D001 | S017 | VLC-S-S-260999

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a) ﬁle a response to civil claim in Form 2 and a counterclaim in Form 3 in the
above-named registry of this court within the time for response to civil
claim described below, and
b) serve a copy of the ﬁled response to civil claim and counterclaim on the
plaintiff and on any new parties named in the counterclaim.
JUDGMENT MAY BE PRONOUNCED AGAINST YOU IF YOU FAIL to ﬁle the response to civil
claim within the time for response to civil claim described below.
Time for response to civil claim
A response to civil claim must be ﬁled and served on the plaintiff(s),
a) if you were served with the notice of civil claim anywhere in Canada, within 21
days after that service,
b) if you were served with the notice of civil claim anywhere in the United States of
America, within 35 days after that service,
c) if you were served with the notice of civil claim anywhere else, within 49 days after
that service, or d) if the time for response to civil claim has been set by order of
the court, within that time.

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Claim of the Plaintiffs
PART 1:  STATEMENT OF FACTS
The Parties & Their Relationships
1. The individual Plaintiffs , Ryan Martin (“Ryan” ), Tim Martin  (“Tim” ), and John
McMaster (“Butch” ), are all individuals residing in and about Prince George, British
Columbia.
2. They are the shareholders and directors of the corporate  Plaintiffs, Wild Timber
Industries Ltd. (“Wild Timber” ), Artic Rents Ltd. (“Artic Rents” ), Citra Logistics Ltd.
(“Citra” ), 1350387 B.C. Ltd., and 1356262 B.C. Ltd.
3. Wild Timber  is a federally incorporated company, having a registered address at
Vancouver, British Columbia and business addresses in Northern British Columbia.
4. Artic Rents is a British Columbia company, now based in Kelowna, British Columbia.
5. Citra Logistics Ltd. (“Citra Logistics” ) is a British Columbia company, based in Prince
George, British Columbia.
6. Seaton Forest Products Ltd. (“Seaton FP” ) is a British Columbia company, based in
Kitimat, British Columbia.
7. 1350387 B.C. Ltd.  is a British Columbia company, based in Prince George, British
Columbia.

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8. 1356262 B.C. Ltd.  is a British Columbia company, based in Prince George, British
Columbia.
9. Wild Timber, Artic Rents, Citra Logistics, S e a t o n  F P,  1350387 B.C. Ltd., and 1356262
B.C. Ltd. are each owned and controlled by the individual Plaintiffs, Ryan, Tim, and
Butch.
10. Ryan, Tim, and Butch are also the owners and directors of Artic Machinery Ltd. (“Artic
Machinery”) .
11. Artic Machinery is a British Columbia -based distributor of “XCMG” branded heavy
machinery, with  locations at Prince George, Chilliwack, and Kelowna, British
Columbia.
12. As described below in more detail, Artic Machinery entered into  distributorship
agreements w i t h  X u Z h o u  C o n s t r u c t i o n  M a c h i n e r y  G r o u p  I m p .  &  E x p .  C o . ,  L t d .
(“XCMG China” ), which is the manufacturer of , inter alia , mobile elevated work
platforms (“MEWP” ) and equipment that is useful in the forestry and mining sectors.
13. XCMG China owns and controls all intellectual property in the “XCMG” brand,
including its logos and trademarks.
14. The Defendant XCMG Canada Ltd. (“XCMG Canada” ) is an Alberta company, based
in Spruce Grove, Alberta.  It is extraprovincially registered in British Columbia and
elsewhere.  In addition to its Alberta headquarters, XCMG Canada also has a
business location at Hamilton, Ontario.

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15. XCMG Canada is a wholly -controlled subsidiary of XCMG China – either directly or
indirectly.  It was formed for the purpose of organizing all XCMG business in Canada.
16. As described below in more detail, Artic Machinery  ended its distributorship
agreement XCMG China in favour of a new agreement with XCMG Canada  in late
2024.
17. The Defendant XCMG North America Corporation ( “XCMG North America” ) is an
affiliate of XCMG Canada, ultimately controlled – either directly or indirectly –  by
XCMG China.  Particularly prior to the incorporation of XCMG Canada, royalty and
other payments for Artic Machinery were directed to be made through XCMG North
America.
18. The Defendant XCMG America Financial, LLC ( “XCMG AF” ), is also an affiliate of
XCMG Canada, ultimately controlled – either directly or indirectly – by XCMG China.
XCMG AF acts as a non -arm’s-length lender to XCMG distributors in North America,
including in Canada.
19. The particulars of the intercorporate structure amongst XCMG China, XCMG Canada,
XCMG North America, and XCMG AF (the “XCMG Family” ) are known to the
Defendants and not the Plaintiffs.
20. The Defendant Victor Jiang (“Victor” ) is an individual, working as the chief executive
officer of XCMG Canada. He is the highest ranking XCMG representative in Canada.

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He acts as a representative of the entire XCMG Family, including XCMG China, XCMG
Canada, XCMG North America, and XCMG AF.
21. The Defendant Paul Bechard (“Paul” ) is an individual residing in about Edmonton,
Alberta.  From about early 2022 to late 2024, Mr. Bechard was a representative of the
XCMG parties.  His last position was the Vice President of Sales for XCMG Canada.
22. The Defendant Terri Fodchuck (“Terri” ) is an individual residing in about Spruce
Grove, Alberta.  She is the Supply Chain and Logistics Manager for XCMG Canada
since about the time of its incorporation.
23. The Defendant Casey Guay (“Casey” ) is an individual residing in about Edmonton,
Alberta, working as a parts manager for XCMG Canada.
24. The Defendant Gengzong Qiu (“Qiu” ) is the chief executive officer and president of
several XCMG affiliates, including XCMG North America and XC M G  A F.
25. The Defendant Joseph Bellanca, also known as Joe Bellanca (“Joe” ), is an individual
residing in about Chicago, Illinois, USA.  He is the Vice President of XCMG AF .
26. The Defendant Saiyinjirigala Batochir, also known as Sain Li (“Sain” ), is an individual
located in about Edmonton, Alberta.  He is a former employee of Artic Machinery and
the current Business Development Manager of XCMG Canada.
27. The Defendant Chris Li is an individual residing in or about Hamiton, Ontario.  He is
the Vice President of Operations for XCMG Canada.

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28. The Defendant Michel Rheaume ( “Michel” ) is an individual residing in or about
Edmonton, Alberta.  He is the Vice President for After Sales for XCMG Canada.
29. The Defendant ANT Rentals Ltd. ( “ANT Rentals” ) is a federally incorporated
company, having a registered address at Burnaby, British Columbia and business
addresses in Vancouver, and Kelowna, British Columbia, as well as in Calgary,
Alberta.  ANT Rentals is a direct competitor of Artic Machinery.  However, it distributes
equipment from other manufacturers beyond XCMG.
30. The Defendant Bo Zhou (“Zho u”) is the owner and director of ANT Rentals.   He is its
directing mind and alter ego.
31. The Defendant Michael Langston, also known as Mike Langston (“Mike” ), is a senior
representative of ANT Rentals.  During the relevant time, he has held titles such as
Regional General Manager, Vice President, and Chief Operating Officer.
XCMG Partnership & Alter Egos
32. The Plaintiffs say that the  XCMG Family are carrying on business in common with a
view to proﬁt; and are the alter egos of one another.
33. At all material times, the XCMG Family operated as a single economic enterprise
under common ownership, management, and control, with few corporate formalities
to distinguish the boundaries of one “XCMG” company from any other.

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34. The XCMG Family did not observe genuine corporate separateness in practice.
Responsibilities, revenues, risks, and liabilities were freely shifted among them at the
direction of a small group of individuals – including Qiu, Victor, and Joe – without
regard to corporate form.
35. XCMG AF functioned as a non-arm’s -length financing and enforcement arm of the
XCMG Family, deployed to extract payments, impose defaults, and apply pressure
where operational misconduct made the underlying commercial arrangements
unsustainable.
36. The XCMG entities held themselves out to the Plaintiffs as a unified enterprise, acted
interchangeably in negotiations and performance, and collectively benefited from
the fraudulent conduct alleged herein below.
Ant Rentals Alter Ego
37. Zhou thoroughly dominated Ant Rentals at all material  times, such that it was
effectively one and the same with his personal goals and directions.
38. As described herein below, Zho u – with the assistance of Mike – had Ant Rentals
deploy its own workforce to carry out unlawful conduct, in concert with the XCMG
Family, that the Plaintiffs refused to participate in.

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The Artic Rebirth as a Heavy Equipment Dealership
39. Artic Machinery was formed in 2004.  Its founders included Tim, Butch, and another
partner.  It was largely dormant for a time until about 2017.  It was then resuscitated
speciﬁcally to act as a distributor of XCMG-branded equipment, as described below.
40. In about 2016, Ryan began investigating possible dealership opportunities.
41. In 2017, he contacted JAPA Equipment Rentals Inc. ( “JAPA”), based in Edmonton,
which was then in the early stages of a relationship with XCMG China and/or some of
its affiliates.  In turn, JAPA introduced Ryan to the XCMG Family.
42. Subsequent negotiations progressed over about three months, leading to an initial
dealership agreement (the “2017 Dealership Agreement” ).
43. The 2017 Dealership A greement was made directly with XCMG China, which is the
manufacturer of the heavy equipment for the XCMG brand, as XCMG Canada had not
yet been incorporated.
44. From the outset of the distributorship relationship, XCMG China made use of
subsidiaries of affiliates, including XCMG North America, which provided equipment
and other necessary items in connection with the distributorship.
45. The parameters of the 2017 Dealership Agreement included that Artic Machinery
would be the exclusive dealer for all XCMG branded equipment in British Columbia;
that it would conduct all necessary warranty and repair work; and that the product

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line would all be of good quality, CSA -compliant, and built to then- current
regulations.
46. Artic Machinery was also prohibited from dealing in competing brands.
47. At the outset, the business was proﬁtable and the relationship worked very well.
48. X CMG even began to custom-design machinery for Artic Machinery to distribute in
the forestry industry.
49. At some point in about 2018, Victor took his role with the XCMG Family.  He became
the primary contact for Artic Machinery, the Defendants, and all of the XCMG dealers
across Canada.
50. In 2019, Victor had Artic Machinery execute a written agreement to paper its
distributorship relationship with XCMG China (the “2019 Dealership Agreement” ).
51. No disclosure document was ever provided to Artic Machinery in connection with
either the 2017 Dealership Agreement, the 2019 Dealership Agreement, or ever.
52. As set -out in Part 3 herein below, the Plaintiff s say that the 2017 Dealership
Agreement and subsequent dealership agreements, constituted franchise
agreements for the purposes of the Franchises Act .   N o n e t h e l e s s ,  n o  d i s c l o s u r e
statement was ever provided by XCMG China, XCMG Canada, or otherwise.

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“XCMG” Brand Assets
53. In connection with the Artic Machinery distributorship business, Artic Rents was
oriented to buy “XCMG” branded equipment, particularly to assist Artic Machinery in
the case of leasing work.
54. Since the inception of that relationship, Artic Rents and Wild Timber have purchased
in excess of $10,000,000 of XCMG branded equipment, which has been (and will be
further) devalued as a result of the fraudulent activities alleged herein below.
Troubles
55. Starting shortly after the 2019 Dealership Agreement was formalized, Artic Machinery
experienced its ﬁrst considerable troubles with the XCMG relationship.
56. One example was that the forestry machines had recurring issues which had to be
corrected by Artic Machinery at a relatively considerable expense, including to
replace windshields with sufficient protection for operators.
57. One example was that Artic Machinery was unable to distribute certain MEWP ,
including scissor lifts, because the products delivered were not CSA certiﬁed.
58. One example was that warranty claims were not being properly processed and
compensated.
59. Related to the foregoing, another example is that recurring defects were beginning to
be experienced.

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60. Nonetheless, Victor pushed Artic to open locations in southern British Columbia.  He
did so on threat of revoking Artic Machinery’s exclusivity in favour of Ant Rentals, a
competitor; and speciﬁcally on the threat of bankrupting Artic Machinery  and the
Plaintiffs, if necessary.
61. Thus, Artic Machinery opened subsequent locations in Chilliwack and Kelowna, at
considerable expense.  Nonetheless, it was done on assurances that the dealership
arrangement would be preserved.
62. The threat to bankrupt Artic Machinery and the Plaintiffs became an increasingly
common refrain from Victor and the XCMG Family.
63. Victor and the XCMG Family, including XCMG AF , were aware of the ﬁnancial
circumstances and capabilities of Artic Machinery and all of the Plaintiffs.
64. In 2023, Victor and XCMG China unilaterally revised the terms of Artic Machinery’s
exclusivity.  In particular, they began distributing MEWP in British Columbia via Ant
Rentals.
65. The loss of exclusivity did not only reduce Artic Machinery’s market share, but it also
did damage to its general credibility in the marketplace.
66. B y  2 02 3  a n d  2 02 4 , it  w a s c l ea r  t h a t  sim il a r  d iff ic ul t ie s w it h  t h e X C M G F a m il y  w er e
being experienced across the country with other dealers.  These speciﬁcally included
quality-and-safety issues, recurring defects, and lack of support from the XCMG
Family with respect to warranty work.

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67. In late April 2024, several of the largest dealers in Canada – including JAPA, Artic
Machinery, and others – held a meeting in Edmonton Alberta, which was the centre
of operations for the XCMG Family in Canada.
68.  The dealers styled themselves as the “Canadian Dealer Council” . The Council sent a
letter to the XCMG Family, outlining several concerns and requesting an “urgent”
meeting. The concerns speciﬁcally included, inter alia , issues regarding product
quality, the insufficient supply of parts, and problems with the warranty -claims
system.
69. The concerns were never satisfactorily addressed in the estimation of the Canadian
Dealer Council as a whole.
70. The organization lost momentum especially because it lost its Ontario
representative, CanLift Equipment Ltd, due to the issues noted above and a concern
for fraudulent activity on the part of the XCMG Family.
71. Despite the foregoing, Victor, Qiu, Joe, Paul,  and Michel,  amongst others, made
representations from about mid-2024 through early 2025 that – at least as far as Artic
Machinery was concerned – the problems would all be corrected.
72. In about mid-2024, Michel, in particular, was onboarded by the XCMG Family to
handle dealership relations.

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73. At this time, Victor  pushed Artic Machinery to sign a new dealership agreement,
shifting the counterparty from XCMG China to XCMG Canada.  That was done on
about September 5, 2024 (the “2024 Dealership Agreement” ).
74. In exchange for execution of the 2024 Dealership Agreement , Victor, Qiu, Joe, Paul ,
and Michel – on behalf of XCMG Canada, XCMG AF, and the XCMG Family – promised
to assist Artic Machinery in regularizing the parties’ relationship , including its
ﬁnancial aspects.
75. That relationship was particularly irregular because the XCMG Family had not fairly
or properly processed payments for warranty items, parts, or other issues.  The XCMG
Family had instructed Artic Machinery to do its best to recoup some of its losses by
“charge backs” in relation to sales.
76. Despite the foregoing and in bad faith, the XCMG Family failed to make
reimbursement payments for, inter alia , warranty issues, capital costs, and parts
returns after execution of the 2024 Dealership Agreement, but nonetheless made
demands for amounts alleged owed to them as soon as the autumn of 2024.
77. The XCMG Family then proposed to put Artic Machinery in default, even thought the
cause of the default was their own breaches.
78. Threats to bankrupt Artic Machinery and the Plaintiffs continued.
79. To resolve the immediate consternation – after sending a demand letter – Victor told
Ryan that if payments of approximately $500,000 would be made – theoretically on

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account of products that were ordered and sold – he would save them from imminent
ﬁnancial doom; and the parties would renegotiate the terms of the ﬁnancing and
security arrangements.  In further consideration, he would see to it that the warranty-
claims process and other “hot button” issues would be resolved.
80. Artic Machinery made those payments, but there was no renegotiation.  The XCMG
Family continued its hostility.
81. All the while, XCMG AF and the XCMG Family speciﬁcally conferred with the Plaintiffs
about their ﬁnancial wherewithal.
82. It was known that infusions of cash would have to come from the Plaintiffs.
83. Some signiﬁcant amounts were wired directly from Wild Timber and the other
Plaintiffs t o  X C M G  A F .   O t h e r  a m o u n t s  w e r e  p r o v i d e d  i n d i r e c t l y  via inter-company
transfers and shareholders’ loans, or other similar arrangements.
84. The XCMG Family, particularly Victor, Qiu, and Joe, encouraged that money to be
spent; all while assuring the Plaintiffs that it was relatively risk-free.
85. However, further to the foregoing, and in connection with the 2024 Dealership
Agreement, Artic Machinery and the Plaintiffs  were required to execute certain
ﬁnancing and indemniﬁcation agreements with XCMG AF .
86. They were all executed – at least electronically – on September 19, 2024.

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87. Once the new 2024 Distributorship Agreement was signed, money ﬂowed,
particularly from Wild Timber, with the knowledge and continued encouragement
from Victor and the XCMG Family.
Serial Plate Tampering
88. In early 2025, Artic Machinery and the Defendants became aware of a pattern of serial
plate tampering (the “Serial Plate Tampering” ).
89. S i m p l y  p u t ,  s e r i a l  p l a t e s  o r  d e c a l s  w e r e  r e p l a c e d  w i t h  s i m i l a r  p l a t e s  o r  d e c a l s  t o
change the apparent year of manufacture.
90. Through their own investigation, Artic Machinery and the Plaintiffs have become
aware that the practice was widespread, including at XCMG’s own facilities in Alberta
and Ontario; and with the assistance of Ant Rentals in British Columbia and Alberta.
91. It has now become clear that the MEWP business which was transferred to Ant
Rentals was done so because of its willingness to cooperate in this activity, whereas
Artic Machinery would not have done so.
92. The Serial Plate Tampering scheme has included smuggling illegal replacement
plates and decals into Canada without any proper declaration to the Canada Border
Services Agency.
93. The scheme has been variously organized by, inter alia, Victor, Paul, Terri, and Ant
Rentals.  It was done with the knowledge of Qiu, Joe, Paul, Michel, and others.

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94. Internal whistle-blowers have been ﬁred for whistle-blowing.
95. Others have been paid to maintain their silence regarding the practice.
96. Some of the re -plated equipment has now been seized by the RCMP , Worksafe BC,
and Alberta Occupational Health & Safety.  One or more investigations is believed to
be underway by the Ontario Ministry of Labour.
97. When the Serial Plate Tampering is sue was r aised with Victor , he laughed it off.  In
particular, he said that his legal advice was that it was permissible; and, in any event,
the worst that could happen might be ﬁnancial penalties for proved damages.
98. Then, when the Serial Plate Tampering issue was raised with the XCMG Family’s
lawyer, John Fleisher of Cassels Brock &  Blackwell LLP, he also laughed it off.  More
gruffly, he said “I hope that you guys have something better than a couple of fucking
serial number plates being swapped” .
99. By that time, more than 100 serial plates would have already been swapped across
the country.
Involvement of the Individual Defendants
100. Terri and Paul effectively quarterbacked the Serial Plate Tampering.
101. Terri controlled all relevant inventory, including the importation of legitimate
and fraudulent VIN plates into Canada.

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102. At a higher level, the Serial P late T ampering was ordered and covered up by
Victor, Chris Li, Qiu, Joe, and others.
103. Zhou and Mike directed the Serial Plate Tampering in British Columbia and
likely in Alberta at Ant Rentals’ facilities.
104. Casey and other lower level XCMG Canada operatives participated in
fraudulent plate and decal swaps; or providing support for such things.
105. Casey, for example, speciﬁcally ordered a rivet gun for the task.  No such rivet
g u n  o u g h t  t o  h a v e  o t h e r w i s e  b e e n  r e q u i r e d  f o r  X C M G  C a n a d a ’ s  l e g i t i m a t e
requirements.
106. Casey was later terminated.  In connection with it, he accepted an offer from
XCMG Canada to extend his term by approximately two weeks, in exchange for which
he would keep the fraud conﬁdential.
107. It is unknown to the Plaintiffs what particular role, if any, Michel may have had
in conducting the Serial Plate Tampering.  However, he was fully aware of it when
making representations to the Plaintiffs to induce them to support Artic Machinery’s
entering in the 2024 Distributorship Agreement, and for them to execute collateral
documents.
108. The individuals all knew, or were reckless as to the fact, that their own
fraudulent activities rendered the affected equipment unlawful, unsafe, and

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unmarketable, and that it exposed the Plaintiffs to severe regulatory, civil, and
criminal risk.
XCMG Reneging on Other Commitments
109. Further, and in addition to the Serial Plate Tampering, the XCMG Family also
reneged on every other promise that was made in connection with the 2024
Dealership Agreement and ancillary documentation.
110. The recurring defects are still recurring, without any adequate response.
111. The warranty claims are still not properly addressed or paid.
112. Capital cost issues are still not addressed.
113. Parts returns are still not compensated.
114. Victor said to Ryan in early 2025 that Artic Machinery would never be fully
reimbursed for its warranty work.
115. Perry Saturmo, another XCMG Canada representative, conﬁrmed as much,
saying that Artic would only be repaid a few hundred thousand dollars, at most, which
is considerably less than what is owed.  He later apologized about this issue, and the
conduct of the XCMG Family generally, after he was terminated.

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116. The failure of the XCMG Family to pay amounts owing to Artic Machinery
caused very signiﬁcant cash ﬂow restrictions, causing it to be unable to meet certain
obligations to creditors.
Part 2:  RELIEF SOUGHT
117. The Plaintiffs seek the following relief:
(a) compensatory damages,
(b) punitive and aggravated damages,
(c) elevated costs, or, alternatively, costs in an amount considered
appropriate by this Honourable Court,
(d) interest, and
(e) such further and other relief as counsel may advise and this Honourable
Court may permit.
118. The Plaintiffs further request that all related claims concerning the alleged
Serial Plate Tampering be tried together , including ﬁle no. S -258664 (Vancouver
Registry) (XCMG America AF v. McMaster et al).
Part 3:  LEGAL BASIS
119. With respect to all of the Defendants, the foregoing allegations constitute,
fraud, deceit and civil conspiracy.

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120. With respect to the XCMG Family and the individual Defendants other than
Zhou, the foregoing allegations further constitute the torts of misrepresentation and
unjust enrichment.
121. With respect to Ant Rentals and Zhou, the foregoing allegations also constitute
the tort of interference with economic relations.
122. Without limiting any of the foregoing, with respect to XCMG Canada, the
Plaintiffs also say that they are proper claimants pursuant to section 227 of the
Business Corporations Act .   T h e y  s a y  t h a t  t h e y  a r e  e n t i t l e d  t o  r e l i e f ,  i n c l u d i n g
damages pursuant to subsection 227(3)(m).
Misrepresentation, Fraud, Deceit, and Inducement
123. The parties had close relationships.
124. The alleged misrepresentations were untrue.
125. They were known, or ought to have been known, by the Defendants,
126. Alternatively, the truth was recklessly ignored.
127. They induced the Plaintiffs to act.
128. It resulted in signiﬁcant losses.

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Civil Conspiracy (Predominant Purpose & Unlawful Means)
129. The Defendants acted in concert to commit the Serial Plate Tampering and to
induce the Plaintiffs, which caused them damage.
130. The predominant purpose was to beneﬁt from the unlawful actions, at the
expense of dealers, like Artic Machinery, and others, like the Plaintiffs.
131. The speciﬁc purpose of the deceit and inducement was to do damage to the
Plaintiffs, for the beneﬁt of the Defendants.
132. In any event, t he means by which the Defendants acted were unlawful,
including , inter alia, the following:
(a) fraud,
(b) misrepresentation,
(c) unjust enrichment,
(d) breaches of contractual obligations under the 2024 Dealership Agreement,
(e) bad faith in contractual performance,
(f) breaches of the Franchises Act, including breaches of the duty to make disclosure
and the duty of fair dealing,
(g) oppressive conduct for the purposes of section 227 of the Business Corporations
Act, and

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(h) such other grounds as counsel may advise and this Honourable Court may
permit.
133. The resulting damage was not only likely, but obvious.  It was known by the
Defendants that the damage would result to the Plaintiffs.
134. With respect to the Franchises Act, the Plaintiffs say that the Artic Machinery
“XCMG” distributorship was a “franchise” for the purposes of the Franchises Act; and
that the XCMG Family were franchisors and franchisor’s associates at all material
times, including upon the conclusion of the 2024 Dealership Agreement.
Unjust Enrichment
135. The XCMG Family proﬁted from the Plaintiffs’ injections of money – directly
and indirectly – and their granting security.
136. The Plaintiffs have suffered corresponding losses concerning the same.
137. There is no juristic reason to support such a situation.
Interference With Economic Relations
138. Ant Rentals usurping the MEWP distributorship entitlement for British
Columbia, was done with knowledge of Artic Machinery’s pre-existing exclusivity.
139. Ant Rentals participation in the S erial Plate Tampering was likewise an
interference with Artic Machinery’s legitimate business.

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140. These interferences were unlawful and caused damage, not only to Artic
Machinery, but also the Plaintiffs.
Oppression
141. The affairs of XCMG Canada, alleged above, were carried out in a manner that
was oppressive and unfairly prejudicial to them.
142. It would be inappropriate for a company to be permitted extraprovincial
registration in British Columbia if the above alleged acts were insufficient to make the
injured British Columbia victims “appropriate people” for making a claim under
subsection 227(1).
143. The Plaintiffs say that damages ought to be awarded pursuant to section
227(3)(m).
144. In any event, the Plaintiffs say that the oppressive and prejudicial conduct
ought to be conﬁrmed as an element of the unlawful means conspiracy, alleged
above.
Personal Liability / Corporate Veil
145. Zhou and the individual defendants – Victor, Paul, Terri, Casey, Qiu, Joe, Sain,
Chris Li,  Mike, and Michel  – used the corporate Defendants, particularly XCMG
Canada, XCMG AF, and Ant Rentals, as vehicles to perpetrate fraud, and to induce
the Plaintiffs to finance it.

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146. They authorized, directed, ratified, and concealed the fraud.
147. They ought not be entitled to shield themselves from liability due to their own
intentional misconduct.
148. They all knew, or were reckless as to the fact, that the fraudulent activities
rendered the affected equipment unlawful, unsafe, and unmarketable, and that it
exposed the Plaintiffs to severe regulatory, civil, and criminal risk.
149. The Individual Defendants , other than Zho u, further used coercive and
bad-faith pressure tactics – including threats of insolvency, loss of dealership rights,
and financial ruin – to compel the Plaintiffs to execute financing agreements,
guarantees, and security instruments while withholding materi al facts and
concealing the fraud.
150. The fraudulent conduct was intentional, systemic, and central to the XCMG
Family’s operations in Canada, and  to Ant Rentals’ operations, during the relevant
period.
151. The losses suffered by the Plaintiffs were the foreseeable and intended result
of that conduct.
152. Maintaining the corporate separateness of the XCMG Family members and
Ant Rentals would sanction fraud and promote injustice.  This is , respectfully,  an
exceptional case in which the “corporate veil” must be pierced.

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153. The XCMG Defendants diverted dealership rights, inventory, and business
opportunities to Ant Rentals specifically because of Ant Rentals’ willingness to
cooperate in, and facilitate, the fraudulent alteration of serial plates  and decals on
equipment intended for sale or rental in Canada.
154. Ant Rentals knowingly received, altered, distributed, and profited from
equipment subject to the fraud, and did so with the knowledge, direction, and
approval of the XCMG Family.
155. The activities of Ant Rentals were integrated with those of the XCMG Family,
including shared objectives, coordinated conduct, and mutual benefit arising from
the fraudulent scheme.
156. The use of Ant Rentals was a deliberate strategy to externalize risk, evade
regulatory and civil liability, and to continue the unlawful sale and distribution of
non-compliant equipment while insulating the XCMG Family from accountability.
157. In substance and reality, Ant Rentals operated as a functional extension and
alter ego  of the XCMG Defendants in the execution of the fraud and wrongdoing
pleaded herein.
158. Thus, the Defendants ought to all be found jointly and severally liable for the
damages suffered by the Plaintiffs arising from their conduct, whether on the basis
of veil-piercing, directing-mind liability, their personal participation, or otherwise.

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Punitive and Aggravated Damages
159. The conduct of the Defendants was malicious, oppressive, high-handed, and
represented a marked and substantial departure from ordinary standards of decent
commercial behaviour.
160. The Defendants knowingly engaged in a deliberate and systemic course of
fraudulent conduct, including the intentional concealment of material facts, the
making of false representations, and the execution of the Serial Plate Tampering
scheme.
161. In particular, the D efendants authorized, directed, and concealed the fraud,
notwithstanding their knowledge that such conduct was unlawful, compromised
public safety, invalidated regulatory certiﬁcations, and exposed the Plaintiffs to
severe regulatory, civil, and potential criminal consequences.
162. The Defendants persisted in their fraudulent conduct after concerns were
raised, minimized and mocked the seriousness of the unlawful activity, terminated or
silenced internal whistle -blowers, and continued to pressure the Plaintiffs to
advance funds and assume further ﬁnancial exposure.
163. The Defendants knowingly exploited their superior bargaining power,
informational advantage, and control over supply, ﬁnancing, and dealership rights in
order to coerce the Plaintiffs into executing ﬁnancing agreements, guarantees, and
security instruments while concealing material facts and threatening economic ruin.

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164. The Defendants’ conduct was calculated to, and did, cause the Plaintiffs
severe ﬁnancial distress, reputational harm, regulatory exposure, and anxiety arising
from the risk of enforcement proceedings, equipment seizures, and harm to third
parties.
165. The Plaintiffs have suffered aggravated damages arising from the Defendants’
intentional inﬂiction of ﬁnancial and emotional harm, including distress, humiliation,
loss of trust, and the exceptional stress associated with exposure to regulatory and
enforcement action resulting from the Defendants’ fraud.
166. Compensatory damages alone are insufficient to denounce the Defendants’
misconduct, to deter similar conduct in the future, or to ensure that the Defendants
do not proﬁt from their wrongdoing.
167. An award of punitive damages is necessary and appropriate to punish the
Defendants for their deliberate fraud, abuse of corporate structures, misuse of
economic power, and callous disregard for legal and regulatory obligations.
168. The Defendants’ conduct warrants a substantial award of punitive damages in
order to express this Honourable Court’s condemnation, to achieve deterrence, and
to uphold the integrity of commercial dealings in the marketplace.
Plaintiff’s address for service:   Loopstra Nixon LLP
       attn:  Alan S. Cofman & David R. Laurie
       Richmond-Adelaide Centre
Suite 2800 – 130 Adelaide Street West
       Toronto, Ontario  M5H 3P5

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F
ax number address for service (if any): n/a
E-
mail address for service (if any): acofman@LN.law & dlaurie@LN.law
P
lace of trial: Vancouver
T
he address of the registry is: The Law Courts
800 Smithe Street
Vancouver, British Columbia
V6Z 2E1
D
ate:  February 9, 2026 ____________________________
Signature of Alan S. Cofman
Lawyer for the plaintiffs
R
ule 7-1(1) of the Supreme Court Civil Rules states:
1) Unless all parties of record consent or the court otherwise orders, each party of
record to an action must, within 35 days after the end of the pleading period,
a) Prepare a list of documents in Form 22 that lists
i. all documents that are or have been in the party's possession or
control and that could, if available, be used by any party at trial to prove
or disprove a material fact, and ii. all other documents to which the
party intends to refer at trial, and
ii. all other documents to which the party intends to refer at trial, and
b.) serve the list on all parties of record.

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Appendix
Part 1:  CONCISE SUMMARY OF NATURE OF CLAIM:

Claims for business torts, including misrepresentations, inducement, civil
conspiracy, unjust enrichment, and interference with economic relations.

Part 2:  THIS CLAIM ARISES FROM THE FOLLOWING:

A personal injury arising out of:
a motor vehicle accident
medical malpractice
another cause

 A dispute concerning:
  contaminated sites
  Construction defects
  real property (real estate)
  personal property
         X the provision of goods or services or other general commercial matters
  investment losses
   the lending of money
  an employment relationship
  a will or other issues concerning the probate of an estate
  a matter not listed here

Part 3:  THIS CLAIM INVOLVES

a class action
maritime law
aboriginal law
constructional law
conﬂict of laws
          X none of the above
do not know

Part 4:  ENACTMENTS

Builders Lien Act
Divorce Act
Family Relations Act
Insurance (Motor Vehicle) Act
Insurance (Vehicle) Act

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Motor Vehicle Act
Occupiers Liability Act
Supreme Court Act
Wills Variation Act
Other [description]

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ENDORSEMENT ON ORIGINATING PLEADING OR PETITION

FOR SERVICE OUTSIDE BRITISH COLUMBIA

The Plaintiffs claim the right to serve this pleading on the Defendants, XCMG Canada Ltd.,
XCMG North America Corporation, XCMG America Financial, LLC, Victor Jiang, Paul
Bechard, Terri Fodchuck, Casey G uay, Gengzong Qiu, Joseph B ellanca (also known as Joe
Bellanca), Saiyinjirgala Batochir (also known as Sain Li), Christopher Li (also known as Chris
Li), and Michel Reheaume  outside British Columbia on the ground s that this proceeding
concerns:
a.) restitutionary obligations that, to a substantial extent, arose in British Columbia (per
section 10(f) of the Court Jurisdiction and Proceedings Transfer Act (the “CJPTA” )),
b.) torts committed in British Columbia (per section 10(g) of the CJPTA), and
c.) a business carried on in British Columbia (per section 10(h) of the CJPTA).