recovery of any unclaimed HST paid during these proceedings; and
18
g) Attending to other administrative matters incidentai to these proceedings such as fiiing the Receiver's report
pursuant to section 246(3) of the BIA.
51. Upon the completion of the Remaining Matters, the Receiver will have realized on the Property and completed its
statutory duties as well as those duties set out In the Receivership Order or subsequent orders of this Court.
Accordingly, the Receiver is of the view that it is appropriate to seek an order of the Court discharging the Receiver
upon the fiiing of a certificate (the "Certificate of Discharge") with this Court certifying that all of the Remaining
Matters have been completed,
Request for Approval of Fees
52. The Receiver and its counsel have maintained detailed records of their professional time and disbursements since
the date of the Interim Receivership Order.
53. The interim Receiver's professional fees incurred for services rendered from June 27,2016 to June 30, 2016 amount
to $25,612.50, plus disbursements in the amount of $186.14 (ail excluding HST). These amounts represent
professional fees and disbursements not yet approved by the Court. The time spent by the Interim Receiver's
professionals is described in the affidavit of Clark Lonergan attached hereto as Appendix "E".
54. The fees of the interim Receiver's counsel, Fasken, for services rendered from June 27, 2016 to June, 30 2016 total
$6,542.50, plus disbursements in the amount of $351.00 (all excluding HST). These amounts represent professional
fees and disbursements not yet approved by the Court. The time spent by the Fasken professionals Is described in
the affidavit of Stuart Brotman attached hereto as Appendix "F".
55. The Receiver's professional fees incurred for services rendered from June 30,2016 to November 18,2016 amount to
$150,129.75, plus disbursements in the amount of $698.02 (all excluding HST). These amounts represent
professional fees and disbursements not yet approved by the Court, The time spent by the interim Receiver's
professionals is described in the affidavit of Clark Lonergan attached hereto as Appendix "G".
56. The fees of the Receiver's counsel, Fasken, for services rendered from June 30, 2016 to September 30, 2016 total
$12,964,00, plus disbursements in the amount of $448.25 (all excluding HST). These amounts represent
professional fees and disbursements not yet approved by the Court. The time spent by the Fasken professionals is
described in the affidavit of Stuart Brotman attached hereto as Appendix "F",
57. The Receiver has reviewed Fasken's accounts and has determined that the services have been duly authorized and
duly rendered and that the charges are reasonable given the circumstances.
58. in addition to the fees incurred by the Receiver and its counsel noted above, and on the assumption that there are no
delays, disputes or unforeseen developments in connection with these proceedings, including the within motion, and
the performance of the Remaining Matters, the Receiver has estimated Remaining Fees and Disbursements in the
19
amount of $40,000 as follows: (1) $15,000 for the Receiver and (11) $25,000 for its counsel (all amounts excluding
HST). These amounts represent the Receiver's best estimate of the reasonable professional and legal fees required
to complete the administration of these proceedings up to the effective date of discharge.
XIV. RECOMMENDATIONS
59, To the best of the Receiver's knowledge and belief, ail duties of the Receiver, as set out in the Receivership Order
and subsequent orders of this Court, will be completed upon payment of the interim Receiver's Shortfall, the Interim
Distribution, the Outstanding Disbursements and the Administration Deposit, and completion of the Remaining
Matters.
60. Based on the foregoing, the Receiver respectfully recommends that the Court issue an order(s):
(a) Approving the First Report and the actions, activities and conduct of Interim Receiver and Receiver set out
therein:
(b) Approving the IR R&D and the R&D, and authorizing the payment of the Interim Receiver's Shortfall;
(c) Authorizing the Receiver to make an assignment in bankruptcy, at its discretion, for and on behalf of the
Company naming RIchter as trustee in bankruptcy, and to execute any and all necessary documents to effect
such assignment in bankruptcy;
(d) Authorizing and directing the Receiver, should the Assignment be made, to pay the Administration Deposit to
the Trustee, from proceeds in the Receiver's possession;
(e) Authorizing the Receiver to make the interim Distribution and authorizing the Receiver, at its discretion, to
distribute any residual amounts remaining In Its possession to Saius provided the aggregate distributions to
Salus do not exceed the amount of its secured claim against FJI, and after the payment of the Outstanding
Disbursements and the Administration Deposit;
(f) Approving the accounts of the Interim Receiver, the Receiver and Fasken, Including the Remaining Fees and
Disbursements, as set out in this First Report;
(g) Terminating the Interim Receivership proceedings, including terminating the Interim Receiver's Charge and
the Interim Receiver's Borrowing Charge, as provided for In the Interim Receivership Order, upon the Interim
Receiver filing the IR Discharge Certificate with the Court;
20
Discharging the Receiver upon completion of the Remaining Matters, including terminating the Receiver's
Charge and the Receiver's Borrowing Charge, as provided for in the Receivership Order, and subject to the
Receiver fiiing the Discharge Certificate confirming the same with the Court; and
(i) Ordering and deciaring that, effective upon its discharge as Interim Receiver and Receiver respectively,
Richter has duly and properly discharged its duties, responsibilities and obligations as the Interim Receiver
and Receiver of FJI and discharging and releasing Richter from any and all further obligations as Interim
Receiver and Receiver of FJI and any and ail liability that Richter now has or may hereafter have by reason
of, or in any way arising out of, the acts or omissions of Richter while acting as Interim Receiver and
Receiver, save and except for the Interim Receiver's or the Receiver's gross negligence or willful misconduct.
21
All of which is respectfully submitted on the ^ day of November, 2016.
Richter Advisory Group Inc.

in its capacity as Interim Receiver and Receiver of Forever Jewellery Inc.
and not in its personal capacity
Vice-President
22
>
ONTARIO
COMMERCIAL LIST
THE HONOURABLE MR ) MONDAY, THE 27™

)
JUSTICE NEWBOULD ) DAY OF JUNE, 2016
BETWEEN:
S ALUS CAPITAL PARTNERS, LLC
Applicant
and
Respondent
APPLICATION UNDER SUBSECTIONS 47(1) AND 243(1) OF THE

BANKRUPTCY AND INSOLVENCY ACT, R.S.C. 1985, c. B-3, AS
AMENDED, AND SECTION 101 OF THE COURTS OF JUSTICE ACT,
R.S.O. 1990, c. C.43, AS AMENDED
ORDER
(appointing Interim Receiver)
THIS APPLICATION made by Salus Capital Paitners, LLC ("Salus") for an Order
pursuant to section 47(1) of the Banhiiptcy and Insolvency Act, R.S.C. 1985, c. B-3, as amended
(the "BIA") and section 101 of the Courts of Justice Act, R.S.O. 1990, c. C.43, as amended (the
"CJA") appointing Richter Advisory Group Inc. ("Richter") as interim receiver (in such
capacity, the "Interim Receiver") without security, of all of the assets, undertakings and
properties of Forever Jewellery Inc. (the "Debtor") acquired for, or used in relation to a business
carried oji by the Debtor, was heard this day at 330 University Avenue, Toronto, Ontario.
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ON READING the affidavit of Andrew Prunier sworn June 23, 2016 and the exhibits
thereto and on hearing the submissions of counsel for Salus and counsel for the Interim Receiver
and no one else appearing and on reading the consent of Richter to act as the Interim Receiver,
APPOINTMENT
1. THIS COURT ORDERS that, pursuant to section 47(1) of the BIA and section 101 of
the CJA, Richter is hereby appointed Interim Receiver, without security, of all of the assets,
undertakings and properties of the Debtor acquired for, or used in relation to a business canled
on by the Debtor, including all proceeds thereof (the "Property'").
INTERIM RECEIVER'S POWERS
2. THIS COURT ORDERS that the Interim Receiver is hereby empowered and
authorized, but not obligated, to act at once in respect of the Property and, without in any way
limiting the generality of the foregoing, the Interim Receiver is hereby expressly empowered and
authorized to do any of the following where the Interim Receiver considers it necessary or
desirable:
(a) to take possession of and exercise control over the Property and any
proceeds, receipts and disbursements arising out of or from the Property;
(b) to preseiwe, and protect the Property, or any part or parts thereof,
including, but not limited to, the changing of locks and security codes, the
relocation of Property to safeguard it, the engaging of independent
security personnel and the taking of physical inventories and the
placement of such insurance coverage as may be necessary or desirable;
(c) to engage consultants, appraisers, agents, experts, auditors, accountants,

managers, counsel and such other persons from lime to time and on
whatever basis, including on a temporary basis, to assist with the exercise
of tlie Interim Receiver's powers and duties, including without limitation
those conferred by this Order;
n
-J-
(d) to report to, meet with and discuss with such affected Persons (as defined
below) as the Interim Receiver deems appropriate on all matters relating to
the Property and the interim receivership, and to share information, subject
to such terms as to confidentiality as the Interim Receiver deems advisable
and including, without limitation, the Couit-appoiiited Monitor in the
Companies' Creditors Arrangement Act proceedings of Ben Moss
Jewellers Western Canada Ltd. and Faan Advisors Group Inc. in its
capacity as Chief Restructuring Officer of JSN Jewellery Inc. and its
affiliates;
(e) to take any steps reasonably incidental to the exercise of these powers or
the performance of any statutory obligations.
and in each case where the Interim Receiver takes any such actions or steps, it shall be
exclusively authorized and empowered to do so, to the exclusion of all other Persons (as defined
below), including the Debtor, and without interference from any other Person.
DUTY TO PROVIDE ACCESS AND CO-OPERATION TO THE INTERIM RECEIVER
3. THIS COURT ORDERS that (i) the Debtor, (ii) all of its cuiTent and former directors,
officers, employees, agents, accountants, legal counsel and shai-eholders, and all other persons
acting on its instructions or behalf, and (iii) ail other individuals, finns, coiporations,
governmental bodies or agencies, or other entities having notice of this Order (all of the
foregoing, collectively, being "Persons" and each being a "Person") shall forthwith advise the
Interim Receiver of the existence of any Property in such Person's possession or control, shall
grant immediate and continued access to the Property to tlie Interim Receiver, and shall deliver
all such Property to the Interim Receiver upon the Interim Receiver's request.
4. THIS COURT OITDERS that all Persons shall forthwith advise tlie Interim Receiver of
the existence of any books, documents, securities, contracts, orders, corporate and accounting
records, and any other papers, records and information of any kind related to the business or
affairs of the Debtor, and any computer programs, computer tapes, computer disks, or other data
storage media containing any such information (the foregoing, collectively, the "Records") in
that Person's possession or control, and shall provide to the Interim Receiver or permit the
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Interim Receiver to make, retain and take away copies thereof and grant to the Interim Receiver
unfettered access to and use of accounting, computer, software and physical facilities relating
thereto, provided however that nothing in this paragraph 5 or in paragraph 6 of this Order shall
require the delivery of Records, or the granting of access to Records, which may not be disclosed
or provided to the Interim Receiver due to the privilege attaching to solicitor-client
communication or due to statutory provisions prohibiting such disclosure.
5. THIS COURT ORDERS that if any Records are stored or otherwise contained on a
computer or other electronic system of information storage, whether by independent service
provider or otherwise, all Persons in possession or control of such Records shall forthwith give
unfettered access to the Interim Receiver for the purpose of allowing the Interim Receiver to
recover and fully copy all of the information contained therein whether by way of printing the
information onto paper or making copies of computer disks or such other manner of retrieving
and copying the information as the Interim Receiver in its discretion deems expedient, and shall
not alter, erase or destroy any Records without the prior written consent of the Interim Receiver.
Further, for the pui-poses of this paragraph, all Persons shall provide the Interim Receiver with all
such assistance in gaining immediate access to the information in the Records as the Interim
Receiver may in its discretion require including providing the Interim Receiver with instructions
on the use of any computer or other system and providing the Interim Receiver with airy and all
access codes, account names and account numbers that may be required to gain access to the
information.
NO PROCEEDINGS AGAINST THE INTERIM RECEIVER
6. THIS COURT ORDERS that no proceeding or enforcement process in any court or

tribunal (each, a "Proceeding"), shall be commenced or continued against the Interim Receiver
except with the written consent of the Interim Receiver or with leave of this Court.
NO PROCEEDINGS AGAINST THE DEBTOR OR THE PROPERTY
7. THIS COURT ORDERS that no Proceeding against or in respect of the Debtor or the
Property shall be commenced or continued except with the wiitten consent of the Interim
Receiver or with leave of this Court and any and all Proceedings currently under way against or
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in respect of the Debtor or the Property ai-e hereby stayed and suspended pending further Order
of this Court.
NO EXERCISE OF RIGHTS OR REMEDIES
8. THIS COURT ORDERS that all rights and remedies against the Debtor, the Interim
Receiver, or affecting the Property, are hereby stayed and suspended except with the written
consent of the Interim Receiver or leave of this Court, provided however that this stay and
suspension does not apply in respect of any "eligible financial contract" as defined in the BIA,
and further provided that notliing in this paragraph shall (i) empower the Interim Receiver or the
Debtor to carry on any business which the Debtor is not lawfully entitled to caiTy on, (ii) exempt
the Interim Receiver or the Debtor Ixom compliance with statutory or regulatory provisions
relating to health, safety or the environment, (iii) prevent the filing of any registration to preseive
or perfect a security interest, or (iv) prevent the registration of a claim for lien.
NO INTERFERENCE WITH THE INTERIM RECEIVER
9. THIS COURT ORDERS that no Person shall discontinue, fail to honour, alter, interfere
witli, repudiate, tenninate or cease to perfonn any right, renewal right, contract, agreement,
licence or permit in favour of or held by the Debtor, without written consent of the Interim
Receiver or leave of this Court.
CONTINUATION OF SERVICES
10. THIS COURT ORDERS that all Persons having oral or written agi-eements with the
Debtor or statutory or regulatory mandates for the supply of goods and/or services, including
without limitation, ail computer software, communication and other data services, centralized
banking services, payroll services, insurance, transportation services, utility or other services to
the Debtor are hereby restrained until further Order of this Court from discontinuing, altering,
interfering with or terminating the supply of such goods or services as may be required by the
Interim Receiver, and that the Interim Receiver shall be entitled to the continued use of the
Debtor's ciu-rent telephone numbers, facsimile numbers, internet addresses and domain names,
provided in each case that the normal prices or charges for all such goods or services received
after the date of this Order are paid by the Interim Receiver in accordance with normal payment
- 6 -
practices of the Debtor or such other practices as may be agreed upon by the supplier or service
provider and the Interim Receiver, or as may be ordered by this Court.
RECEIVER TO HOLD FUNDS
11. THIS COURT ORDERS that all funds, monies, cheques, instruments, and otlier forms
of payments received or collected by the Receiver from and after the making of this Order from
any source whatsoever, including without limitation the sale of all or any of the Property and the
collection of any accounts receivable in whole or in part, whetlier in existence on the date of this
Order or hereafter coming into existence, shall be deposited into one or more new accounts to be
opened by tlie Receiver (the "Post Receivership Accounts") and the monies standing to the
credit of such Post Receivership Accounts from time to time, net of any disbmsements provided
for herein, shall be held by the Receiver to be paid in accordance with the terms of this Order or
any further Order of this Court.
EMPLOYEES
12. THIS COURT ORDERS that all employees of the Debtor shall remain the employees
of the Debtor. The Interim Receiver shall not be liable for any employee-related liabilities,
including any successor employer liabilities as provided for in section 14.06(1.2) of the BIA,
other than such amounts as the Interim Receiver may specifically agree in wiitiiig to pay, or in
respect of its obligations under sections 81.4(5) or 81.6(3) of the BIA or under the Wage Earner
Protection Program Act.
LIMITATION ON ENVIRONMENTAL LIABILITIES
13. THIS COURT ORDERS that nothing herein contained shall require the Interim
Receiver to occupy or to take control, care, charge, possession or management (separately and/or
collectively, "Possession") of any of the Property that might be environmentally contaminated,
might be a pollutant or a contaminant, or might cause or contribute to a spill, discharge, release
or deposit of a substance contrary to any federal, provincial or other law respecting the
protection, consei-vation, enhancement, remediation or rehabilitation of the enviromnent or
relating to the disposal of waste or other contamination including, without limitation, the
Canadian Environmental Protection Act, the Ontario Environmental Protection Act, the Ontario
Water Resources Act, or the Ontario Occupational Health and Safety Act and regulations
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liiereunder (the "Environmental Legislation"), provided however that nothing herein shall
exempt the Interim Receiver from any duty to report or make disclosure imposed by applicable
Environmental Legislation. The Interim Receiver shall not, as a result of this Order or anything
done in pursuance of the Interim Receiver's duties and powers under this Order, be deemed to be
in Possession of any of the Property within the meaning of any Environmental Legislation,
unless it is actually in possession.
LIMITATION ON THE INTERIM RECEIVER'S LIABILITY
14. THIS COURT ORDERS that the Interim Receiver shall incui- no liability or obligation
as a result of its appointment or the carrying out the provisions of this Order, save and except for
any gross negligence or wilful misconduct on its part, or in respect of its obligations under
sections 81.4(5) or 81.6(3) of the BIA or under the Wage Earner Protection Program Act.
Nothing in this Order shall derogate from the protections afforded the Interim Receiver by
section 14.06 of the BIA or by any other applicable legislation.
INTERIM RECEIVER'S ACCOUNTS
15. THIS COURT ORDERS that the Interim Receiver and counsel to the Interim Receiver
shall be paid their reasonable fees and disbursements, in each case at their standard rates and
charges unless othenvise ordered by the Court on the passing of accounts, and that the Interim
Receiver and counsel to the Interim Receiver shall be entitled to and are hereby granted a charge
(the "Interim Receiver's Cliai*ge") on the Property, as security for such fees and disbursements,
both before and after the making of tliis Order in respect of these proceedings, and tliat the
Interim Receiver's Charge shall form a first chai'ge on the Property in priority to all security
interests, trusts, liens, charges and encumbrances, statutory or otherwise, in favour of any Person,
but subject to sections 14.06(7), 81.4(4), and 81.6(2) of the BIA.
16. TPIIS COURT ORDERS that the Interim Receiver and its legal counsel shall pass its
accounts from lime to time, and for this purpose the accounts of the Interim Receiver and its
legal counsel are hereby refeiTed to a judge of the Commercial List of the Ontario Superior Court
of Justice.
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17. THIS COURT ORDERS thai prior to the passing of its accounts, the Interim Receiver
shall be at liberty from time to time to apply reasonable amounts, out of the monies in its hands,
against its fees and disbursements, including legal fees and disbursements, incurred at the
standard rates and chai-ges of the Interim Receiver or its counsel, and such amounts shall
constitute advances against its remuneration and disbursements when and as approved by this
Court.
FUNDING OF THE INTERIM RECEIVERSHIP
18. THIS COURT ORDERS that the Interim Receiver be at liberty and it is hereby
empowered to borrow by way of a revolving credit or otherwise, such monies hom time to time
as it may consider necessary or desirable, provided that the outstanding principal amount does
not exceed $50,000 (or such greater amount as this Coiut may by further Order authorize) at any
time, at such rate or rates of interest as it deems advisable for such period or periods of time as it
may an-ange, for the purpose of funding the exercise of the powers and duties confei-red upon the
Interim Receiver by this Order, including interim expenditures. The whole of the Property shall
be and is hereby charged by way of a fixed and specific chai-ge (the "Interim Receiver's
Borrowings Ciiai-ge") as security for the payment of the monies boiTOwed, together witli
interest and charges thereon, in priority to all security interests, trusts, liens, charges and
encumbrances, statutory or otherwise, in favour of any Person, but subordinate in priority to the
Interim Receiver's Charge and the charges as set out in sections 14.06(7), 81.4(4), and 81.6(2) of
the BIA.
19. THIS COURT ORDERS that neither the Interim Receiver's Borrowings Charge nor any
other security granted by the Interim Receiver in connection with its borrowings under this Order
shall be enforced without leave of this Court.
20. THIS COURT ORDERS that the Interim Receiver is at liberty and authorized to issue
certificates substantially in the form annexed as Schedule "A" hereto (the "Interim Receiver's
Certificates") for any amount borrowed by it pursuant to this Order.
21. THIS COURT ORDERS that the monies from time to time borrowed by the Interim
Receiver pursuant to this Order or any further order of this Court and any and all Interim
- 9 -
Receiver's Certificates evidencing the same or any part thereof shall rank on a pari passu basis,
unless otherwise agreed to by the holders of any prior issued Interim Receiver's Certificates.
SERVICE AND NOTICE
22. THIS COURT ORDERS that the E-Service Protocol of the Commercial List (the
"Protocol") is approved and adopted by reference herein and, in this proceeding, the service of
documents made in accordance with the Protocol (which can be found on the Commercial List
website at http://www.ontariocoiirts.ca/sci/practice/practice-directions/toronto/eservice-
commercial/) shall be valid and effective service. Subject to Rule 17.05 this Order shall
constitute an order for substituted service pursuant to Rule 16.04 of the Rules of Civil Procedure.
Subject to Rule 3.01(d) of the Rules of Civil Procedure and paragraph 21 of the Protocol, service
of documents in accordance witli the Protocol will be effective on transmission. This Court
flirther orders that a Case Website shall be established in accordance with the Protocol with the
following URL '<@>'.
23. THIS COURT ORDERS that if the service or distribution of documents in accordance
with the Protocol is not practicable, the Interim Receiver is at liberty to serve or distribute this
Ordei', any other materials and orders in these proceedings, any notices or other correspondence,
by forwarding true copies thereof by prepaid ordinary mail, courier, personal delivery or
facsimile transmission to the Debtor's creditors or other interested parties at tlieir respective
addresses as last shown on the records of the Debtor and that any such service or distribution by
courier, personal delivery or facsimile transmission shall be deemed to be received on the next
business day following the date of forwai-ding thereof, or if sent by ordinary mail, on the third
business day after mailing.
GENERAL
24. THIS COURT ORDERS that the Interim Receiver may from time to time apply to this
Court for advice and directions in the discharge of its powers and duties hereunder.
25. THIS COURT ORDERS that nothing in this Order shall prevent the interim Receiver
from acting as a BIA section 243(1) receiver or as a trustee in bankruptcy of the Debtor.
-10-
26. THIS COURT HEREBY INQUESTS the aid and recognition of any court, tidbunal,
regulatory or administrative body having jurisdiction in Canada or in the United States to give
effect to this Order and to assist tlie Interim Receiver and its agents in carrying out the terms of
this Order. Ail courts, tribunals, regulatory and administrative bodies are hereby respectfully
requested to make such orders and to provide such assistance to the Interim Receiver, as an
officer of this Court, as may be necessary or desirable to give effect to this Order or to assist the
Interim Receiver and its agents in carrying out the terms of this Order.
27. TI-IIS COURT ORDERS that the Interim Receiver be at liberty and is hereby authorized
and empowered to apply to any court, tribunal, regulatory or administrative body, wherever
located, for the recognition of this Order and for assistance in can-ying out the terms of this
Order, and that the Interim Receiver is authorized and empowered to act as a representative in
respect of the within proceedings for the purpose of having these proceedings recognized in a
jurisdiction outside Canada.
28. THIS COURT ORDERS that the Salus shall have its costs of this motion, up to and
including entry and service of this Order, provided for by the terms of the Salus' security or, if
not so provided by the Salus' security, then on a substantial indemnity basis to be paid by the
Interim Receiver from the Debtor's estate with such priority and at such time as this Court may
determine.
29. THIS COURT ORDERS that any interested party may apply to this Court to vary or
amend this Order on not less than seven (7) days' notice to the Interim Receiver and to any other
party likely to be affected by the order sought or upon such other notice, if any, as this Court
may order.
i T/-,
/ BOOK NO:
'•e/OANSL£ registre NO:
212018
SCHEDULE"A"
INTERIM RECEIVER CERTIFICATE
CERTIFICATE NO.
AMOUNT S
1. THIS IS TO CERTIFY that Richter Advisory Group Inc., the interim receiver (the
"Interim Receiver") of the assets, undeitaldngs and properties of Forever Jewellery Inc. (the
"Debtor") acquired for, or used in relation to a business carried on by the Debtor, including all
proceeds thereof (collectively, the "Property") appointed by Order of the Ontario Superior
Court of Justice (Commercial List) (the "Court") dated the 27"' day of June, 2016 (the "Order")
made in an action having Court file numberCV-16-<*>-00CL, has received as such Interim
Receiver from the holder of this certificate (the "Lender") the principal sum of S ,
being part of the total principal sum of S which the Interim Receiver is authorized
to borrow under and pursuant to the Order.
2. The principal sum evidenced by this certificate is payable on demand by the Lender with
interest thereon calculated and compounded [daily][monthly not in advance on the day
of each month] after the date hereof at a notional rate per amium equal to the rate of <*> per cent
above the prime commercial lending rate of Bank of <*> from time to time.
3. Such principal sum with interest thereon is, by the terms of the Order, together with the
principal sums and interest thereon of all other certificates issued by the Interim Receiver
pursuant to the Order or to any further order of the Court, a chai-ge upon the whole of the
Property, in priority to the security interests of any other person, but subject to the priority of the
chai-ges set out in the Order and in the Bankruptcy and Insolvency Act, and the right of the
Interim Receiver to indemnify itself out of such Property in respect of its remuneration and
expenses.
4. All sums payable in respect of principal and interest under this certificate are payable at
the main office of the Lender at Toronto, Ontario.
5. Until all liability in respect of this certificate has been terminated, no certificates creating
charges ranking or purporting to rank in priority to this certificate shall be issued by the Interim
Receiver to any person other than the holder of tliis certificate without the prior written consent
of the holder of this certificate.
6. The charge securing this certificate shall operate so as to permit the Interim Receiver to
deal with the Property as authorized by the Order and as authorized by any further or other order
of the Court.
7. The Interim Receiver does not undertake, and it is not under any personal liability, to pay
any sum in respect of which it may issue certificates under the temis of the Order.
DATED the day of , 2016.
RICHTER ADVISORY GROUP INC., solely

in its capacity as Interim Receiver of the
Property, and not in its personal capacity
Per:
Name:
Title:
SALUS CAPITAL PARTNERS, LLC and FOREVER JEWELLERY INC.
r
CouitFileNo. CV-I6-1Î439-00CL
ONTARIO
Proceedings commenced at Toronto
INTERIM RECEIVERSHIP ORDER
AIRD & BERLIS LLP

Brookfield Place
Toronto, Ontaido
M5J 2T9
Sam Babe (LSUC #49498B)

Tel: 416-865-7718
Fax:416-863-1515
Email: sbabe@airdberlis.com
Miranda Spence (LSUC #60621,M)

Tel: 416-865-3414
Fax: 416-863-1515
Email: msoence@,airdberlis.com
Lawyers for Sahis Capital Partners, LLC

26520983.3
H
tu
D"
CO
SALUS CAPITAL PARTNERS, LLC and F01ÎEVER JEWELLERY INC., ^
(Shofi title of proceeding) Court File No. CV-16-U439-00CL
ONTARIO
COMMERCIAL LIST
PROCEEDINGS COMMENCED AT TORONTO
j~
2^
APPLICATION RECORD
c^Ç,.A "=> (Application returnable June 27,2016)
CaJJ^ ' (VOLUME I OF 11)
AIRD & BERLIS LLP

BrookEeld Place
Toronto, Ontario
M5J 2T9
0.
Sam Babe (LSUC #49498B) / '^'/ "//...
Tel:416-865--7718
Fax:416-863-1515
Email; sbabe@airdberlis.com
\
Miranda Spence (LSUC #60621iv4.j;-'_.\.^
Tel: 416-865-3414
Fax: 4]6-S63-15[5
Email: iTispence@airdberlis.com

26524126.1
H
M
n
Com-È File No. CV-16-11439-0ÛCL
ONTARIO
COMMERCIAL LIST
THE HONOURABLE MR. ) THURSDAY, THE 30™

)
JUSTICE WILTON-SIEGEL ) DAY OF JUNE, 2016
BETWEEN;
Applicant
and
Respondent
APPLICATION UNDER SUBSECTIONS 47(1) AND 243(1) OF THE

BANKRUPTCY AND INSOLVENCY ACT, R.S.C. 1985, c. B-3, AS
AMENDED, AND SECTION 101 OF THE COURTS OF JUSTICE ACT,
R.S.0.1990, c. C.43, AS AMENDED
ORDER
(appointing Receiver)
THIS APPLICATION made by Salus Capital Partners, LLC ("Salus") for an Order
pursuant to section 243(1) of the Bankruptcy and Insolvency Act, R.S.C. 1985, c. B-3, as
amended (the "BIA") and section 101 of the Courts of Justice Act, R.S.O. 1990, c. C.43, as
amended (the "CJA") appointing Richter Advisory Group Inc. ("Riclitcr") as receiver (in such
capacity, the "Receiver") without security, of all of the assets, undertakings and properties of
Forever Jewellery Inc. (the "Debtor") acquired for, or used in relation to a business carried on by
the Debtor, was heard tliis day at 330 University Avenue, Toronto, Ontario.
- 2 -
ON READING the affidavit of Andrew Pmnier sworn June 23, 2016 and the exhibits
thereto,Xand on hearing the submissions of counsel for Salus and counsel for Richter in its
capacity ^"^Gomîîappointed interim receiver of the Debtor (the "Interim Receiver") and
proposed Receiver and co)unsel for the Respondent and on reading the consent of Richter to act
as the Receiver, Ap
SERVICE
1. THIS COURT ORDERS that the time for service and filing of the notice of application
and the application record is hereby abridged and validated so that this application is properly
returnable today and hereby dispenses with further sei-vice thereof.
APPOINTMENT
2. THIS COURT ORDERS that, pursuant to section 243(1) of the BIA and section 101 of
the CJA, Richter is hereby appointed Receiver, without security, of all of the assets, undertakings
and properties of the Debtor acquired for, or used in relation to a business carried on by the
Debtor, including all proceeds thereof (the "Property").
RECEIVER'S POWERS
3. THIS COURT ORDERS that the Receiver is hereby empowered and authorized, but not
obligated, to act at once in respect of the Property and, without in any way limiting the generality
of the foregoing, the Receiver is hereby expressly empowered and authorized to do any of the
following where the Receiver considers it necessary or desirable:
(a) to take possession of and exercise control over the Property and any and
all proceeds, receipts and disbursements arising out of or from the
Property;
(b) to receive, preserve, and protect the Property, or any part or parts thereof,
including, but not limited to, the changing of locks and security codes, the
relocating of Property to safeguard it, the engaging of independent
security personnel and the taking of physical inventories;
- 3 -
(c) to manage, operate, and carry on the business of the Debtor, including the
powers to enter into any agreements, incur any obligations in the ordinary
course of business, cease to carry on all or any part of the business, or
cease to perform any contracts of the Debtor;
(d) to engage consultants, appraisers, agents, experts, auditors, accountants,

managers, counsel and such other persons from time to time and on
whatever basis, including on a temporary basis, to assist with the exercise
of tlie Receiver's powers and duties, including without limitation those
conferred by this Order;
(e) to purchase or lease such machinery, equipment, inventories, supplies,

premises or other assets to continue the business of the Debtor or any part
or parts tliereof;
(f) to receive and collect all monies and accounts now owed or hereafter
owing to the Debtor and to exercise all remedies of the Debtor in
collecting such monies, including, without limitation, to enforce any
security held by the Debtor;
(g) to settle, extend or compromise any indebtedness owing to tlie Debtor;
(h) to execute, assign, issue and endorse documents of whatever nature in

respect of any of the Property, whether in the Receiver's name or in the
name and on behalf of the Debtor, for any purpose pursuant to this Order;
(i) to initiate, prosecute and continue the prosecution of any and all
proceedings and to defend all proceedings now pending or hereafter
instituted with respect to the Debtor, the Property or the Receiver, and to
settle or compromise any such proceedings. The authority hereby
conveyed shall extend to such appeals or applications for judicial review
in respect of any order or judgment pronounced in any such proceeding;
- 4 -
(j) to market any or all of the Property, including advertising and soliciting
offers in respect of the Property or any part or parts thereof and
negotiating such terms and conditions of sale as the Receiver in its
discretion may deem appropriate;
(k) to sell, convey, transfer, lease or assign the Property or any part or paifs
thereof out of the ordinary course of business,
(i) without the approval of this Court in respect of any transactions,

provided that the aggregate consideration for all such transactions
does not exceed $1,000,000; and
(ii) with the approval of this Court in respect of any transaction in

which the purchase price or the aggregate purchase price exceeds
the applicable amount set out in the preceding clause;
and in each such case notice under subsection 63(4) of the Ontario
Personal Property Security Act, shall not be required, and in each case tlie
Ontario Bulk Sales Act shall not apply.
(1) to apply for any vesting order or other orders necessaiy to convey the
Property or any part or parts thereof to a purchaser or purchasers thereof,
free and clear of any liens or encumbrances affecting such Property;
(m) to report to, meet with and discuss with such affected Persons (as defined
below) as the Receiver deems appropriate on all matters relating to the
Property and the receivership, and to share information, subject to such
terms as to confidentiality as the Receiver deems advisable and including,
without limitation, the Court-appointed Monitor in the Companies'
Creditors Arrangement Act proceedings of Ben Moss Jewellers Western
Canada Ltd. and Faan Advisors Group Inc. in its capacity as Chief
Resti-ucLuring Officer of JSN Jewellery Inc. and its affiliates;
- 5 -
(n) to register a copy of this Order and any other Orders in respect of the
Property against title to any of the Property;
(o) to apply for any permits, licences, approvals or permissions as may be

required by any governmental authority and any renewals thereof for and
on behalf of and, if thought desirable by the Receiver, in the name of the
Debtor;
(p) to enter into agreements with any trustee in bankruptcy appointed in

respect of the Debtor, including, without limiting the generality of the
foregoing, the ability to enter into occupation agreements for any property
owned or leased by the Debtor;
(q) to exercise any shai-eholder, partnersliip, joint venture or other rights

which the Debtor may have;
(r) - to mnh? and nrisirnmfnt in bnnkmft-"y f-^r nnd

cxccuto liny and all iiuLessaiy JuLUiiieiils lu cffLcl such aasigiiment in
brirnptcyrend
(s) to take any steps reasonably incidental to the exercise of these powers or
the performance of any statutory obligations.
and in each case where the Receiver takes any such actions or steps, it shall be exclusively
authorized and empowered to do so, to the exclusion of all other Persons (as defined below),
including the Debtor, and without interference from any other Person.
DUTY TO PROVIDE ACCESS AND CO-OPERATION TO THE RECEIVER
4. THIS COURT ORDERS that (i) the Debtor, (ii) all of its current and former directors,
officers, employees, agents, accountants, legal counsel and shareholders, and all otlier persons
acting on its instructions or behalf, and (iii) all other individuals, firms, corporations,
governmental bodies or agencies, or other entities having notice of this Order (all of the
foregoing, collectively, being "Persons" and each being a "Person") shall forthwith advise the
Receiver of the existence of any Property in such Person's possession or control, shall grant
- 6 -
immediate and continued access to the Property to the Receiver, and shall deliver all such
Property to the Receiver upon the Receiver's request.
5. THIS COURT ORDERS that ail Persons shall forthwith advise the Receiver of the
existence of any books, documents, securities, contracts, orders, corporate and accounting
records, and any other papers, records and information of any kind related to the business or
affairs of the Debtor, and any computer programs, computer tapes, computer disks, or other data
storage media containing any such information (the foregoing, collectively, the "Records") in
that Person's possession or control, and shall provide to the Receiver or permit the Receiver to
make, retain and take away copies thereof and grant to the Receiver unfettered access to and use
of accounting, computer, software and physical facilities relating thereto, provided however that
nothing in this paragraph 5 or in paragraph 6 of this Order shall require the delivery of Records,
or the granting of access to Records, which may not be disclosed or provided to tlie Receiver due
to the privilege attaching to solicitor-client communication or due to statutory provisions
prohibiting such disclosure.
6. THIS COURT ORDERS that if any Records are stored or otherwise contained on a
computer or other electronic system of information storage, whether by independent service
provider or otherwise, all Persons in possession or control of such Records shall forthwith give
unfettered access to the Receiver for the purpose of allowing the Receiver to recover and fully
copy all of the information contained therein whetlier by way of printing the information onto
paper or making copies of computer disks or such other manner of retrieving and copying the
information as the Receiver in its discretion deems expedient, and shall not alter, erase or destroy
any Records without the prior written consent of the Receiver. Further, for the purposes of this
paragraph, all Persons shall provide the Receiver with all such assistance in gaining immediate
access to the information in the Records as the Receiver may in its discretion require including
providing the Receiver with instructions on tlie use of any computer or other system and
providing the Receiver with any and all access codes, account names and account numbers that
may be required to gain access to the information.
7. THIS COURT ORDERS that the Receiver shall provide each of the relevant landlords
with notice of the Receiver's intention to remove any fixtures from any leased premises at least
- 7 -
seven (7) days prior to the date of the intended removal. The relevant landlord shall be entitled
to have a representative present in the leased premises to observe such removal and, if the
landlord disputes the Receiver's entitlement to remove any such fixture under the provisions of
the lease, such fixture shall remain on the premises and shall be dealt with as agreed between any
applicable secured creditors, such landlord and the Receiver, or by further Order of this Court
upon application by the Receiver on at least two (2) days' notice to such landlord and any such
secured creditors.
NO PROCEEDINGS AGAINST THE RECEIVER
8. THIS COURT ORDERS that no proceeding or enforcement process in any court or

tribunal (each, a "Proceeding"), shall be commenced or continued against the Receiver except
with the written consent of the Receiver or with leave of this Court.
NO PROCEEDINGS AGAINST THE DEBTOR OR THE PROPERTY
9. THIS COURT ORDERS that no Proceeding against or in respect of the Debtor or the
Property shall be commenced or continued except with the written consent of the Receiver or
with leave of this Court and any and all Proceedings cuixently under way against or in respect of
the Debtor or the Property are hereby stayed and suspended pending further Order of this Court.
NO EXERCISE OF RIGHTS OR REMEDIES
10. THIS COURT ORDERS that all rights and remedies against the Debtor, the Receiver,
or affecting the Property, are hereby stayed and suspended except with the written consent of the
Receiver or leave of this Court, provided however that this stay and suspension does not apply in
respect of any "eligible financial contract" as defined in the BIA, and further provided that
nothing in this paragraph shall (i) empower the Receiver or the Debtor to cai'ry on any business
which the Debtor is not lawfully entitled to carry on, (ii) exempt the Receiver or the Debtor from
compliance with statutory or regulatory provisions relating to health, safety or the environment,
(iii) prevent the filing of any registration to preserve or perfect a secuiity interest, or (iv) prevent
the registration of a claim for lien.
- 8 -
NO INTERFERENCE WITH THE RECEIVER
11. THIS COURT ORDERS that no Person shall discontinue, fail to honour, alter, interfere
with, repudiate, terminate or cease to perform any right, renewal right, contract, agreement,
licence or permit in favour of or held by the Debtor, without written consent of the Receiver or
leave of this Court.
CONTINUATION OF SERVICES
12. THIS COURT ORDERS that all Persons having oral or written agreements with the
Debtor or statutoiy or regulatory mandates for the supply of goods and/or services, including
without limitation, all computer software, communication and other data services, centralized
banking services, payroll services, insurance, tinnsportation seiwices, utility or other services to
tlie Debtor are hereby restrained until further Order of this Coiut fi-om discontinuing, altering,
interfering with or terminating the supply of such goods or services as may be required by the
Receiver, and that the Receiver shall be entitled to the continued use of the Debtor's curi'ent
telephone numbers, facsimile numbers, internet addresses and domain names, provided in each
case that the normal prices or charges for all such goods or services received after the date of this
Order are paid by the Receiver in accordance with normal payment practices of the Debtor or
such other practices as may be agreed upon by the supplier or service provider and the Receiver,
or as may be ordered by this Court.
RECEIVER TO HOLD FUNDS
13. THIS COURT ORDERS tliat all funds, monies, cheques, instruments, and other forms
of payments received or collected by the Receiver from and after the making of this Order from
any source whatsoever, including without limitation the sale of all or any of the Property and the
collection of any accounts receivable in whole or in part, whether in existence on the date of this
Order or hereafter coming into existence, shall be deposited into one or more new accoimts to be
opened by the Receiver (the "Post Receivership Accounts") and the monies standing to the
credit of such Post Receivership Accounts from lime to time, net of any disbursements provided
for herein, shall be held by the Receiver to be paid in accordance witii the terms of this Order or
any further Order of this Couit.
- 9 -
EMPLOYEES
14. THIS COURT ORDERS that the Receiver shall not be liable for any employee-related
liabilities, including any successor employer liabilities as provided for in section 14.06(1.2) of
the BIA, other than such amounts as tlie Receiver may specifically agree in writing to pay, or in
respect of its obligations under sections 81.4(5) or 81.6(3) of the BIA or under the Wage Earner
Protection Program Act.
LIMITATION ON ENVIRONMENTAL LIABILITIES
15. THIS COURT ORDERS that nothing herein contained shall require the Receiver to
occupy or to take conti'ol, care, charge, possession or management (separately and/or
collectively, "Possession") of any of the Property that might be environmentally contaminated,
might be a pollutant or a contaminant, or might cause or contribute to a spill, discharge, release
or deposit of a substance contrary to any federal, provincial or other law respecting the
protection, conservation, enhancement, remediation or rehabilitation of the environment or
relating to the disposal of waste or other contamination including, without limitation, the
Canadian Environmental Protection Act, tlie Ontario Environmental Protection Act, the Ontario
Water Resources Act, or the Ontario Occupational Plealth and Safety Act and regulations
thereunder (the "Environmental Legislation"), provided however that nothing herein shall
exempt the Receiver from any duty to report or make disclosure imposed by applicable
Environmental Legislation. The Receiver shall not, as a result of this Order or anything done in
pursuance of the Receiver's duties and powers under this Order, be deemed to be in Possession of
any of the Property within the meaning of any Environmental Legislation, unless it is actually in
possession.
LIMITATION ON THE RECEIVER'S LIABILITY
16. THIS COURT ORDERS that the Receiver shall incur no liability or obligation as a
result of its appointment or tlie carrying out the provisions of this Order, save and except for any
gross negligence or wilful misconduct on its pait, or in respect of its obligations under sections
81.4(5) or 81.6(3) of the BIA or under the Wage Earner Protection Program Act. Nothing in
this Order shall derogate from the protections afforded the Receiver by section 14.06 of the BIA
or by any other applicable legislation.
- 30-
RECEIVER'S ACCOUNTS
17. THIS COURT ORDERS that the Receiver and counsel to the Receiver shall be paid
their reasonable fees and disbursements, in each case at their standard rates and charges unless
otherwise ordered by the Court on the passing of accounts, and that the Receiver and counsel to
the Receiver shall be entitled to and ai-e hereby granted a chai'ge (the "Receiver's Charge") on
the Property, as security for such fees and disbursements, both before and after the making of
this Order in respect of these proceedings, and that the Receiver's Charge shall form a first
charge on the Property in priority to all security interests, tnists, liens, charges and
encumbrances, statutory or otherwise, in favoui' of any Person, but subject to sections 14.06(7),
81.4(4), and 81.6(2) of the BIA.
18. THIS COURT ORDERS that the Receiver and its legal counsel shall pass its accounts
from time to time, and for this puipose the accounts of the Receiver and its legal counsel are
hereby referred to a judge of the Commercial List of the Ontario Superior Court of Justice.
19. THIS COURT ORDERS that prior to the passing of its accounts, the Receiver shall be
at liberty from time to time to apply reasonable amounts, out of the monies in its hands, against
its fees and disbursements, including legal fees and disbursements, incurred at the standard rates
and charges of the Receiver or its counsel, and such amoimts shall constitute advances against its
remuneration and disbursements when and as approved by this Court.
FUNDING OF THE RECEIVERSHIP
20. THIS COURT ORDERS that tlie Receiver be at liberty and it is hereby empowered to
borrow by way of a revolving credit or otherwise, such monies from time to time as it may
consider necessary or desirable, provided that the outstanding principal amount does not exceed
$100,000 (or such greater amount as this Court may by fuither Order authorize) .at any time, at
such rate or rates of interest as it deems advisable for such period or periods of time as it may
ai'range, for the purpose of funding the exercise of the powers and duties conferred upon the
Receiver by this Order, including interim expenditures. The whole of the Property shall be and
is hereby charged by way of a fixed and specific chai'ge (the "Receiver's Borrowings Charge")
as security for the payment of the monies borrowed, together with interest and chai'ges tliereon,
in priority to all security interests, trusts, liens, charges and encumbrances, statutory or
- 1 1 -
otherwise, in favour of any Person, but subordinate in priority to the Receiver's Charge and the
charges as set out in sections 14.06(7), 81.4(4), and 81.6(2) of the BIA.
21. THIS COURT ORDERS that neither the Receiver's BoiTOwings Charge nor any other
security granted by the Receiver in connection with its borrowings under this Order shall be
enforced without leave of this Court.
22. THIS COURT ORDERS that the Receiver is at liberty and authorized to issue
certificates substantially in tlie form annexed as Schedule "A" hereto (the "Receiver's
Certificates") for any amount borrowed by it pursuant to this Order.
23. THIS COURT ORDERS that the monies from time to time borrowed by the Receiver
pursuant to this Order or any further order of this Court and any and all Receiver's Certificates
evidencing the same or any part thereof shall rank on a pari passu basis, unless otherwise agreed
to by the holders of any prior issued Receiver's Certificates.
SERVICE AND NOTICE
24. THIS COURT ORDERS that the E-Service Protocol of the Commercial List (the
"Protocol") is approved and adopted by reference herein and, in this proceeding, the service of
documents made in accordance with the Protocol (which can be found on the Commercial List
website at http://www.ontariocourts.ca/sci/practice/practice-directions/toronto/eservice-
commercialA shall be valid and effective service. Subject to Rule 17.05 this Order shall
constitute an order for substituted service pursuant to Rule 16.04 of the Rules of Civil Procedure.
Subject to Rule 3.01(d) of the Rules of Civil Procedure and paragraph 21 of the Protocol, service
of documents in accordance with the Protocol will be effective on transmission. This Court
further orders that a Case Website shall be established in accordance witli the Protocol with the
following URL http://www.richter.ca/en/folder/insolvencv-cases/f/forever-iewellerv-inc
25. THIS COURT ORDERS that if the service or distribution of documents in accordance
with the Protocol is not practicable, the Receiver is at liberty to serve or distribute this Order, any
other materials and orders in these proceedings, any notices or other correspondence, by
forwarding true copies thereof by prepaid ordinary mail, courier, personal delivery or facsimile
transmission to the Debtor's creditors or other interested parties at their respective addresses as
- 12-
last shown on the records of the Debtor and that any such semce or distribution by courier,
personal delivery or facsimile transmission shall be deemed to be received on the next business
day following the date of forwarding thereof, or if sent by ordinary mail, on the third business
day after mailing.
GENERAL
26. THIS COURT ORDERS that the Receiver may from time to time apply to this Court
for advice and directions in the discharge of its powers and duties hereunder.
27. THIS COURT ORDERS that nothing in this Order shall prevent the Receiver from
acting as a BIA section 243(1) receiver or as a trustee in banlcruptcy of the Debtor.
regulatory or administrative body having jmisdiction in Canada or in the United States to give
effect to this Order and to assist the Receiver and its agents in carrying out the terms of this
Order. All courts, tribunals, regulatory and administrative bodies are hereby respectfully
requested to make such orders and to provide such assistance to the Receiver, as an officer of this
Court, as may be necessary or desirable to give effect to this Order or to assist the Receiver and
its agents in carrying out the terms of this Order.
29. THIS COURT ORDERS that the Receiver be at liberty and is hereby authorized and
empowered to apply to any court, tribunal, regulatory or administrative body, wherever located,
for the recognition of this Order and for assistance in carrying out the terms of this Order, and
that the Receiver is authorized and empowered to act as a representative in respect of the within
proceedings for the purpose of having these proceedings recognized in a jurisdiction outside
Canada.
30. THIS COURT ORDERS that the Salus shall have its costs of this motion, up to and
including entry and service of tliis Order, provided for by the terms of the Salus' security or, if
not so provided by the Salus' security, then on a substantial indemnity basis to be paid by the
Receiver from the Debtor's estate with such priority and at such time as this Court may
determine.
- 1 3 -
31. THIS COURT ORDERS that any interested party may apply to this Court to vary or
amend this Order on not less than seven (7) days' notice to the Receiver and to any other party
likely to be affected by the order souglit or upon such other notice, if any, as this Court may
order.
- J
entered AT/INSCBITÀTOROKTO
?«/oSheg;streno:
JUN 3 0
PEB/P^^
SCHEDULE"A"
RECEIVER CERTIFICATE
CERTIFICATE NO.
AMOUNT $
1. THIS IS TO CERTIFY that Richter Advisory Group Inc., solely in its capacity as the
receiver (the "Receiver") of the assets, undertakings and properties of Forever Jewellery Inc. (the
"Debtor") acquired for, or used in relation to a business carried on by the Debtor, including all
proceeds thereof (collectively, the "Property") appointed by Order of the Ontaiio Superior
Court of Justice (Commercial List) (the "Court") dated the <*> day of <*>, 2016 (the "Order")
made in an action having Court file numberCV-16-<*>-00CL, has received as such Receiver
fi'om the holder of this certificate (the "Lender") the principal sum of $ , being part
of the total principal sum of $ which the Receiver is authorized to borrow under
and pursuant to the Order.
2. The principal sum evidenced by this certificate is payable on demand by the Lender with
interest thereon calculated and compounded [daily] [monthly not in advance on the day
of each month] after the date hereof at a notional rate per annum equal to the rate of <*> per cent
above the prime commercial lending rate of Bank of <*> from time to time.
3. Such principal sum with interest thereon is, by the terms of the Order, together with the
principal sums and interest thereon of all other certificates issued by the Receiver pui'suant to the
Order or to any further order of the Court, a charge upon the whole of the Property, in priority to
the security interests of any other person, but subject to the priority of the charges set out in the
Order and in the Bankruptcy and Insolvency Act, and the right of the Receiver to indemnify itself
out of such Property in respect of its remuneration and expenses.
4. All sums payable in respect of principal and interest under this certificate ai*e payable at
the main office of the Lender at Toronto, Ontario.
5. Until all liability in respect of this certificate has been terminated, no certificates creating
charges ranking or purporting to rank in priority to this certificate shall be issued by the Receiver
to any person other than the hoMer of this certificate without the prior written consent of the
holder of this certificate.
6. The charge securing this certificate shall operate so as to permit the Receiver to deal with
the Property as authorized by the Order and as autliorized by any further or other order of the
Court.
7. The Receiver does not undertake, and it is not under any personal liability, to pay any
sum in respect of which it may issue certificates under the terms of the Order.
DATED the day of , 2016.
RICHTER ADVISORY GROUP INC., solely

in its capacity
as Receiver of the Property, and not in its
personal capacity
Per:
Name:
• Title:
SALUS CAPITAL PARTNERS, LLC and FOREVER JEWELLERY INC.
Court File No. CV-16-U439-00CL
ONTARIO
Proceedings commenced at Toronto
RECEIVERSHIP ORDER
AIRD & BERLIS LLP

Brookfield Place
Toronto, Ontario
M5J 2X9

Tel: 416-865-7718
Fax:416-863-1515
Email: sbabe@airdberlis.com
Miranda Spence (LSUC #60621M)

Tel: 416-865-3414
Fax:416-863-1515
Email: mspence@airdberlis.com

26549514.3
H
o"
O
JB ÊL B ' ^ JH ' B
SALUS CAPITAL PARTNERS, LLC and FOl^VER JEWELLERY INC., J l/i KL( 5 2-
^
(Short title of proceeding)
Court File No. CV-l6-n439-OOCL
^01^ "2 ? IIf, ONTARIO

COMMERCIAL LIST
PROCEEDINGS COMMENCED ATTORONTO
cJe/>4j:>
22
ÇfT cQ_ JZjz Cj APPLICATION lUECOIU)

(Application returnable June 27,2016)
(ScA£>^ ~ 2'L>Ç^_^22( • (VOLUME I OF II)
) ^ AIRD & BERLIS LLP

Brookfield Place
181 Bay SlJ-eet, Suite 1800
Toronto, Ontario
M5J2T9

Tel: 416-865-7718 -•^ /> '" wtA
Fax:416-863-1515
£A^Âv^ iji £4itA/Zt. 'Email: sbabe@airclberlis.coin
Miranda Spence (LSUC #60621MV^"

Tel: 416-865-3414 4ô.iS''i£fi=d^^
^yl/V\4 Vt4i^ U^-fKO
Fax:416-863-1515
k> ^1.0 , -TJU tA4tA^2^ .^?VL>444/? Email: msDence@airdberlis.cor»
(yyjcKX 4^ 9^ ^-^/Yniyr^ ^ -/ 'x.^ Lawyers for Salus Capital Partners, LLC

26524126.1
H
p
cr
m
Court File No, CV-16-114394)0CL
ONTARIO
(COMMERCIAL LIST)
APPLICATION UNDER SUBSECTIONS 47(1) AND 243 (1) OF THE BANKRUPTCY AND INSOLVENCY ACT,
R.S.C. 1985. c. B-3, AS AMENDED AND SECTION 101 OF THE COURTS OF JUSTICE ACT, R.S.0.1990. C.
C43, AS AMENDED
AND IN THE MAHEROF THE INTERIM RECEIVERSHIP OF

AFFIDAVIT OF CURK LONERGAN
I, CLARK LONERGAN, of the Town of Richmond Hill, in the Province of Ontario, MAKE OATH AND SAY that
1. I am a Senior Vice President of RIchter Advisory Group Inc. ("Rlchter") and, as such, I have knowledge of
the matters hereinafter deposed to except where staled to be on information and belief, and where so
stated, I verily believe it to be true.
2. By order (the "Appointment Order") of Uie Honourable Mr. Justice VWton-Siegef of the Ontario Superior
Court of Justice (Commercial List) (the "Court") dated June 27,2016 (the "Date of Appointment"), Richter
Advisory Group Inc. ("Richter") was appointed interim receiver (the "Interim Received) of all of the assets,
undertakings and properties (the "Property") of Forever Jewellery Inc. ("FJl" or the "Company"), pursuant
to section 47(1) of the Bankruptcy and Insolvency Act, R.S.C. c. B-3, as amended, and section 101 of the
Courts of Justice Act, R.S.0.19^, c. C.43, as amended.
3. Pursuant to the Appointment Order, the interim Receiver has provided services and incurred disbursements,
in the amount of 525,612.50 and $186.14 (all excluding HST), respectively, in the period from the Date of
Appointment to June 30, 2016 (the "Period") with respect to services provided. Attached hereto and
marked as Exhibit "A" to this my Affidavit is a summary of all invoices rendered by the interim Receiver on a
periodic basis during the Period (the "Accounts").
4. True copies of the Accounts, which include a fair and accurate description of the services provided along
with hours and applicable rates claimed by the Interim Receiver, are attached as Exhibit "B" to this my
Affidavit.
i
5. In the course of performing its duties pursuant to the Appointment Order, the Interim Receiver's staff has
expended a total of 80.1 hours during the Period. Attached as Exhibit "C to this my Affidavit is a schedule
setting out a summary of the individual staff involved in the administration of the interim receivership and the
hours and applicable rates claimed by the Interim Receiver for the Period. The average hourly rate billed by
the Interim Receiver during the Period is $319.76.
6. The Interim Receiver requests that this Court approve its Accounts for the Period, in the total amount of
$25,798.64 (excluding HST) for services rendered and recorded during the Period.
7. Fasken Martineau DuMoulin LLP ("Fasken"), as Independent legal counsel to the Interim Receiver, have
provided legal services to the Interim Receiver, rendered services Oiroughout these proceedings in a
manner consistent with the instructions of the Interim Receiver and has prepared an affidavit with respect to
the services rendered during ttie Period. The Interim Receiver has reviewed the invoices rendered by
Fasken during the Period.
8. As there are no remaining matters In the administration of the interim receivership, 1 estimate that fees and
disbursements from July 1, 2016 to the termination of the interim receivership proceeding will be $nll.
Including the fees and disbuêments of legal counsel.
9. To the best of my knowledge, the rates charged by the Interim Receiver and Fasken are comparable to the
rates charged for the provision of similar services by other accounting and law firms In downtown Toronto.
10. } venly believe that the fees and disbureements incurred by the interim Reœiver and Fasken are fair and
reasonable in the circumstances.
11. This Affidavit is sworn in connection wHh a motion for an Order of this Court to, among other things, approve
the fees and disbursements of the Interim Receiver and those of its legal counsel and for no improper
purpose.
This is Exhibit "A" referred to in the Affidavit of
Ciaric Loneiân, sworn before me this
Exhibit "A"
Richter Advisory Group Inc.

IN THE MATTER OF THE INTERIM RECEIVERSHIP
Re: Forever Jewellery Inc.

Statement of Accounte
For the Period from June 27, 2016 to June 30,2016
Invoice Date of invoice Fees Disbursements HST Total

20401326 November 4, 2016 25,812.50 186.14 3,353.82 29,152.46
25,612.50 186.14 3.353.82 29,152.46
This Is Exhibit "B" referred to in the Affidavit of
Clark Lonergan, sworn before me this
day of November, 2016
RICHTER
Richter Advisory Group Inc.. Receiver re; Forever Jewellery Inc.

Toronto. ON M5J 2T3
Date: 11/04/2016
invoice No.: 20401326
Engagement No.: 2020609
Payment Terms: Due on Receipt
Professional services rendered to October 28, 2016 $25,612.50
Disbursements 186.14
Sub-Total 25,798.64
GST/HST #885435842 RT0001 3,353.82
Total Due CAD $29,152.46
T.4'ô.â8 2.846
l-;ii li1^'r V• In":.
!»n If.iy .8;n>0
B.ny Towet
loi^nK.ON
www.richt9f.CA toronto, Montroaî
Invoice No.: 20-4013«J6
Date: 11/0-1/2016
Fees
Name Hours Rate Amount
Adam Sherman 1,00 $ 525.00 S 525.00
Clark Lonergan 16.00 625.00 10,000.00
Dale Millslein 30.20 350.00 10,570.00
Jack Bradshaw 31.00 135.00 4,185.00
Soazig Bourgine 1.90 175.00 332.50
80.10 $25,612.50
Disbursements
Disbursements $ 186.14
$ 186.14
i
invoice No.;
Date:
20401326
11/04/2016
E
Fee and Disbursement Details
Date Name and Description Hours Rate Amount
06/27/2016 Soazig Bourgine 1.00 $175.00 $ 175.00

File set up, website posting, review of order,
email to N. Francis-Campbell, discussion
with D. Miilsteln.
06/27/'2016 Clark Lonergan 6.00 625.00 3,750.00

Attendance at court, taking possession,
changing locks, inventory review and
analysis, discussions with employees, lender
update, etc.
06/27/2016 Adam Sherman 1,00 525.00 525.00

- Conference call with Aird & Berlls and A&M
re appointment, next steps, etc. Discussions
with Richter team. Emails from Aird & Berlls.
06/27/2016 Dale Miilsteln 6.70 350.00 2,345.00

Served FJI with Court Order. Secured FJ!
premises. Commenced inventory count of
vaults. Organized security monitoring for the
night. Changed key access to the premises
and vault combinations.
06/27/2016 Jack Bradshaw 9.00 135.00 1,215.00

Accompanied Clark to court to receive
interim receivership order, went to business
to notify management and begin interim
receivership
06/28/2016 Soazig Bourgine 0.30 175.00 52.50

Ascend set up, email to D. Miilsteln.
06/28,'2016 Clark Lonergan 6.00 625.00 3,750.00

Employee meetings, cash review, asset
listing, lease review, fixed asset listing,
dealing with security company, payables
review, booking keeping update, lender
update, etc.
06/23/2016 Dale Miilsteln LOO 350.00 2,800.00

Concluded FJI vault inventory count.
Changed master alarm code. Reviewed
inventory returns. Reviewed Inventory listing
for material discrepancies. Prepared
operations tracking workbook. Reviewed
collections, disbursements and shipments.
06/28/2016 Jack Bradshaw 7.00 135.00 945.00

Took stock of complete backroom inventory,
both the display items and files.
06/29/2016 Soazig Bourgine 0,10 175.00 17.50

Email to C. Lonergan.
06/29/2015 Soazig Bourgine 0.50 175.00 87.60

Website posting of Application Record and
Endorsement.
Invoice No.
Date; i;/04/2Û1c
06/29/2016 Clark Lonergan 4.00 625.00 2,500.00

Asset review, cash receipts review, update
Lender re; the same, employee matters, etc.
06/29/2016 Dale Millstein 7.50 350.00 2,625.00

Obtained requested financial information.
Updated operations tracking workbook.
Reviewed shipments, disbursements and
collections. Provided update to Bank.
06/29/2016 Jack Bradshaw 7.00 135.00 945.00

Completed list of stock Items and organized
it. as well a a floor plan, into a spreadsheet.
06/30/2016 Dale Millstein 8.00 350.00 2,800.00

Prepared operations tracking workbook.
Reviewed collections, disbursements and
shipments, Froze outgoing payments for
CISC account. Deposited post-dated
cheques into RBC Trust account. Reviewed
lease. Called landlord. Prepared termination
letters.
06/30/2016 Jack Bradshaw 8.00 135.00 1,080.00

Went through past bank statements and
financial reports to find concerning transfers,
contacted various parties (security, property
management) to notify of receivership,
created preliminary budget.
Fees Total 80.10 $25,612.50
06/27/2016 Disbursements $ 186.14

Travel (airfare, accomodation, meals),
Mileage, Postage. Photocopy, Courier, etc.
E
Invoice No.: 20401326
Date: 11/04/2016
Remittance Form
Richter Advisory Group Inc., Receiver re: Forever Jewellery Inc.

Toronto. ON M5J 213
invoice Summary
Sub-Total $ 25,798.64
GST/HST #885435842 RT0001 3,353.82
Payment Options
Wire Transfer Toronto Dominion Bank

Commercial Banking Center
525 Av. VIger Guest, Montréal (Qc) H2Z 082
CAD Account no.: 5300836 Transit no.: 41601 Swift code: TDOMCATT
USD Account no.: 7332090 Transit no.: 41501 Swift code: TDOMCATTTOR
Email payment details, including invoice number and amount paid to:
CllentService@richter.ca
Cheques Payable to; Richter Advisory Group Inc.

Send to: 181 Bay Street, Suite 3320, Bay Wellington Tower, Toronto ON M5J 2T3
inquiries: please call our general line 416.488.2345 or e-mail ClientService@richter.ca
T.41B.488.2345
Richter Atiyisôry Group inc.
18-1 Bay St., Suite3320
Bay V.'flllliiylon Towor
ToiontaON M5/2T3
www.richtBf.ca Toronto, Montrtsal
This Is Exhibit "C referred to in the Affidavit of
Clark Lonergan, svi/orn before me this
Exhibit "C"
ONTARIO SUPERIOR COURT OF JUSTICE
IN THE MATTER OF THE INTERIM RECEIVERSHIP
Time Summary
June 27,2016 to June 30,2016
Time Summary and applicable rates
Hours Rate Total
Adam Sherman 1.00 525.00 525.00

Clark Lonergar] 16.00 625.00 10,000.00
Dale Millstein 30.20 350.00 10,570.00
Jack Bradshaw 31.00 135.00 4,185.00
80.10 25,612.50
Total 25,612.50
Average Hourly Amount 319.76

H
a'
ONTARIO
COMMERCIAL LIST
BETWEEN:

Applicant
- and -

Respondent

THE COURTS OF JUSTICE ACT, R.S.O. 1990, c. C.43, AS AMENDED
AFFIDAVIT OF STUART BROTMAN

(Affirmed November 25,2016)
I, Stuart Brotman, lawyer, of the City of Toronto, in the Province of
Ontario, AFFIRM AND SAY:
1. I am a Partner in the law firm of Fasken Martineau DuMoulin LLP ("Fasken
Martineau"), solicitors to Richter Advisory Group Inc. in its capacity as the Court-appointed
interim receiver (in such capacity the "Interim Receiver") and receiver (in such capacity, the
"Receiver"), of all of the assets, undertakings and properties of Forever Jewellery Inc. (the
"Debtor"), acquired for or used in relation to a business carried on by the Debtor. Accordingly, I
have knowledge of the matters hereinafter deposed to.
2. Attached hereto as Exhibit "A" are true copies of the Statements of Account of Fasken
Martineau in respect of services rendered to the Interim Receiver for the period from
300245.00003/94549719.1
- 2 -
June 22, 2016 to June 30, 2016 (the "Interim Receivership Period"), and for services rendered
to the Receiver for the period from July 1, 2016 through September 30, 2016 (the "Receivership
Period"). During those periods, the total fees incurred were $19,506.50 plus disbursements of
$799.25 and applicable taxes of $2,639.76, for an aggregate amount of $22,945.51.
3. As set out in the following chart, 8.7 hours were incurred by Fasken Martineau, for the
Interim Receivership Period:
Name Total Hours Hourly Rate ($)
Stuart Brotman 7.70 775
Natasha De Cicco 1.0 575
TOTAL: 8.7
4. As set out in the following chart, 21.3 hours were incurred by Fasken Martineau, for the
Receivership Period:
Name Total Hours Hourly Rate ($)
Stuart Brotman 10.6 775
Natasha De Cicco 7 575
Dylan Chochla 0.1 410
Stephanie Real 1.3 260
Adam Simon 2.3 150
TOTAL: 21.3
300245,00003/94549719.1
- 3 -
5. The activities detailed in the attached statements of account accurately reflect the services
provided by Fasken Martineau and the rates charged are at the standard hourly rates of those
individuals at the firm at the time they were incurred.
6. During the periods reflected herein, Fasken Martineau has been paid $19,506.50 on
account of fees, $799.25 on account of disbursements, and $2639.76 on account of applicable
taxes, for an aggregate amount of $22,946.51.
7. I affirm this affidavit in support of a motion for, inter alia, approval of the fees and
disbursements of Fasken Martineau.
AFFIRMED BEFORE ME at the City of

Toronto, in the Province of Ontario,
this 25^*^ day of November, 2016
STUART BROTMAN
A Commissioner for taking affidavits, etc.
300245.00003/94549719.1
THIS IS EXHIBIT "A"
Referred to in this Affidavit of
Stuart Brotman affirmed before me this

25"' day of November, 2016
mmissionerfor Taking Affidavits

hJ/tn^rh/i Oe' C/cc^
300245.00ÛÛ3/94549719.1
Fasken Mattineau DuMoutin LLP Ca t IXC Ik,I
Barristers and Solicitors + 1 416 356 8381 General • r\^ IxiZ N
Patent and Trade-mark Agents 1 416 364 7813 Fax AVI a All
I 800 268 8424 Toll-free IVIA IxT1 N C AU
Bay Adelaide Centre
333 Bay Street, Suite 240Q fasken.com
PO- Box 20
Toronto, Ontario M5H 2T6
Canada
Richter Advisory Group Inc. July 13, 2016

181 Bay Street invoice#: 1029594
Suite 3320 HST#: 87937 6127 RT0001
Toronto ON M5J 2T3
Matter Number: 300245.00003

Matter: Forever Jewellery Inc.
Responsible Professional: Stuart Brotman
For Professional Services rendered through June 30, 2016 as described In the attached
memorandum
Total Fees $ 6.542.50
Total Disbursements 351.00
Total Taxes 896.16
Total Amount Owing This Bill CAD $ 7,789.66
Per: Stuart Brotman

E.&O.E.
Terms: payment due upon receipt Pursuant to the Solicitors Act, interest will be charged at the rate of 0.8% per annum on unpaid fees, charges or
disbursements calculated from a date that is one month after this statement is delivered Any disbursement not posted to your account on the date of
this statement will be billed later.
SCOTIABANK, 20 Queen Street West, 4"" Floor. Toronto. Ontario. M5H 3R3
Account Name: Fasken Martineau DuMoulln LLP
CADS Account No: 476961041614. Transit No. 47696 Bank ID: 002
SWIFT code: NOSCGATT
Please send a payment notice to credits(Sfasken.com

Tasken Mattineau DuMouliit LLP C A C i^C IWI
Barrtstefs and Soiiciiors +1 416 355 838Î General
Patenl and Trade-mark Agents -r-1 416 364 7B13 Fax IX/I A DTTI M E A I I
1 800 268 8424 Toll-free IYI /\ IX I I IN C/\U
Bay Adeiarde Centre
333 Bay Street. Suite 2400 fasken.com
P.O. Box 20
Toronto, Ontario fv15H 2T5
Canada
Rîchter Advisory Group Inc. July 13, 2016

181 Bay Street invoice #: 1029594
Suite 3320 HST #: 87937 6127 RT0001
Toronto ON M5J 2T3
Attention: Ciark Lonergan
FEE MEMORANDUM

06/22/2016 Telephone call from C. Lonergan; Telephone call with K. Rosenstein; Reviewing
background materials;
Stuart Brotman 0.70 hrs. $ 542.50
06/23/2016 Reviewing draft affidavit; Exchange of emails with 8. Babe and K. Rosenstein
regarding same and court application; Exchange of emails with C. Lonergan;
06/24/2016 Reviewing draft orders received; E-mail to S. Babe regarding comments on draft
interim receivership order; Attendance on call with C. Lonergan, S. Babe and K.
Rosenstein regarding same and hearing schedule;
06/27/2016 Preparation for and attendance at court hearing; Reviewing e-mails from C.
Lonergan and S. Babe; Reviewing update email from C. Lonergan and exchange of
emails regarding same;
Stuart Brotman 2.30 hrs. $ 1,782.50
06/28/2016 Reading application record re: appointment of Richter as interim receiver.

Natasha De Cicco 1.00 hrs. $575.00
06/28/2016 Reviewing e-maii update on progress of receivership and further exchange of

emails regarding same;
Stuart Brotman 0.20 hrs. $155.00
06/29/2016 Exchange of emails with S. Babe;

Page 3
Matter Number: 300245.00003 invoice#: 1029594
Matter: Forever Jewellery inc.
06/29/2016 Reviewing court materiais received and exchange of emails regarding same;
06/30/2016 Preparation for and attendance at court; Exchange of emails with ciient regarding
lease and occupancy;
Stuart Brotman 2.50 hrs. $1,937.50
Professional Summary
Professional Title Rate Hours Fees
Stuart Brotman Partner 775.00 7.70 5,967.50

Natasha De Cicco Counsel 575.00 1.00 575.00
Total 8.70 CAD $6.542.50
Page 4
Matter Number: 300245.00003 Invoice#: 1029594
Our Fees $ 6,542.50

HST 850.53
Total Fees Including Taxes $ 7,393.03
Disbursements
Taxable
06/27/16 Lasercopy 301.00
06/30/16 LPIC Levy - Civil Litigation Law Pro 50.00
Levy -

HST 45.63
Total Disbursements Including Taxes 396.63
Total Fees, Disbursements and Taxes CAD $ 7,789.66
Tax Summary
HST 896.16
Total Taxes Included in This Bill 896.16

!•<•}',i<5!n W.ii'tini-.ni DuMoulin LIP
Barristers af\d Solicitors + 1 416 366 8381 General
Patent and Trade-mark Agents + 1 416 364 7813 Fax
1 800 268 8424 Toll-free
Bay Adelaide Centre
333 Bay Street, Suite 2400 fasken.com
P.O. Box 20
Canada
RIchter Advisory Group Inc. September 13, 2016

181 Bay Street Invoice #: 1045108
Suite 3320 HST#; 87937 6127 RT0001
Toronto ON M5J 2T3
Matter Number; 300245.00003

For Professional Services rendered through July 31, 2016 as described in the attached
memorandum
Total Fees $ 9.970.50
Total Taxes 1,335.53
E.&O.E.
Terms; payment due upon receipt. Pursuant to the Solrdtofs Act,

interest will be charged at the rate of 0.8% per annum on unpaid fees, chafes or
disbursements calculated from a date that is one month after this statement Is delivered. Any disbursement not posted to your account on the date of
SCOTIABANK, 20 Queen Street West. 4"" Floor, Toronto, Ontario, M5H 3R3
Account Name; Fasken Martineau DuMoulin LLP
CADS Account No; 476961041614, Transit No. 47696 Bank ID: 002
SWIFT code: NOSCCATT
Please send a payment notice to credits@fasken.com

f-aiksri iVlaniiK-ati DuMoiilin LLP
Barristers and Solicitors -I- 1 416 366 8381 General FASKEN
Patent and Trade-mark Agents + 1 416 364 7813 Fax
1 800 268 8424 Toll-free MARTIN EAU
Bay Adelaide Centre
P.O. Box 20
Canada
RIchter Advisory Group Inc. September 13,2016

Suite 3320 HST#; 87937 6127 RT0001
Toronto ON IVI5J 2T3
Attention; Clark Lonergan
FEE MEMORANDUM

07/04/2016 Correspondence with 8. Brotman re GOTHEN INC. Ontario Corporate Profile

Report.
Adam Simon 0.20 hrs. $ 30.00
07/04/2016 Reviewing e-mail from C. Lonergan and attached employee termination letter;
Reviewing receivership order; E-mail to C. Lonergan regarding same; Telephone
call with C. Lonergan regarding same; Revising draft letter; E-mail to C. Lonergan
attaching same; Telephone call from D. Millstein regarding tenancy issue;
Reviewing materials received from D. Mllistein regarding same; Telephone call with
C. Lonergan, K. Rosenstein and 8. Babe regarding same; Dictating letter to
landlord: E-mail to client regarding same; Reviewing and revising draft receivership
contractor engagement letter; Further exchange of emails with client;
07/05/2016 Reviewing revised draft consultant engagement; E-mail to C. Lonergan regarding

same; Reviewing client comments on draft landlord letter; Revising same;
Reviewing exchange of emails between C. Lonergan and K. Rosenstein; Telephone
call from C. Lonergan; Exchange of emails with D. Millstein; Further revisions to
draft landlord letter; Reviewing e-mail from D. Millstein; Attendance on call with D.
Millstein and C. Lonergan regarding landlord issue; Telephone call to C. Chang;
07/06/2016 Telephone call with C. Lonergan regarding premises; E-mail to property manager;
Further telephone call with C. Lonergan; Reviewing draft receiver's report; Revising
draft receiver's report; E-mail to C. Lonergan and D. Millstein regarding same;
Further telephone calls and emails with client regarding premises; Reviewing
comments received from client on draft report; Conference with D. Chechia
regarding possible court application;
Stuart Brotman 2.90 hrs. $ 2,247.50
Page 3
Matter Number: 300245.00003 Invoice #: 1045108
07/07/2016 Office conference with S. Brotman re: background and proposed bailment
arrangements: reviewing precedents re: same.
Natasha De Cicco 0.50 hrs. $ 287.50
07/07/2016 Exchange of emails with C. Lonergan and D. Milistein regarding landlord issue;
07/07/2016 Telephone call with C. Lonergan; E-mail to property manager; Exchange of emails
regarding storage of jewellery at alternate premises and related issues; Conference
with N. De Cicco regarding same and preparation of storage agreement; Further
telephone call with C. Lonergan; Exchange of emails with C. Lonergan; Exchange
of emails with N. De Cicco;
07/08/2016 Arranging for corporate searches re J.S.N. JEWELLERY INC. for N. De Cicco;
Correspondence re same.
07/08/2016 Various emails to and from C. Lonergan and S. Brotman re: bailment agreement
between JSN Jewellery inc. and Forever Jewellery Inc.; preparing to draft and
drafting same; conference call with C. Lonergan and S. Brotman re: same.
Natasha De Cicco 2.80 hrs. $1,610.00
07/08/2016 Attendance on call with N. De Cicco and C. Lonergan regarding revised draft
storage letter; Reviewing comments on same; Reviewing further correspondence
regarding same; Reviewing estimated liquidation analysis; Reviewing realization
plan;
07/08/2016 Reviewing draft storage letter; Exchange of emails with C. Lonergan regarding
same; Exchange of emails with N. De Cicco regarding same;
07/11/2016 Reviewing notice and statement of receiver received;

07/12/2016 Reviewing PPSA(ON) search for JSN Jewellery Inc.; email to C. Lonergan re:
suggested creditor acknowledgments and confirming instructions to file a
PPSA(ON) registration against JSN Jewellery Inc. in favour of Forever Jewellery
Inc.
Page 4
07/12/2016 Telephone call with C. Lonergan regarding reporting and next steps;
07/13/2016 Reviewing file; email to 8. Real re: PPSA{ON) registration against JSN Jewellery
inc. in favour of Forever Jewellery Inc.
07/13/2016 Prepared PPSA financing statement per N. De Cicco; forwarded same to N. De

Cicco for review and approval. Electronically filed financing statement; confirmed
filing.
Stephanie Real 0.60 hrs. $156.00
07/14/2016 Arranging for PPSA searches re J.S.N. JEWELLERY INC. forS. Real;
07/14/2016 Preparing Salus creditor acknowledgment re: JSN bailment; email correspondence
with C. Lonergan re: same.
07/14/2016 Ordered post registration PPSA search per N. De Cicco.

Stephanie Real 0.20 hrs. $ 52.00
07/15/2016 Organizing and delivering ON PPSA Searches re J.S.N. Jewellery Inc. to 8. Real.
07/15/2016 Email to C. Lonergan re: copy of PPSA(ON) registration.

07/15/2016 Provided confirmation of PPSA filing to N. De Cicco. Reviewed verification

statement to verify information recorded on same. Reviewed post registration
search to confirm PPSA filing. Prepared and sent notice to debtor s. 46(6).
Prepared and sent report memorandum to N. De Cicco re: PPSA registration.
Stephanie Real 0.50 hrs. $130.00
07/17/2016 Reviewing e-mail from K. Rosenstein regarding status update;

07/22/2016 Arranging for corporate searches re FOREVER JEWELLERY INC. for N. De Cicco;
Page 5
07/25/2016 Organizing and delivering ON PPSA Searches re Forever Jewellery Inc. to S.

Brotman.
Page 6
Matter Number; 300245.00003 Invoice #: 1045108
Stuart Brotman Partner 775.00 8.80 6,820.00
Natasha De Cicco Counsel 575.00 4.50 2,587.50

Stephanie Real Paralegal 260.00 1.30 338.00
Adam Simon Paralegal 150.00 1.50 225.00

Total 16.10 CAD $ 9,970.50
Page 7
Matter; Forever Jewellery Inc.
Our Fees $ 9,970,50

HST 1.296.17
Disbursements
Taxable
07/04/16 Lasercopy 1.00
07/04/16 Articles/Filing Fees GOTHEN INC. - 15.00
DTD
07/05/16 Lasercopy 8.00
07/05/16 Lasercopy 0.50
07/07/16 Lasercopy 0.75
07/08/16 Lasercopy 0.25
07/08/16 Lasercopy 5.25
07/08/16 Articles/Filing Fees J.S.N, 63.00
JEWELLERY INC.-
07/11/16 Lasercopy 0.50
07/12/16 Lasercopy 0.50
07/13/16 Lasercopy 7.25
07/13/16 PPSA Registration J.S.N. 28.00
JEWELLERY INC.-Order
07/14/16 Articles/Filing Fees J.S.N. 15.00
JEWELLERY INC. -
07/14/16 Lasercopy 0.50
07/14/16 Lasercopy 0.25
07/15/16 Lasercopy 1.25
07/18/16 Lasercopy 1.25
07/19/16 Lasercopy 7.25
07/20/16 Lasercopy 6.00
07/20/16 Lasercopy 9.50
07/22/16 Lasercopy 0.25
07/22/16 Articles/Filing Fees FOREVER 63.00
JEWELLERY INC.-
JEWELLERY INC.-
JEWELLERY INC. -
07/26/16 Lasercopy 0.25
07/29/16 Lasercopy 0.25

HST 39.36
Page 8
Tax Summary
HST 1,335.53
Total Taxes Included in This Bill 1,335.53

FASKEN F
Frîsken Maitiiisn» DuiVouIiit LIP
Barristetî and Solicitors + 1 416 366 8381 General
Patent and Trade-mark Agents + l 416 354 7813 Fax
1 800 258 8424 Toll-free MARTIN EAU \
Bay Adelaide Centre
P.O. Box 20
Toronto, Ontario MSH2T6
Canada
RIchter Advisory Group Inc. September 23. 2016

Suite 3320 HST #: 87937 6127 RT0001
Toronto ON WSJ 2T3

For Professional Services rendered through August 31, 2016 as described in the attached
memorandum
Total Fees $ 2,290.00
Total Taxes 298.32
P
E.&O.E.
Terms: payment due upon receipt. Pursuant to the Solicitors Act, interest will be charged at the rate of 0.8% per annum on unpaid fees, charges or
disbursements calculated from a date that Is one month after this statement is delivered. Any disbursement not posted to your account on the date of
SCOTIABANK, 20 Queen Street West, 4'" Floor, Toronto, Ontario, M5H 3R3
Account Name; Fasken Martineau DuMoulin LLP
GADS Account No; 475961041614, Transit No, 47696 Bank ID; 002
SWIFT code: NOSCCATT

FrtiKen Militlnf-au DuWoiilin LLP
Barristers and Solicitors •h 1 415 366 8381 Genera FASKEN I
Patent and Trade-mark Agents -I- 1 416 364 7813 Fax

Ba/ Adelaide Centre
333 B.iy Street, Suite 2400 fasken.com
P.O. Box 20
Toronto, Ontario M5H2TS
Canada
Richter Advisory Group Inc. September 23, 2016

Suite 3320 HST#: 87937 6127 RT0001
Toronto ON WSJ 2T3
FEE MEMORANDUM

08/04/2016 Exchange of emails with 0. Lonergan and K. Forbes regarding sale of inventory
without vesting order; Considering issues regarding same; E-mail to N. De Cicco
regarding review of draft bill of sale;
08/05/2016 Reviewing and commenting on form of bill of sale; email to K. Forbes re: same;
drafting form of consent.
08/08/2016 Reviewing, revising and finalizing draft template bill of sale and consent; circulating
same to and telephone call with K. Forbes.
08/11/2016 Email to K. Forbes re: transfer of IP.

08/25/2016 Reviewing and responding to email from K. Forbes re: Corona bill of sale; telephone
call with C. Lonergan re: same.
08/26/2016 Email correspondence re: Corona sale; revising and circulating draft assignment
agreement.
08/26/2016 Telephone call with C. Lonergan regarding potential pursuit of pre-filing payments;
Exchange of emails with client and Aird & Berlis regarding same;
Page 3
08/29/2016 Email from A. Zimmerman re: IP assignment agreement; email to C. Lonergan and
K. Forbes re: same.
08/30/2016 Telephone call with S. Graff;

Page 4
Matter Number: 300245.00003 Invoice #; 1048362
Stuart Brotman Partner 775.00 1.10 852.50

Natasha De Cicco Counsel 575.00 2.50 1,437.50
Total 3.00 CAD $ 2,290.00
Page 5
Our Fees $ 2,290.00

HST 297.70
Disbursements
Taxable
08/05/16 Lasercopy 3.50
08/05/16 Lasercopy 1-25

HST 0.62
Tax Summary
HST 298.32
Total Taxes Included in This Bill 298.32
FASKEN
Fflsken Maitlneaii DuMoulin LLP
Barristers and Solicitors + 1 415 3658381 (Seneral
Patent and Trade-mark Agents -t-1416 364 7813 Fax
Bay Adelaide Centre
P.O. Box 20
Canada
Rlchter Advisory Group Inc, October 21, 2016

181 Bay Street Invoice#: 1055757
Suite 3320 HST#: 87937 6127 RT0001
Toronto ON M5J 2T3

For Professional Services rendered through September 30, 2016 as described In the attached
memorandum
Total Fees $ 703.50
Total Taxes 109.75
Total Amount Owing This Bill CAD $ 954.00
E.&O.E.
Terms; payment due upon receipt. Pursuant to the Solicitors Act. interest Kill be charged at the rate of 0.8% per annum on unpaid fees, charges or
disbursements calculated from a dale that is one month alter this statement Is delivered. Any disbursement not posted to your account on the date of
SCOTIABANK, 20 Queen Street West. 4"^ Floor, Toronto, Ontario, M5H 3R3
Account Name: Fasken Martineau DuMoulin LLP
CADS Account No; 476S81041614. Transit No. 47696 Bank 10: 002
SWiFTcode: NOSCCATT

FASKEN
Fasken Mttrtineau DuMotiliii LIP
Barristers and Solicitors -<-1 416 366 8381 Gerreral
Patent and Trade-mark Agents
Say Adelaide Centre

+ 1 416 364 7813 Fax
P.O. Box 20
Canada
Richter Advisory Group Inc. October 21, 2016

Suite 3320 HST#: 87937 6127 RT0001
Toronto ON M5J 2T3
FEE MEMORANDUM

09/01/2016 Reviewing file regarding certain pre-filing payments; Telephone call with 0.
Lonergan regarding same; Dictating letter to I, Buso and B. Buso;
09/12/2016 Arranging for corporate searches re Forever Jewellery Inc. for D. Ghochia;
09/12/2016 Instructions to A. Simon re: corporate searches for security review memorandum.
Dylan Chochia 0.10 hrs. $ 41.00
09/13/2016 CofTespondence with D. ChochIa re corporate searches for Forever Jewellery Inc.
et al.; Arranging for additional corporate searches re same.
Page 3
Responsible Professional; Stuart Brotman
Stuart Brotman Partner 775.00 0.70 542.50

Dylan Chochia Associate 410.00 0.10 41.00
Adam Simon Paralegal 150.00 0.80 120.00
Total 1.60 CAD $703.50
Page 4
Our Fees $ 703.50

HST 91.46
Total Fees Including Taxes $ 794.96
Disbursements
Taxable
09/08/16 Lasercopy 0.25
09/12/16 Lasercopy 0.25
JEWELLERY INC. -
JEWELLERY INC.-
09/23/16 Lasercopy 0.25

HST 18.29
Total Fees, Disbursements and Taxes CAD $ 954.00
Tax Summary
HST 109.75
Total Taxes Included In This Bill 109.75
CourtFileNo. CV-16-11439-OOCL

ONTARIO
COMMERCIAL LIST
AFFIDAVIT OF STUART BROTMAN

(APPROVAL OF FEES)

Toronto, ON M5H 2T6
Tel: 416 865 5419
Fax: 416 364 7813
sbrotman@fasken.com

Tel: 416 868 3425
Fax: 416 364 7813
dchochla@fasken.com
Lawyers for the Court-appointed Interim Receiver/

Receiver, Richter Advisory Group Inc.
300245.00003/94549719.1
H
o
ONTARIO
(COMMERCIAL LIST)
APPLICATION UNDER SUBSECTIONS 47(1) AND 243 (1) OF THE BANKRUPTCY AND INSOLVENCY ACT,
R.S.C. 1985, c. B-3, AS AMENDED AND SECTION 101 OF THE COURTS OF JUSTICE ACT, R.S.0.1990. C.
C43, AS AMENDED
AND IN THE MATTER OF THE RECEIVERSHIP OF

AFFIDAVIT OF CLARK LONERGAN
1, CLARK LONERGAN, of the Town of Richmond Hill, in the Province of Ontario, MAKE OATH AND SAY that:
1. i am a Senior Vice PresidentofRlchter Advisory Group Inc. ("RIchter") and, as such, I have knowledge of
the matters hereinafter deposed to except where stated to be on information and belief, and whereso stated,
I verily believe it to be true.
2. By order (the "Appointment Order") of the Honourable Mr. Justice Wilton-Siege! of the Onterio Superior
Court of Justice (Commercial List) (the "Court") dated June 30,2016 (the "Date of Appointtnent"), RIchter
Advisory Group inc. ("Richter") was appointed receiver (the "Receiver") of all of the property, assets and
undertakings (the "Property") of Forever Jewellery Inc. ("FJI" or the "Company"), pursuant to section
243(1) of the Bankruptcy and Insolvency Act, R.S.C. c. B-3, as amended, and section 101 of the Courts of
Justice Act, R.S.0.1990, c. C.43, as amended.
3. Pursuant to the Appointment Order, the Receiver has provided services and incurred disbursements, in the
amount of $150,129.75 and $698.02 (ali excluding HST), respectively, in the period from the Dale of
Appointment to November 18,2016 (ttie "Period") with respect to services provided. Attached hereto and
marked as Exhibit "A" to this my Affidavit is a summary of all invoices rendered by the Receiver on a
periodic basis during the Period (the "Accounts").
4. True copies of the Accounts, which include a fair and accurate description of the services provided along
with hours and applicable rates claimed by the Receiver, are attached as Exhibit "B" to this my Affidavit
1
5. in the œurse of performing its duties pursuant to the Appointment Order, the Receiver's staff has expended
a total of 436.55 hours during the Period. Attached as Exhibit "C to this my Affidawt is a schedule setting
out a summary of the individual staff involved in the administration of the receivership and the hours and
applicable rates claimed by the Receiver for the Period. The average hourly rate billed by the Receiver
during ffie Period is $343.90.
6. The Receiver requests that this Court approve its Accounts for the Period, in the total amount of
$150,827.77 {excluding HST) for services rendered and recorded during the Period.
7. Fasken Marlineau DuMoulin LLP ("Fasken"), as independent legal counsel to ffie Receiver, have provided
legal services to the Receiver, rendered services throughout these proceedings in a manner consistent with
the instructions of the Receiver and has prepared an affidavit with respect to the services rendered in the
period from the Date of Appointment to September 30.2016 (the "Counsel's Period"). The Receiver has
reviewed the invoices rendered by Fasken during the Counsel's Period.
8. The Receiver's fees and disbursements for the period from November 19,2016 to the completion of ail mjk
relating to the receivership proceedings will be calculated and billed at the standard rates currently in effect.
Barring unforeseen circumstances, ! estimate that the Receiver's fees and disbursements to the completion
of tfie receivership proceedings will not exceed $40,000 (excluding HST), including the fees and
disbursements of legal counsel for the period from October 1,2016 to completion of the proceedings.
9. To the best of my knowledge, the rates charged by the Receiver and Fasken are comparable to the rates
charged for the provision of similar services by other accounting and law firms in downtown Toronto.
10. I verily believe that the fees and disbursements incurred by the Receiver and Fasken are fair and
reasonable in the circumstances.
11. This Affidavit is swom in connection with a motion for an Order of this Court to, among other things, approve
the fees and disbursements of the Receiver and those of its legal counsel and for no improper purpose.
SWORN BEFORE ME at the )

in the of
Tt
{/éc
This is Exhibit "A" referred to in the Affidavit of
Exhibit "A"
Richter Advisory Group inc.

IN THE MATTER OF THE RECEIVERSHIP

Statement of Accounts
For the Period from June 30,2016 to November 18,2016
Invoice Date of invoice Fees Disbursements HST Total

20401133 August 12. 2016 77.617.75 239.25 10,121.41 87,978.41
20401185 September 16, 2016 21,537.25 118.79 2,815.29 24,471.33
20401309 November 1, 2016 19,693.75 182.03 2,583.85 22,459.63
20401378 November 21, 2016 31,281,00 157.95 4,087.06 35,526.01
150,129.75 698.02 19,607.61 170,435.38
This Is Exhibit "B" referred to in the Affidavit of
RÎCHTER
Richter Advisory Group Inc., Receiver re; Forever Jewellery Inc.

Toronto. ON M5J 2T3
Date: 09/16/2016
Professional services rendered to August 31,2016 $21,537.25
Sub-Total 21,656.04
GST/HST #885435842 RT0001 2,815.29
Total Due GAD $24,471.33
7.416.488.2345
Richtor Advisory Group Inc.
181 DQySl.,SuHo332a
Bny Wotltnoton Towar
Toronto ON M5J 2T3
www.rIchter.oft Toronto, MontroftI
InvolesNo.: 20401185
Data: 09/16/2018
Fe^
Adam Sherman 0.50 $ 525.00 $ 262.50

Angélique Jenkins 29.50 135.00 3,982.50
Ann Stremskl 0.60 175.00 105,00
Galeigh Smith 6.00 285.00 1,710.00
Carol O'Donneil 8.10 285.00 2,308.60
Clarté Lonergan 5.55 825.00 3,468.75
Dale Millstein 6.90 350.00 2,415.00
Jack Bradshaw 12.00 135.00 1,820.00
I^herlne Forbes 8.50 525.00 4,462.50
Pascale Lamau 2.70 175.00 472.50
Patrick Lareau 0.30 350.00 105.00
Soazig Boutîne. 1:00" 135.00 135.00
84.45 $21,537.25
Disbunêmenta
$118.79
Date: 00/16/2016
08/01/2016 Carol O'Donnell 0.20 $ 285.00 $57.00

Post stop payment in Ascend, email to C,
Loriergan.
08/02/2016 Carol O'Donnell 0.30 285.00 85.50

Prepare deposits In Ascend. Contact bank for
banking trensactlons.
08/02/2016 Dale Mlllsteln 5.00 350.00 1,750.00

Conducted final FJI Inventory count for
shipment.
08/02/2016 Jack Bradshaw 2.00 135.00 270.00

AR collection calls/emails, responding to Zale
enquiries about orders.
08/03/2018 Carol O'Donnell 0.20 285.00 57.00

Prepare deposit, scan and save.
08/03/2016 Soazig Bourglne 0.70 175.00 122.50

JSN Jewellery URL set up. Draft of WEPPA
Notice.
08/03/2016 Dale Mlllsteln 0.40 350.00 140.00

Prepared and sent back goods oiiglnaliy
returned and legally owned by Fifth Avenue.
Ensured shipping insurance was appropriate.
Obtained signed release and Indemnity
agreement
08/03/2016 Angélique Jenkins 4.Û0 135.00 540.00

Bank account analysis.
08/03/2016 Jack Bradshaw 2.00 135.00 270.00

AR collection calls/emails.
08/03/2016 Jack Bradshaw 0.50 135.00 67.50

AR collection calls/emails, finding and
matching unlabelled Inventory listing to price
list on server.
08/04/2016 Patrick Lareau 0.30 350.00 105.00

Review WEPPA and discussion with A.
Stremskl.
08/04/2015 Carol O'Donnell 0.10 285.00 28.50

Review bank reconciliation.
08/04/2016 Ann Stremskl 0.60 175.00 105.00

Prepare employee Inîbmiatlon forms for
Service Canada.
08/04/2016 Katherine Forbes 0.50 525.00 262.50

Bill of sale for prospective inventory purchase
and communcalbnswilh counsel.
08/04/2016 Soazig Bourglne 0.10 175 00 17.50

Email to A. Shennan re. WEPPA Notice.
Invoice No.: ZD401185
Data: 06/18/2016
oe/04/2016 Dale Mlllstein 0.80 350.00 280.00

Contacted Bell Canada to return modem.
Called York-Simco to retum mailing machine.
08/04/2016 Angélique Jenkins 1.00 135.00 135.00
08/04/2016 JackBradshaw 2.50 135.00 337.50
AR collection calls/emails.

Phone call with WK Chan to discuss
outstanding AR balance. Dealings with
Interested parties on FJl Inventory and IP,
internal discussions and discussions with
Salus, GB re: same.
08/05/2016 Katherine Forbes 2.30 525.00 1,207.50

Dealings with interested parties on FJl
inventory and IP, internal discussions and
discusisons with Salus, GB re: same.
08/05/2016 Soazig Bourgine 1.00 175.00 175.00

Preparation of supporting documents (POC,
forms, personalized table), labels.
08/05/2016 Clark Lonergan 1.25 625.00 781.25
invento.'i' realization update, AR review and
update, etc.

08/05/2016 Jack Bradshaw 3.00 135.00 405.00

AR follow ups.

Correspondence with potential purchaser of
Inventory, and C. Lonergan re same.

Email and phone call with prospective
purchasere, review of new bid, etc. Sending
bill of sale.
08/08/2016 Soazig Bourgine 0.90 175.00 167.50

Affidavit finalizalion. WEPPA notice mailed to
employees.
08/08/2016 Adam Sherman 0.50 525.00 282.50

Review and revise WEPPA notice, including
emails with Rfchterteam.

08/08/2016 Jack Bradshaw 2.00 135.00 270.00

AR calls/emails, depositing AR cheques,
updating tracker.
InvoIcsNo.; 20401185
Data: 08/16/2018
08/09/2016 Carol O'Donneii 1.50 285.00 427.50

Update deposits, scan and save. Email D.
Millstein copy of bank statement. Email to
bank to obtain August transactions. Email GL
to D. Millstein.

IP offer to purchase. Inventory sales,
Including schedule to bill of sale and emails
with purchaser.
08/09/2016 Soazig Bouiplne 0.10 175.00 17.50

Emall.to K. Forbes re; new appointment of
receivership.
08/09/2016 Angeliqiie Jenkins 0.50 135.00 67.50

08/10/2016 Carol O'Donneii 0.10 285.00 28.50

Prepare cheque.
08/10^018 l^therine Forbes 0.60 525.00 315.00

Customer call - VJK Chan, and customer
payment schedule and settlement letter
review.
08/11/2016 Carol O'Donneii 0.30 285.00 85.50
Verify with bank for wire transfers. Enter
deposits.

WK Chan letter - review.
08/12/2016 Carol O'Donneii D.30 285.00 85.50

Prepare cheques. Verify bank for wire
transfer. Emails to C. Lonergan.
08/12/2016 Soazig Bourglne 0.50 135.00 67.50

Finailzation of Affidavit of Mailing, eflling of
OSB.
08/12/2016 Clark Lonergan 1.40 625.00 875.00

Realization update and update for Lender,
WK Chan letter, etc.
08/12/2016 Dale Millstein 0.20 350.00 70.00

Contacted R, Moreno (Greenwin - Landlord
Properfy Manager) re: refund owed.
08/12/2016 Caleigh Smith 4.00 285.00 1,140.00

Sale process - Lot #1.
08/15/2016 Pascale Lareau 0.20 175.00 35.00

Bank reconciliation.
08/15/2016 Carol O'Donneii 0.50 285.00 142.50

Prepare cheque, scan and save. Receipt of
stop payment, scan email to K. Forbes and
C. Longeran. Enter into Ascend.
Invoice No.; 20401185
Date: 09/16/2016
08/16/2016 Claris Loneigan 1.40 625.00 875.00

Update of realization analysis, review of AR
update, follow up regarding Inventory with
Zales.
08/15/2016 Caleigh Srriith 2.00 285.00 570.00
Saie of FJ lots / pick up of bank statements
and cheque copies at CIBG branch,
08/16/2016 Carol O'Donnell 0.40 285.00 114.00

Prepare deposit, scan and save. Prepare
cheques.

Correspondence with prospective purchaser
of trademark.
08/18/2016 Carol O'Donnell 0.90 285.00 256.50

Update deposits, misc. administietion.
08/19/2016 Carol O'Donnell 0.20 285.00 57.00

08/19/2016 Soazig Bourgine 0.50 135.00 67.50

Flnallzation of Affidavit, affidavit faxed to
OSB.
08/22/2016 Carol O'Donnell 0.40 285.00 114.00

Vari^ bank for transactions. Update and
email GLto D. Millstein.

08/23/2016 Carol O'Donnell 0.20 285.00 57.00

08/24/2016 Carol O'Donnell 0.20 285.00 57.00

Update stop payment, scan, save and email
to Toronto staff.
08/24/2016 Katherine Forbes 0.50 525.00 262.50..

Sale of IP.
08/24/2016 Clark Lonergan 1.50 625.00 937.50

Update on AR, inventory listing with
purchaser, IP sale, etc.
08/26/2016 Pascale Lareau 0.60 175.00 105.00

Call Revenue Canada for GST number
information.
08/26^016 Angélique Jenkins 5.50 135.00 742.50

08/29/2016 Pascale Lareau 0.40 175.00 70.00

Call Revenue Canada conceming GST
number.
08/29/2016 Carol O'Donnell 0.70 285.00 199.50

invoice No.: 20401105
Date: 0911612010
Verify bank for wire transfers, emails with K.

Forbes regarding GST and wire transfer.
Enter and scan several deposits.

Finalizing IP transacUon and communications
with purchaser.

08/30/2016 Pascale Lareau 1.50 175.00 262.50

Discussion with Revenue Canada for GST
number and accès code.
OB/30/2016 Carol O'Donnell 1.30 285.00 370.50

Discussions wHh A. Sherman and K. Forbes
regaitling WEPPA. Verify WEPP schedule.

Bank account anaiysis.
08/31/2016 Carol 0-Donnell 0.30 285.00 85.50

Prapare deposits, scan and save.
08/31/2016 Dale Mliistein 0.50 350.00 175.00

Prepared A/R listing for collections. Updated
/VR for postdated cheques received.
Fees Total 84.45 $ 21.637.25
08/30/2016 Disbursements $118.79
Disbursements Total $118.79

IflVolcoNo.; aM01185
Dàto; 09/18/2018
Remttfaance Form
Richter Advisory Group Inc., Receiver fs: Forever Jewellery Inc.
Toronto, ON M5J 2T3
Itivolce Summary
Sub-Total $21,656.04
GST/HST #885435842 RT0001 2.815.29
Total DUG GAD $24,471.33
Payment Options

525 Av. Viger Guest, Montréal (Qc) H2Z 082
CAD Account no.: 5300836 Transit no.: 41601 Swift code: TOOMCATT
Email payment details, including Invoice number and amount paid to:
,Ci(entôe}vlr^@richtër.ca
Cheques Payable to: Richter Advisory Group Inc.
Inquiries: please cail our general line 416.488.23^ or e-mail Cll6ntService@rIchter.ca
T. 418.488.2345
Rlcht«rAdvl&ory6roup Inc.
181 Buy St, Suite 3320
Oay WollingtonTownr
TorontoON MSJ2T3
www.rlchtar.cB Toronto, Montreal
181 Bay Street. Suite 3320
Toronto, ON IV15J 2T3
Date: 11/01/2016
Professional services rendered to October 28, 2016 $ 19,693.75
Sub-Total 19,875.78
GST/HST #885435842 RT0001 2,583.85
Total Due CAD $ 22,459.63
T.416.4BS.234S
Richter Advisory Group inc.

1B1 B«ySl..5uii«3320
Bay WeMinatoft Towur
TorontoON M5>2T3
Wivw.HcMar.ca Toronto. MootrasI
Invoice No.. 20401309
Date: 11/01/2016
Fees
Name Houre Rate Amount
Adam Sherman 0.50 $ 525.00 $ 262.50
Ann Stremski 0.70 175.00 122.50
Caleigh Smith 5.50 285.00 1,567.50
Carol O'Donnell 9.00 285.00 2,565.00
Clark Lonergan 14.65 625.00 9,156.25
Dale Millstein 1.00 350.00 350.00
Katherine Forbes 9.70 525.00 5,092.50
Pascale Lareau 3.20 175.00 560.00
44.35 $ 19.693.75
Disbursements
$ 182.03
Date: 11/01/2016
09/01/2016 Pascale Lareau 0.40 $ 175.00 $ 70.00

Updated WEPPA schedule with payment
received by Service Canada.
09/01/2016 Carol O'Donnell 1,40 285.00 399.00

Prepare cheque. Misc. administration.

AR collection-related activities, review/ of
WEPPA calculation, execution of IP sale,
communications with purchaser, banking
activities, etc.
09/01/2016 Clark Lonergan 0.75 625.00 468.75

Update on AR, related party payment review,
etc.
09/02/2016 Carol O'Donnell 1.40 285.00 399.00

Update accounting, prepare bank
reconciliation, misc. administration.

Review of outstanding AR and transfer of
accounts to contractor for collection,
including internal discussions with D.
Millstein.
09/06/2016 Pascale Lareau 0.80 175.00 140.00

Preparation GST declaration summary for
June, July and August 2016, journal entries
for deposit received Aug. 25, 2016.

Review of GL and GST calculation.
09/06/2016 Clark Lonergan 1.45 625.00 906.25

AR update date, inventory sales discussion
re: remaining Signet inventory, Itria Buso
discussion, etc.
09/06/2016 Dale Millstein 0.20 350.00 70.00

Received FJl AJR cheque. Deposit cheque.
09/06/2016 Caleigh Smith 2.00 285.00 570.00

AR status update with Michel & discussion
with Brian on ZaIes inventory.
09/07/2016 Pascale Lareau 0.50 175.00 87.50

HST declaration for June to August 2016,
bank reconciliation.

Review gst returns, counsel invoice, etc.
09/07/2016 Dale Millstein 0.30 350.00 105.00

Date: 11/01/2016
Processed FJI Insurance cheque requisition.

Facilitated payment for FJi Insurance.
Provided customers with invoice support for
account balances.
09/08/2016 Ann Stremski 0.40 175.00 70.00

Prepare cheques; communications with D.
Millstein.
09/08/2016 Adam Sherman 0.30 525.00 157.50

Review/approve July bank reconciliation.
Review/sign cheques, including discussion
with Richter team.
09/12/2016 Ann Stremski 0.30 175.00 52.50

Administration re cheques.
09/12/2016 Soazig Bourgine 0.10 175.00 17.50

Purschase order request for redirection of
mail.
09/13/2016 Pascale Lareau 0.20 175.00 35.00

Journal entry for deposit.
09/14/2016 Carol O'Donnell 0.40 285.00 114.00

Enter NSF cheque, email to K. Forbes and D.
Millstein. Review GST forms discuss with P.
Lareau.
09/15/2016 Carol O'Donnell 0.50 285.00 142.50

Verify bank, update GL. email GL to C.
Lonergan.
09/16/2016 Carol O'Donnell 1.20 285.00 342.00

Review of GL with D. Millstein. Enter stop
payment, email to Toronto. Mise
administration.

Internal discussions re: accounting.
09/21/2016 Carol O'Donnell 0.20 285.00 57.00

Prepare deposits, scan and save.
09/22/2016 Carol O'Donnell 0.50 285.00 142.50

Prepare deposit, scan and save. Email to C.
Lonergan with trial balance. Prepare cheque
for fees.
09/22/2016 Clark Lonergan 3.75 625.00 2,343.75

Inventory sale, realization update,
preferences examination.
09/22/2016 Adam Sherman 0.20 525.00 105.00

Review and approve bank rec for August
2016, including discussion with Richter team.
09/23/2016 Carol O'Donnell 0.20 285,00 57.00

Scan and enter deposits.
Date: 11/01/2016
09y23/2016 Katherine Forbes 0.20 525.00 105.00

Review bill of sale for Zaies inventory sale.
09/26/2016 Carol O'Donnell 0.30 285.00 85.50

Verify bank for wire transfers. Email C.
Lonergan, misc. administration.
09/26/2016 Clark Lonergan 1.75 625.00 1,093.75

AR follow up. completion of inventory sale
with Simplex, follow up on preference letter,
realization analysis, etc.
09/26/2016 Dale Millstein 0-50 350,00 175.00

Tracked cheques received.
09/27/2016 Carol O'Donnell 1.10 285.00 313.50

Verify bank for wire transfers, update
deposits. Emails and misc. administration.

Planning, review of AR collections
commission agreement.
09/27/2016 Caleigh Smith 0.50 285.00 142.50

AR agency letter and follow up on AR status.
09/28/2016 Carol O'Donnell 0.20 285.00 57.00

Input deposit for Sept 27. Scan and save.
09/28/2016 Carol O'Donnell 0.10 285.00 28.50

Input deposit for Sept 28. scan and save.

Sale of inventory - reconciling items and
correspondence with purchaser, C. Smith.
09/30/2016 Caleigh Smith 0.50 285.00 142.50

Review onsite to identify pieces missing from
ZaIes lot. Internal discussions regarding
reconciling items for ZaIes lot.
10/05/2016 Pascale Lareau 0.20 175.00 35.00

10/07/2016 Carol O'Donnell 0.20 285.00 57.00

Update deposit, scan and save.
10/11/2016 Pascale Lareau 0.60 175.00 105.00

Preparation GST document for Revenue
Canada Audit.
10/11/2016 Carol O'Donnell 0.20 285.00 57,00

Prepare cheque.

Accounting items, payments.
10/12/2016 Clark Lonergan 1.45 825.00 906.25

Realization update, preference analysis and
update, remaining packaging/books and
records review, etc.
Invoice No.; 204()i:«)9
Date: 11/01/2016
10/13/2016 Carol O'Donnell 0,20 285,00 57.00

Reivew GST Documents and forward to K.
Forbes.
10/14/2016 Carol O'Donnell 0.30 285.00 85.50

Review of bill of sales for HST audit. Email to
K. Forbes regarding invoice for sales.

HST selected audit procedures - response to
inquiry.
10/18/2016 Clark Lonergan 2.25 625.00 1,406.25

Account receivable update, Buso letter
update, books and records review, etc.
10/20/2016 Carol O'Donnell 0.20 285.00 57.00

10/21/2016 Pascale Lareau 0.30 175.00 52.50

Working on GST calculation.

Follow-up re: HST audit.
10/24/2016 Pascale Lareau 0.20 175.00 35.00

GST Declaration for the period of September
2016.
10/25/2016 Carol O'Donnell 0.40 285.00 114.00
Prepare GL and banking transactions and
email to C. Lonergan,
10/25/2016 Clark Lonergan 1.75 625.00 1,093.75

Bankruptcy analysis, preparing lender
update, AR review, etc.
10/28/2016 Katherine Forbes 4,00 525.00 2,100.00

Lender update, court report outline,
discussions with C. Lonergan and A.
Sherman re: K&L) statements.
10/28/2016 Clark Lonergan 1.50 625.00 937.50

Lender update, reviewable transactions
review, etc.
10/28/2016 Caleigh Smith 2.50 285.00 712.50

AR tracking updates.
Fees Total 44.35 $ 19,693.75
10/01/2016 Disbursements $ 182.03

Travel (airfare, accommodation, meals),
Mileage, Postage, Photocopy, Courier, etc.
Invoice No, 20401309
Date: 11/01/2016

Date: 11/01/2016
Remittance Form

Toronto, ON M5J 213
InvoiceSummary
Sub-Total $ 19,875.78
GST/HST #885435842 RT0001 2,583.85
Payment Options

525 Av. Viger Quest, Montréal (Qc) H2Z 0B2
CAD Account no,: 5300836 Transit no.: 41601 Swift code: TDOMCATT USD
Account no.: 7332090 Transit no.: 41601 Swift code: TDOMCATTTOR
Email payment details, including invoice number and amount paid

to: CiiemServicetQJrichier.ca

Send to: 181 Bay Street. Suite 3320, Bay Wellington Tower, Toronto ON M5J 2T3
Inquiries: please call our general line 416.488.2345 or e-mail ClientService@richter.ca
1.4113.408.2345
Richter Advisor/ Group Inc.

181 B«ySi.,Suilw3320
Bay Wellington Tov;ei
Toronto ON M5J 273
wvAs.nchter.ca
RICHTER
Richter Advisory Group Inc., Receiver re; Forever Jewellery Inc.

Toronto. ON M5J 2T3
Date: 11/21/2016
Profeesional services rendered to November 18,2016 $ 31,281.00
Sub-Total 31.438.95
GST/HST-#885435842 RT0001 4,087.06
T.416.48B.2345
RIchiorAdvlBoryGrouplnc.
1Q1 BaySi.,Surto3S20
Boy Wellington Towor
ToîontoON MBJ2T3
www.rlchter.ca Toronto, MontraBl
Invoico No.: 20401378
Doto: 11;21/2010
Fees
Adam Sherman 0.40 $ 525.00 $210.00

Ann StremskI 4.00 175.00 700.00
Caleigh Smith 7.00 285.00 1,995.00
Carol O'Dcnnell 4.60 285.00 1,311.00

Clark Lonergan 19.00 625.00 11.875.00
Katherine Forbes 26.30 525.00 14,857.50
Pascale Lareau 1.50 175.00 262.50
Soazig Bourglne 0.40 175.00 70.00
65.20 $31,281.00
Disbursements
Disbursements '
$157.95
$157.95
Date: 11/21/2016

10/31/2016 Carol O'Donnell 0.30 $ 286.00 $ 85.50
Review WEPPA with K. Forbes.
10/31/2016 AnnStremskl 0.10 175.00 17.50
Communication with K. Forbes.
11/01/2016 Carol O'Donnell 0.80 285.00 228.00
Update deposits, s(^n and save. Update
accounting, prepare bank reconciliation.
Email GL's to K. Forbes and C. Smith.
11/01/2016 AnnStremskl 0.20 175.00 35.00
Prepare cheque.

Drafting of First Receiver's Report, review of
GL, analysis of Interim recelvér and recel\^r
co^.
11/02/2016 Carol O'Donnell 0.90 285.00 258.50
Prepare fee affidavit Verify date of Initial
mailing and email to C. Lonergan.
11/02/2016 AnnStremskl 3.50 175.00 612.50

File amended Employee Infomiatlon Forms
with Service Canada, prepare cover letters
and amended mailing list for affidavit,
communications with K. Forbes, prepare
affidavit.

Drafting of First Receiver's Report.
11/02/2016 AdamSheiman 0.20 525.00 105.00

Review and approve bank rec for September
2016.
11/02/2016 Caleigh Smith 0.75 285.00 213.75
Payment of outstanding Invoices, review of
AR collections.
11/03/2016 Carol O'Donnell 1.80 286.00 513.00

Prepare fee affidavit, email to K. Forbes.

Drafting of First Receiver's Report,
preparation of R&D statements, review of
counsel invoices, recelverehlp fee affidavit.
11/03/2016 Clark Lonergan 4.00 625.00 2,500.00

Drafting and re\êw of Interim Receiver and
Receiver first Report, fee review, R&D, asset
realization update, etc.
11/04/2016 Pascale Lareau 1.30 176.00 227.50

Working on GST calculation for October
2016, call Revenue Canada for HST
declaration company information.
Invoke No.: 20401378
Date; 11/21/2010
11/04/2016 AnnSU"emski 0.20 175.00 35.00

Communication with P. Lareau and C.
Loneiân re CRA and HST periods.
11/04/2016 Katharine Forbes 3.50 625.00 1,837.50
Interim receiver and receiver R&D
statements and discussion with A. Sherman,
review of receivership fee affidavit. Drafting
of First Report of Receiver.
11/04/2016 Clark Lonergan 5.00 625.00 3,125.00

Drafting ana review of IR and First Receiver's
Report.
11/07/2016 Pascale Lareau 0.20 175.00 35.00


DraWng and review of First Receiver's
Report, Interim receivership fee affidavit.
Corr^pondence with CRA re: HST audit.
11/07/2018 Katherine Forbes -0.30 525.00 -157.50
Drafting and review of Rret Receiver's
Report, Interim receivership fee affidavit
Correspondence with CRA re: HST audit.
11/08/2016 Carol O'Donnell 0.50 285.00 142.60

Prepare cheques, scan and save. Update
deposits, scan and save.
Review of draft first receiver's report with C.
Lonergan, correspondence with counsel on
same.
11/09^016 Soazig Bourgine 0.10 175.00 17.50
Email to D. Millstein re. extension of
redirection of mail.
11/09/2016 Clark Lonergan 1.75 625.00 1,093.75

Review of FJI Report.
11/10/2016 Carol O'Donnell 0.30 285.00 85.50

Update deposit, scan and save. Email C.
Smith GL. Prepare cheque.

Email to confirm insurance cancellation.
11/10/2016 Caleigh Smith 1.75 286.00 498.75

Review of AR collections and preparation of
contractor OTmrnission pay, follow up on
larger accounts.

FJI fee affidavit, receiver's report, confirming
insurance canceilation.

Date: 11/21/2016
Update caii with lender counsel.
11/15/2016 Soazîg Bourgine 0.30 175.00 52.50

Extension of redirection of mail.
11/15/2016 Caleigh Smith 2.25 285.00 64125

Follow up oh outstanding accounts,
compilation of outstanding AR and detail for
ooIleoUons agency.
11/16/2016 ifetherlne Forbes 1.50 525.00 787.50

Drying and reviewing draft receiver's report,
and changes of counsel.
11/16/2016 Clark Lonergan 4.00 625.00 2,500.00

Drafting ana finalizing the report.

Receiver's report, Incorporating comments
from receivers counsel, CRO and team.
Discussions with JSN CRO on Respondent's
objections for report.
11/17/2016 ClaricLonergan 4.25 625.00 2,656.25

FInallzIng réport and discussion with Counsel
re: the same.
11/17/2016 Adam Sherman 0.20 525.00 105.00

Review/approvre bank rec fisr October 2016.
11/17/2016 Caleigh Smith 2.25 285.00 641.25

Review of CRA audit requests and books
and records listing, call to CRA, follow up on
key AR accounts.
Fees Total 85.20 $31,281.00
11/15/2016 Disbursements $157.95

Travel (airfere, accommodation, meals).
Mileage, Postage, Photocopy, Courier, etc.

Date: 11/21/2016
Remittance Form
Richtor Advisory Group Inc., Receiver re: Forever Jewellery Inc.
Toronto, ON M5J 2T3
Invoice Summary
Sub-Total $31,438.95
GST/HST #885435842 RT0001 4,087.06
Payment Options

525 Av. Viger Ouest, Montréal (Qc) H2Z 082
CAD Account no.: 5300836 Transit no.: 41601 Swift code: TDOMCATT
Email payment deteils, including Invoice number and amount paid to:
CllentS6rvice@richlef.ca
Cheques Payable to: Rlchter Advisory Group Inc.
Inquiries: please call our general line 416.468.2345 or e-mail ClientService@rtchter.ca
T.41â.4âB.234S
RIcMor Advisory Croup Inc.

181 BnySt.,SuKo3320
Buy Wofllnôn Tower
Toronto ON M5j2T3
www.rlchtor.ca Toronto, Montroel
RICHTGR
Richter Advisory Group Inc.. Receiver re: Forever Jewellery Inc.

Toronto, ON M5J 213
Date: 08/12/2016
Professional services rendered to July 31, 2016 $77,617.75
Sub-Total 77,857.00
GST/HST #885435842 RT0001 10,121.41
T.416.488.2345
Rlchtor Advisory Group Inc.

Bay WellingtonTower
Toronto.ON M5J2T3
www.richtar.ca Toronto, Montreal
Date: 08^12/2016
Fees
Angélique Jenkins 10.00 $ 135.00 $ 1,350.00
Ann Stremski 8.90 175.00 1,557.50
Carol O'Donnell 5.40 285.00 1,539.00
Clark Lonergan 55.75 625.00 34,843.75
Dale Millstein 71.90 350.00 25,165.00
Jack Bradshaw 83.50 135.00 11,272.50
Katherine Forbes 1.60 525.00 840.00
Pascale Lareau 0.60 175.00 105.00
Patrick Lareau 0.50 350.00 175.00
Soazig Bourglne 4.40 175.00 770.00
242.55 $77,617.75
Disbursements
$ 239.25
E
Date: 08/12/2016
06/30/2016 Ann Stremski 1.30 175.00 $ 227.50

Multiple communications with D. Milistein and
L. De Lisio regarding opening of account and
deposit.
06/30/2016 Soazig Bourgine 0.30 175.00 52.50

Website posting.
06/30/2016 Clark Lonergan 4.00 625.00 2,500.00

Attendance at court, day 1 activities,
termination letter, contractor letters, inventory
and asset review, update to the lender and
counsel etc.
07/04/2016 Ann Stremski 0.50 175.00 87.50

Communication with D. Milistein; open file.
07/04/2016 Clark Lonergan 4.00 625.00 2,500.00

Employee contract and termination letters,
discussion with contracts regarding staying to
assist In realization process, update email to
the lender, discussion with Ben Moss and
JSN regarding on-site inventory, etc.
07/04/2016 Dale Milistein 7.50 350.00 2.625.00

Discussed terminations with all employees.
Finalized and provided termination letters.
Reviewed bank accounts. Complied vacation
balances and drafted WEPPA form. Spoke to
the landlord and legal counsel re; premise
access.
07/04/2016 JackBradshaw 5.00 135.00 675.00

Contacted service providers and changed
billing information to Richter.
07/05/2016 Patrick Lareau 0.50 350.00 175.00

Review WEPPA and discussion with Ann
Stremski.
07/05/2016 Ann Stremski 0.50 175.00 87.50

Communications with L. De Lisio at RBC;
communications with Salus Capital.
07/05/2016 Ann Stremski 2.00 175.00 350.00

Communications with RBC re opening of
account and transfer of funds;
communications with C. Lonergan and D.
Milistein regarding funds; verify online
banking.
07/05/2016 Ann Stremski 0.30 175.00 52.50

Communications with D. Milistein and P.
Lareau regarding WEPPA schedule.
07/05/2016 Soazig Bourgine 0.30 175.00 52.50

ROE mailed to D. Milistein. Email to D.
Milistein re. List of Creditors.
Date: 08/12/2016
07/05/2016 Ciark Lonergan 4,00 625.00 2,500.00

Dealing with landlord, update of First
Receivers report, update email to the lender,
review of AR, discussion with counsel
regarding landlord issue, etc.
07/05/2016 DaleMillstein 7.50 350.00 2,625.00

Finalized WEPPA listing. Advised landlord of
letter sent by legal counsel. Advised JSN and
B. Moss to collect good stored at FJl.
Provided employees with contract letters.
Completed ROE's. Drafted estimated
liquidation analysis.
07/05/2016 Jack Bradshaw 5.00 135.00 1,080.00

Contacted JSN/BM about backroom
inventory, created fixed asset listing,
organized back room in preparation of move,
followed up with service providers.
07/06/2016 Soazig Bourgine 0.10 175.00 17.60

Email to D. Millstein re. form 87.
07/06/2016 Clark Lonergan 4.00 625.00 2,500.00

Update of First Receivers report, landlord
and inventory relocation discussion with team
and counsel, update email to lender,
inventory and ar analysis, etc.
07/06/2016 DaleMillstein 9.00 350.00 3,160.00

Supervised the extraction of JSN/B. Moss
boxes from premises. Explored storage
options for inventory. Drafted estimate
liquidation analysis. Reviewed first receivers
report. Worked with contractor to determine
A/R collection plan,
07/06/2016 Jack Bradshaw 5.00 135.00 1,080.00

Created property release forms for various
parties, oversaw inventory reorganization,
researched possibilities for inventory
transport
07/07/2016 Ann Stremski 0.80 175.00 140.00

Communications with D. Millstein, 0.
Lonergan and L. De Lisio regarding safety
deposit box.
07/07/2016 Clark Lonergan 7.00 625.00 4,375.00

Landlord communications, inventory
analysis, safe guarding of assets and looking
at various options, realization pay and
estimated security position, discussion with
counsel and CRO regarding land lord issues
and safeguarding of assets, etc.
07/07/2016 DaleMillstein 5.50 350.00 2,975.00

Date: 08/12/2016
Worked with contractor to determine

inventory sales plan. Drafted estimated
liquidation analysis. Explored storage options
re: moving inventory {i.e. safety deposit
boxes). Removed computer equipment
necessary to work remotely.
07/07/2016 Jack Bradshaw LOO 135.00 1,080.00

Communicated with insurance about
inventory movement, researched and
contacted multiple security firms, kept in
touch with various internal parties to plan.
07/08/2016 Ann Stremski 1.60 175.00 280.00

Prepare entries for transfers; prepare cheque
for Fasken; communications with C.
Lonergan and A. Sherman.
07/08/2016 Soazig Bourglne 2.10 175.00 367.50

Redirection of mail, email exchange with D.
Mitlstein re: Estate Info. Sheet, review.
Claims Register emailed to Toronto office.
Email exchange with A. Sherman re. list of
creditors & Notice of Receiver, changes.
Form 87 faxed to OSB.
07/08/2016 Clark Lonergan 6.00 625.00 3,750.00

Statutory filings (creditor listing, Form 87),
ESR update ot the lender, realization plan
walk through with the lender, access
agreement and storage agreement with
CRO, various discussions with counsel, etc.
07/08/2016 Dale Millstein 7.50 350.00 2,625.00

Facilitated the JSN accommodation letter.
Changed vault combination at JSN for safe
being used. Transported inventory.
Transported computer equipment to set up
remote work stations. Finalized form 87.
07/08/2016 Jack Bradshaw 8.00 135.00 1.080.00

Moved inventory, cleared office location and
relocated at Eglinton office, created listing of
post-dated cheques.
07/11/2016 Ann Stremski 0.50 175.00 87.50

Prepare cheques; communications with RBC
and D. Millstein.
07/11/2016 Soazig Bourgine 1.40 175.00 245.00

Notice and Statement of the Receiver posted
on website. Mailing to Creditors, email to C.
Lonergan re. supplementary mailing list,
Email to the supplementary mailing List.
07/11/2016 Clark Lonergan 1.50 625.00 937.50

E
Invoice No.: 204O1133
Date: 08/12/2016
AR and inventory listing review, contractor

payments, discussions with JSN regarding
inventory and the pending sale of inventory,
update meeting with team, review of the
Company's books and records, etc.
07/11/2016 Dale Mlllstein 5.50 350.00 1,925.00

Drafted vacation and contractor cheques.
Called utilities to cancel services. Completed
Inventory package. Sent out Inventory
package to potential buyers. Deposited post
dated cheques.
07/11/2016 Jack Bradshaw 4.50 135.00 607.50

Put together database of Invoices by client
and balance outstanding for use In AR
letters, followed up with insurance company
regarding policy of inventory being stored.
07/12/2016 Ann Stremski 0.80 175.00 140.00

Administration of printed cheques; review
deposits; communications with D. Mlllstein.
07/12/2016 Soazig Bourglne 0.10 175.00 17.50

Email to M. Millar from the OSB re. estate
number.
07/12/2016 Clark Lonergan 3.50 625.00 2,187.50

inventory sale process plan and package for
prospective purchasers, review of employee
Invoices, banking transfer letter, review of AR
letters. Intercompany review, tax return
discussion with contractor, etc.
07/12/2016 DaieMillsteIn 6.00 350.00 2,100.00

Finalized Inventory liquidation contact list.
Sent out inventory liquidations emails based
on estimated liquidation analysis plan.
Provided information for purchase of safes
located at FJI. Responded to inventory
purchase questions.
07/12/2016 Jack Bradshaw 5.00 135.00 675.00

Created AR letters for all companies with
outstanding debts, found and sent emails to
those that could be reached online, created
post-dated cheque tracker, created AR
tracker.
07/13/2016 Carol O'Donnell 0.30 285.00 85.50

Email to A. Jenkins regarding new cheque for
Fasken, save copy of voided cheque. Email
banking coordinates to D. Mlllstein. Call bank
request banking transactions, email to D.
Mlllstein.
07/13/2016 Soazig Bourgine 0.10 175.00 17.50

Email to QIan Zhong re. estate number.
Date: 08/12/2016
07/13/2016 Clark Lonergan 4.00 625.00 2,500.00

Inventory update. AR update, discussion with
potential purchaser, dealing with the landlord,
banking analysis, update discussion with the
Lender, etc.
07/13/2016 DaleMillstein 6.80 350.00 2,380.00

Drafted transfer of funds letter. Completed
T4's. Secured document removal service and
document storage service. Drafted JSN
payable reconciliation. Completed customer
calls. Completed utility cancellation calls.
Addressed customer inquiries.
07/13/2016 Jack Bradshaw 5.00 135.00 675.00

Updating payment tracker for post-dated
cheques, contacting parties with updated AR
balances, going on site to retrieve invoices
needed for AR terms.
07/14/2016 Carol O'Donneli 0.60 285.00 171.00

Prepare cheques. Request banking
transactions from bank, reconcile.
07/14/2016 AnnStremski 0.50 175.00 87.50

Administration of cheques; prepare entries
for deposits.
07/14/2016 Clark Lonergan 4.00 625.00 2,500.00

Inventory realization analysis, contractor
payments, cash transfer letter and discussion
with bank, AR update, WK Chan letter and
discussion with Company, inventory sale
process update, contacting various
customers regarding inventory sale and AR,
etc.
07/14/2016 DaleMillstein 3.00 350.00 1,050.00

Segregated display Inventory to be stored at
JSN, Supervised the collection of documents
and display inventory. Facilitated the viewing
of FJI inventory. Sent email to potential
buyers to extend bid deadline.
07/14/2016 Jack Bradshaw 4.00 135.00 540.00

Phone calls to FJ customers regarding AR
collections, collecting information regarding
the WK Chan account.
07/15/2016 Clark Lonergan 3.00 625.00 1,875.00

AR realization plan, update email to the
Lender, contractor follow up and termination
letters, update on landlord and
inventory/books and records storage,
inventory sales process update, etc.
07/15/2016 Jack Bradshaw 4.00 135.00 540.00

Invoice No.: 204Û113;3
Dale: 08/12/2016
Making AR calls, doing inventory follov/ up.

prepplng termination forms for Monday.
07/18/2016 Carol O'Donnell 0.40 285.00 114.00

Prepare cheques. Telephone call with 0.
Smith regarding transfer of funds from FJi
account.
07/18/2016 Clark Lonergan 1.00 625.00 625.00

Update on books and records, etc.
07/18/2016 Jack Bradshaw 5.00 135.00 675.00

Contacting parties, preparing detailed invoice
listing, created and distributed termination
letters.
07/19/2016 Carol O'Donnell 0.10 285.00 28.50

Review emails and email banking info to N.
Francis-Campbell.
07/19/2016 Jack Bradshaw 4.00 135.00 540.00

Contacting parties on AR listing,
summarizing documents related to Bhindi.
07/20/2016 Carol O'Donnell 0.60 285.00 171.00

Emails with C. Smith regarding wire transfer
to receive and problems. Ensure proper
details to receive wire transfer. Scan and
enter deposit, emails regarding deposits.
07/20/2016 Carol O'Donnell 0.80 285.00 228.00

Discussion with Companys bank CIBC to
have funds transferred to our account.
Conversation and emails with our contacts
with our bank to expediate the transfer of
funds.
07/20/2016 Clark Lonergan 1.00 625.00 625.00

Inventory and banking analysis, etc.
07/20/2016 Jack Bradshaw 3.00 135.00 405.00

Continuing to contact parties, update AR
listing.
07/21/2016 Carol O'Donnell 0.40 285.00 114.00

Communications with CIBC regarding
transfer of funds from Company's account.
Emails with C. Smith.
07/21/2016 Ann Stremski 0.10 175.00 17.50

Communication re banking information.
07/21/2016 Clark Lonergan 1.25 625.00 781.25

Update on AR, inventory analysis, creditor
calls, banking discussion, etc.
07/21 /2ai 6 Jack Bradshaw 4.00 135.00 540.00

Continued to contact AR parties, created
summary of accounts and status.
E
Date: 08/12/2016
07/22/2016 Carol O'Donnell 0.90 285.00 256.50

Prepare letter to CIBC. Disc, with CIBC,
emails with C. Lonergan. Discussion with A.
Sherman. Discussion with L. DiLislo
regarding problems with making deposits in
Toronto. EMails to N. Francis-Campbell,
input, scan deposit.

Closing of bank account.
07/22/2016 Clark Lonergan 1.00 625.00 625.00

Inventory offer analysis, etc.
07/25/2016 Carol O'Donnell 0.50 285.00 142.50

Input, scan deposit. Call bank to obtain
transactions in account. Reconcile and email
C. Lonergan. make arrangements to set up
GST #'s.

Review of inventory offers comparative
analysis.
07/25/2016 Clark Lonergan 1.25 625.00 781.25

Inventory realization update, call with lender
re: the same. AR update and CIBC banking
letter, etc.
07/28/2016 Carol O'Donnell 0.20 285.00 57.00

Prepare cheques.

GST number.
07/26/2016 Clark Lonergan 1.25 625.00 781.25

Inventory realization analysis, calls with
prospective purchaser, AR update, etc.
07/26/2016 Dale Millstein 0.70 350.00 245.00

Prepared cheque requisitions for FJi security
(Secure Group) during receivership, storage
and transportation of books and records (Tert
& Ross). Facilitated the mailing of the
aforementioned cheques.

07/26/2016 JackBradshaw 2.C0 135.00 270.00

Following up on AR collections.
07/27/2016 Pascale Lareau 0.60 175.00 105.00

Preparation document for GST number.
07/27/2016 Carol O'Donnell 0.10 285.00 28.50

Emails K. Forbes regarding GST.

Date: 08/12/2015
Call with Gordon Brothers to discuss

inventory.
07/27/2016 Clark Lonergan 1.75 625.00 1,093.75

Inventory realization call with Gordon
Brothers, follow up with prospective
purchasers of the inventory, AR realization
and discussion with customer (Chan), etc.
07/27/2016 DaleMlllstein 0.40 350.00 140.00

Call with 5th Avenue re: returned goods -
discussed that goods originally returned
would be segregated and returned or a
refund would be issued depending on the
inventory count to be conducted.

07/27/2016 Jack Bradshaw 2.00 135.00 270.00

Following up on AR collections.
07/28/2016 Clark Lonergan 1.75 625.00 1,093.75

WK Chan email and AR discussion,
Inventory sale process update and Lender
update, etc.
07/28/2016 DaleMillstein 6.00 350.00 2,100.00

Conducted final inventory count for shipment.
07/28/2016 Angélique Jenkins 1,00 135.00 135.00

07/28/2016 Jack Bradshaw 2.00 135.00 270.00

Following up on AR. confirming invoices with
proof of delivery.
07/29/2016 Carol O'Donnell 0.50 285.00 142.50

Scan and input deposits. Reconcile bank.

Review of proof of delivery and update
memo.
07/29/2016 Clark Lonergan 0.50 625.00 312.50

Update of AR and cash reconcilation, etc.
07/29/2016 Dale Millstein 3.50 350.00 1,225.00

Conducted final inventory count for shipment.

07/29/2016 Jack Bradshaw 2.00 135.00 270.00

Following up on AR.
Fees Total 242.55 $77,617.75

E
Dato: 08/12/2016
07/11/2016 Disbursements $ 239.25

tnvoiceNo.: 20401133
Date: 08/12/2016
Remittance Form

Toronto. ON M5J 213
Invoice Summary
Sub-Total $ 77,857.00
GST/HST #885435842 RT0001 10,121.41
Payment Options

525 Av. Vigor Ouest, Montréal (Qc) H2Z 082
CAD Account no,: 5300836 Transit no.: 41601 Swift code: TDOMCATT
USD Account no.: 7332090 Transit no.: 41601 Swift code; TDOMCATTTOR
Email payment details, Including invoice number and amount paid to:
CllentServlce@richter.ca

Inquiries: please call our general line 416.488.2345 or e-mail ClientServlce@rlchter.ca
T.416.488.2345
Rlcfttnr Advisory Group Inc.

Toronto.ON MSJ 2T3
www.riohter.ca Toronto, Montreal
This Is Exhibit "C" referred to In the Affidavit of
Exhibit "C
ONTARIO SUPERIOR COURT OF JUSTICE
IN THE MATTER OF THE RECEIVERSHIP
Re: Forever Jewellery inc.
Time Summary
June 30,2016 to November 18,2016
Time Summary and applicable rates
Houi^ Rate Total
Adam Sherman 1.40 525.00 735.00

Angélique Jenkins 39.50 135.00 5,332.50
Ann Stremski 14.20 175.00 2,485.00
Calelgh Smith 18.50 285.00 5,272.50
Carol O'Donnell 27.10 285.00 7,723.50
Clark Lonergan 94.95 625.00 59,343.75
Dale Millstein 79.80 350.00 27,930.00
Jack Bmdshaw 95.50 135.00 12.892.50
Katherine Forbes 48.10 525.00 25.252.50
Pascale Lareau 8.00 175.00 1,400.00
Patrick Lareau 0.80 350.00 280.00
Soazig Bourgine 7.70 175.00 1,347.50
436.55 150,129.75
Total 150,129.75
Average Hourly Amount 343.90


ONTARIO
COMMERCIAL LIST
MOTION RECORD OF THE INTERIM

RECEIVER/ RECEIVER
(Re: Distribution and Termination of Interim

Receivership & Receivership)

Toronto, ON M5H 2T6
Tel: 416 865 5419
Fax: 416 364 7813
sbrotman@fasken.com

Tel: 416 868 3425
Fax: 416 364 7813
dchochla@fasken.com

capacity as the Court-appointed Interim
Receiver/Receiver of Forever Jewellery Inc.

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Court File No.

SALUS CAPITAL PARTNERS, LLC

FOREVER JEWELLERY INC.

APPLICATION UNDER SUBSECTIONS 47(1) AND 243(1) OF THE BANKRUPTCY

MOTION RECORD OF RICHTER ADVISORY GROUP INC., IN ITS CAPACITY AS

November 25, 2016 FASKEN MARTINEAU DUMOULIN LLP

Dylan Chechia (LSUC# 621371)

Lawyers for Richter Advisory Group Inc., in its

TO: THE ATTACHED SERVICE LIST

TO: AIRD & BERLIS LLP

Attention: Sam Babe/ Miranda Spenee

Tel: (416) 865-7718/(416) 865-3414

Lawyers for Salus Capital Partners, LLC

AND TO: FOREVER JEWELLERY INC.

446 Fairlawn Avenue

Attention: Gila Althuser

AND TO: EASKEN MARTINEAU

Attention: Stuart Brotman

Lawyers to the proposed interim receiver and receiver

Attention: Clark Lonergan

Proposed interim receiver and receiver

AND TO: DEPARTMENT OF JUSTICE

Attention: Diane Winters

AND TO: HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF

Attention: Kevin J. O'Hara

SALUS CAPITAL PARTNERS, LLC

FOREVER JEWELLERY INC.

APPLICATION UNDER SUBSECTIONS 47(1) AND 243(1) OF THE BANKRUPTCY

1. Notice of Motion returnable December 1, 2016 ^

A. Draft Order re: Termination of Interim Receivership

2. First Report of the Interim Receiver & Receiver

C. Appendix C - Order of the Ontario Superior Court of Justice

SALUS CAPITAL PARTNERS, LLC

FOREVER JEWELLERY INC.

APPLICATION UNDER SUBSECTIONS 47(1) AND 243(1) OF THE BANKRUPTCY

RICHTER ADVISORY GROUP INC. ("Richter"), in its capacity as the Court-

Avenue, Toronto, Ontario.

PROPOSED METHOD OF HEARING: The motion is to be heard orally.

THE MOTION IS FOR:

Receivership Termination Order"), inter alia:

Record herein, if necessary, and validating service thereof;

Receiver referred to therein;

(iii) approving the Interim Receiver's statement of receipts and disbursements

referred to in the First Report;

Interim Receiver's counsel, Fasken Martineau DuMoulin LLP

sworn November 25, 2016 (the "Lonergan Affidavit") and of Stuart

Brotman affirmed November 25, 2016 (the "Brotman Affidavit");

filing a certificate substantially in the form attached as Schedule "A" to

the Interim Receivership Termination Order; and

"Receivership Termination Order"), inter alia:

the Interim Receiver in payment of the amount by which the

disbursements incurred by the Interim Receiver exceeded the Interim

(ii) authorizing and directing the Company to distribute to Salus Capital

Partners, LLC ("Salus") in partial satisfaction of the indebtedness owed to

distribution to Salus, without further Order of the Court, until the

Receivership Termination Time (as defined below), provided the

aggregate distributions to Salus do not exceed the indebtedness owed to it

(iv) approving the Receiver's statement of receipts and disbursements referred